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What changed in STEVEN MADDEN, LTD.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of STEVEN MADDEN, 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.

+333 added−314 removedSource: 10-K (2026-03-02) vs 10-K (2025-03-03)

Top changes in STEVEN MADDEN, LTD.'s 2025 10-K

333 paragraphs added · 314 removed · 214 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

65 edited+24 added−17 removed24 unchanged
Biggest changeWe believe that brand strength, trend-driven styling, product quality, value proposition, speed-to-market, marketing and distribution, and customer relationships are the key factors driving success in our industry. We remain committed to leveraging these elements to maintain and grow our market position. However, there is no assurance that we will be able to compete successfully against both established and emerging competitors.
Biggest changeOur competitors may have greater financial, operational, and marketing resources, among other advantages, which may allow them to compete more effectively. We believe that brand strength, trend-driven styling, product quality, value proposition, speed-to-market, marketing and distribution, customer relationships, and the effective use of data, digital tools, and emerging technologies are key factors driving success in our industry.
PRODUCT DESIGN AND DEVELOPMENT We have established a reputation for our creative design, marketing, and trend-right products at affordable price points. Our future success will substantially depend on our ability to continue to anticipate and react quickly to changing consumer demands. To meet this objective, we have developed what we believe is an unparalleled design team and process.
PRODUCT DESIGN AND DEVELOPMENT We have established a reputation for our creative design, marketing, and trend-right products at affordable price points. Our future success will substantially depend on our ability to continue to anticipate and react quickly to changing consumer demands. To meet this objective, we have developed what we believe is an unparalleled design team and product development process.
Our products are manufactured overseas and most of our products are shipped via ocean freight carriers to our third-party distribution facilities in California and to a lesser extent New Jersey, and via ground freight from Mexico to our third-party distribution facility in Texas. We rely to a lesser extent on air carriers for the shipping of products.
Our products are manufactured overseas and most of our products are shipped via ocean freight carriers to our third-party distribution facilities in California and New Jersey, and via ground freight from Mexico to our third-party distribution facility in Texas. We rely to a lesser extent on air carriers for the shipping of products.
Beyond seasonality, several other factors contribute to quarterly fluctuations in our operating results, including weather conditions, timing of holidays and bulk footwear shipments, market acceptance of our products, pricing, product presentation and promotional strategies, our ability to deliver on-trend styles at the right time, fluctuations in personnel needs and operational costs, inventory management, including potential write-downs for obsolescence, fluctuations in material costs and product mix across our wholesale, direct-to-consumer and licensing businesses, and external conditions, such as general macroeconomic trends, consumer confidence and competitor actions.
Beyond seasonality, several other factors contribute to quarterly fluctuations in our operating results, including weather conditions, timing of holidays and bulk footwear shipments, market acceptance of our products, pricing, product presentation, promotional strategies, our ability to deliver on-trend styles at the right time, fluctuations in personnel needs and operational costs, inventory management, including potential write-downs for obsolescence, fluctuations in material costs and product mix across our wholesale, direct-to-consumer and licensing businesses, and external conditions, such as general macroeconomic trends, consumer confidence and competitor actions.
We do not own or operate any foreign manufacturing facilities; rather, we use agents and our own sourcing offices to source our products from independently owned manufacturers in China, Cambodia, Mexico, Vietnam, Brazil, India, Italy, and various other countries. We have established relationships with a number of manufacturers and agents in each of these countries.
We do not own or operate any foreign manufacturing facilities; rather, we use agents and our own sourcing offices to source our products from independently owned manufacturers in China, Cambodia, Vietnam, Mexico, Brazil, India, Bangladesh, Italy, and various other countries. We have established relationships with a number of manufacturers and agents in each of these countries.
Additionally, the Company operates in other international markets through its joint ventures in South Africa, the Middle East, Israel, various countries in Europe, Latin America, and certain countries in Asia, and through special distribution arrangements in various European countries, North Africa, South and Central America, and various countries within the Asia-Pacific region.
Additionally, the Company operates in other international markets through its joint ventures in South Africa, the Middle East, Israel, Australia, various countries in Europe, Latin America, and certain countries in Asia, and through special distribution arrangements in various European countries, North Africa, South and Central America, and various countries within the Asia-Pacific region.
Additionally, the Company operates in other international markets through its joint ventures in South Africa, the Middle East, Israel, various countries in Europe, Latin America, and certain countries in Asia, and through special distribution arrangements in various European countries, North Africa, South and Central America, and various countries within the Asia-Pacific region.
Additionally, the Company operates in other international markets through its joint ventures in South Africa, the Middle East, Israel, Australia, various countries in Europe, Latin America, and certain countries in Asia, and through special distribution arrangements in various European countries, North Africa, South and Central America, and various countries within the Asia-Pacific region.
Additionally, the Company operates in other international markets through its joint ventures in South Africa, the Middle East, Israel, various countries in Europe, Latin America, and certain countries in Asia, and through special distribution arrangements in various European countries, North Africa, South and Central America, and various countries within the Asia-Pacific region.
Additionally, the Company operates in other international markets through its joint ventures in South Africa, the Middle East, Israel, Australia, various countries in Europe, Latin America, and certain countries in Asia, and through special distribution arrangements in various European countries, North Africa, South and Central America, and various countries within the Asia-Pacific region.
Our wholesale distribution network spans across the United States, Canada, Mexico, and Europe, as well as various international markets through our joint ventures. We also distribute our product under various distribution agreements in certain international markets.
Our wholesale distribution network spans across the United States, the United Kingdom, Europe, Canada, and Mexico, as well as various international markets through our joint ventures. We also distribute our product under various distribution agreements in certain international markets.
Our stores also serve as a marketing tool that allows us to strengthen global brand recognition and to showcase selected items from our full line of branded and licensed products.
Our stores also serve as a marketing tool that allows us to strengthen global brand recognition and to showcase selected items from our full line of 4 branded and licensed products.
We have not entered into any long-term manufacturing or supply contracts. We believe that a sufficient number of alternative sources exist for the manufacture of our products. We continually monitor the availability of the principal raw materials used in our footwear, accessories, and apparel which are currently available from a number of sources in various parts of the world.
We have not entered into any long-term manufacturing or supply contracts. We believe that a sufficient number of alternative sourcing options exist for the manufacture of our products. We continually monitor the availability of the principal raw materials used in our footwear, accessories, and apparel which are currently available from a number of sources in various parts of the world.
Most of our license agreements require the licensee to pay the Company a royalty based on actual revenue, a minimum royalty in the event predetermined revenue targets are not achieved and a percentage of sales for brand advertising. This segment represented 0.5% of total revenue during 2024.
Most of our license agreements require the licensee to pay the Company a royalty based on actual revenue, a minimum royalty in the event predetermined revenue targets are not achieved and a percentage of sales for brand advertising. This segment represented 0.5% of total revenue during 2025.
For additional information on our segments, refer to Note 19 – Operating Segment Information in the Notes to our consolidated financial statements included in this Annual Report. OUR BRANDS Steve Madden. We design, source, and market fashion-forward footwear, accessories, and apparel under the Steve Madden brand.
For additional information on our segments, refer to Note 18 – Operating Segment Information in the Notes to our consolidated financial statements included in this Annual Report. OUR BRANDS Steve Madden. We design, source, and market fashion-forward footwear, accessories, and apparel under the Steve Madden brand.
We operate retail locations in regional malls, shopping centers, and high streets in various cities across the United States, Canada, Mexico, South Africa, the Middle East, Israel, Europe, Latin America, and the Asia-Pacific region. We also operate concessions in South Africa, Taiwan, and Canada.
We operate retail locations in regional malls, shopping centers, and high streets in various cities across the United States, the United Kingdom, Europe, Canada, Mexico, South Africa, the Middle East, Israel, Latin America, and the Asia-Pacific region. We also operate concessions in South Africa, Taiwan, China, and Portugal.
Our design team strives to create designs that are true to our DNA, reflect current or anticipated trends, and can be manufactured in a timely and cost-effective manner. Most new products are tested in select retail stores and on our e-commerce websites.
Our design team strives to create styles that are true to our DNA, reflect current or anticipated trends, and can be manufactured in a timely and cost-effective manner. Most new products are tested in select retail stores and on our e-commerce platforms.
In addition to these testing and marketing benefits, we have also been able to leverage sales information gathered at Steve Madden retail stores and our websites to assist our wholesale customers in their order placement and inventory management.
In addition to these testing and marketing benefits, we have also been able to leverage sales information gathered at Steve Madden retail stores and our e-commerce platforms to assist our wholesale customers in their order placement and inventory management.
ITEM 1. BUSINESS Steven Madden, Ltd. and its subsidiaries designs, sources, and markets fashion-forward branded and private label footwear, accessories, and apparel. We distribute our products through the wholesale channel to department stores, mass merchants, off-price retailers, shoe chains, online retailers, national chains, specialty retailers, independent stores, and clubs throughout the United States, Canada, Mexico, and Europe.
ITEM 1. BUSINESS Steven Madden, Ltd. and its subsidiaries design, source, and market fashion-forward branded and private label footwear, accessories, and apparel. We distribute our products through the wholesale channel to department stores, mass merchants, off-price retailers, shoe chains, online retailers, national chains, specialty retailers, independent stores, and clubs throughout the United States, the United Kingdom, Europe, Canada, and Mexico.
We may also incur liability under environmental laws and regulations for contamination at sites we currently or previously owned or operated, including contamination caused by prior owners, operators, neighboring properties, or other third parties. Additionally, we may be responsible for the off-site disposal of hazardous materials. We believe we are in compliance with all applicable laws and regulations.
We may also incur liability under environmental laws and regulations for contamination at sites we currently or previously owned or operated, including contamination caused by prior owners, operators, neighboring properties, or other third parties. Additionally, we may be responsible for the off-site disposal of hazardous materials.
Suppliers of products for our businesses in Canada, Mexico, Europe, China and our joint ventures in South Africa, the Middle East, Israel, various countries in Europe, Latin America, and certain countries in Asia, ship directly to the respective countries.
Suppliers of products for our businesses in the United Kingdom, Europe, Canada, Mexico, and 6 our joint ventures in South Africa, the Middle East, Israel, Australia, various countries in Europe, Latin America, and certain countries in Asia, ship directly to the respective countries and territories.
We also distribute our products through our direct-to-consumer channel, which includes company-operated retail stores and e-commerce websites, in the United States, Canada, Mexico, South Africa, the Middle East, Israel, various countries in Europe, Latin America, and the Asia-Pacific region.
We also distribute our products through our direct-to-consumer channel, which includes company-operated retail stores, third-party concessions in international markets, and e-commerce platforms, in the United States, the United Kingdom, Canada, Mexico, South Africa, the Middle East, Israel, and various countries in Europe, Latin America, and the Asia-Pacific region.
For the year ended December 31, 2024, our top ten wholesale channel customers, in no particular order, included: Nordstrom, Macy's, Dillard's, Designer Brands, The TJX Companies, Ross Stores, Burlington Stores, Amazon, Walmart, and Target. In 2024, the Company had one customer who accounted for more than 10% of total revenue. That customer accounted for 11.8% of total revenue.
For the year ended December 31, 2025, our top ten wholesale channel customers, in no particular order, included: Nordstrom, Macy's, Dillard's, Designer Brands, The TJX Companies, Ross Stores, Burlington Stores, Amazon, Walmart, and Target. In 2025, the Company had no customer who accounted for more than 10% of total revenue. Direct-to-Consumer.
We distribute product within our Direct-to-Consumer segment through Steve Madden and Dolce Vita full-price retail stores, Steve Madden outlet stores, directly-operated concessions in international markets, and directly-operated e-commerce websites.
We distribute product within our Direct-to-Consumer segment through Steve Madden, Kurt Geiger London, Carvela, Dolce Vita, and ATM full-price retail stores, Steve Madden, Kurt Geiger London, and Carvela outlet stores, directly-operated concessions in international markets, and directly-operated e-commerce platforms.
Our Wholesale Footwear products are designed and marketed for various lifestyles and include dress shoes, boots, booties, fashion sneakers, sandals, and casual shoes. The Wholesale Footwear segment consists of the following brands: Steve Madden, Dolce Vita ® , Betsey Johnson ® , Blondo ® , and Anne Klein ® . This segment also includes our private label footwear business.
Our Wholesale Footwear products are designed and marketed for various lifestyles and include dress shoes, boots, booties, fashion sneakers, sandals, and casual shoes. The Wholesale Footwear segment consists of the following brands: Steve Madden ® , Kurt Geiger ® , Dolce Vita ® , Betsey Johnson ® , Blondo ® , Carvela ® , and Anne Klein ® .
This segment represented 46.4% of total revenue during 2024. Wholesale Accessories/Apparel Our Wholesale Accessories/Apparel segment designs, sources, and markets our brands and sells our products, primarily consisting of handbags and apparel, to department stores, mass merchants, off-price retailers, online retailers, specialty retailers, independent stores, and clubs throughout the United States, Canada, Mexico, and Europe.
Wholesale Accessories/Apparel Our Wholesale Accessories/Apparel segment designs, sources, and markets our brands and sells our products, primarily consisting of handbags and apparel, to department stores, mass merchants, off-price retailers, online retailers, specialty retailers, independent stores, and clubs throughout the United States, the United Kingdom, Europe, Canada, and Mexico.
Our Wholesale Accessories/Apparel business consists of handbags, apparel, small leather goods, belts, soft accessories, fashion scarves, wraps, gifting, and other trend accessories. The Wholesale Accessories/Apparel segment consists of the following brands: Steve Madden, Dolce Vita ® , Betsey Johnson ® , Anne Klein ® , and ATM ® (which was acquired in November 2024).
Our Wholesale Accessories/Apparel business consists of handbags, apparel, small leather goods, belts, soft accessories, fashion scarves, wraps, gifting, and other trend accessories. The Wholesale Accessories/Apparel segment consists of the following brands: Steve Madden ® , Kurt Geiger ® , Dolce Vita ® , Betsey Johnson ® , Carvela ® , ATM ® , and Anne Klein ® .
HUMAN CAPITAL MANAGEMENT As of February 1, 2025, we employed approximately 4,800 employees globally, with approximately 2,200 of these employees located in the United States and 2,600 located internationally. Of these employees, approximately 3,500 work full-time and approximately 1,300 work part-time. Most of our part-time employees work in the Direct-to-Consumer segment.
HUMAN CAPITAL MANAGEMENT As of February 1, 2026, we employed approximately 6,300 employees globally, with approximately 2,100 of these employees located in the United States and approximately 4,200 located internationally. Of these employees, approximately 4,200 work full-time and approximately 2,100 work part-time. The majority of our part-time employees work in the Direct-to-Consumer segment.
Through local partnerships and targeted donations, we address the specific needs of the areas where we operate, fostering stronger, more resilient communities. We contributed $1.3 million and $1.0 million to the Foundation during 2024 and 2023, respectively, and have since launched multiple shop-to-give campaigns across our various company-operated e-commerce websites.
Through local partnerships and targeted donations, we address the specific needs of the areas where we operate, fostering stronger, more resilient communities. We distributed $2,000 and $1,300 to the Foundation during 2025 and 2024, respectively, and have since launched multiple shop-to-give campaigns across our various company-operated e-commerce platforms.
The following is a description of our business as of December 31, 2024. OUR SEGMENTS Wholesale Footwear Our Wholesale Footwear segment designs, sources, and markets our brands and sells our products to department stores, mass merchants, off-price retailers, shoe chains, online retailers, national chains, specialty retailers, independent stores, and clubs throughout the United States, Canada, Mexico, and Europe.
OUR SEGMENTS Wholesale Footwear Our Wholesale Footwear segment designs, sources, and markets our brands and sells our products, consisting of footwear, to department stores, mass merchants, off-price retailers, shoe chains, online retailers, national chains, specialty retailers, independent stores, and clubs throughout the United States, the United Kingdom, Europe, Canada, and Mexico.
Our product offerings include a diverse range of contemporary styles, designed to establish or capitalize on market trends, complemented by core product offerings. We are recognized for our design creativity and ability to deliver trend-right products with high quality at accessible price points, efficiently and within short lead times.
Our product offerings include a diverse range of contemporary styles, designed to establish or capitalize on market trends, complemented by core product offerings. We are recognized for our design creativity and ability to deliver trend-right products with high quality at accessible price points, efficiently and with speed-to-market. The following is a description of our business as of December 31, 2025.
The Blondo ® brand is primarily sold in the United States and Canada. We acquired the intellectual property and related assets of Blondo ® in January 2015. ATM. In November 2024, we acquired the ATM ® (Anthony Thomas Melillo) brand, an elevated basics apparel brand known for slub jersey cotton t-shirts made primarily in Peru. ATM was founded in 2012.
The ATM ® (Anthony Thomas Melillo) brand is an elevated basics apparel brand known for slub jersey cotton t-shirts made primarily in Peru and sold primarily in the United States. ATM was founded in 2012, and we acquired the ATM brand in November 2024. LICENSED BRAND Anne Klein.
We license our Steve Madden ® and the Betsey Johnson ® trademark for use in connection with the manufacture, marketing, and sale of select apparel, accessories, and home categories as well as various other non-core products. 7 In addition to the licensing of our trademarks, we in-license the trademarks of third parties for use in connection with some of our product lines.
We license our Steve Madden ® , Betsey Johnson ® , and Kurt Geiger ® trademarks for use in connection with the manufacture, marketing, and sale of select apparel, accessories, and home categories as well as various other non-core products.
We utilize a direct-to-consumer e-commerce platform that supports our online sales, enabling customers to purchase products through our branded websites. This platform integrates with our ERP system and WMS to manage inventory, process sales, and coordinate fulfillment. We utilize a reputable cloud-based solution to support our growing e-commerce business. • Ancillary Systems and Third-Party Services.
We utilize a direct-to-consumer e-commerce platforms that supports our online sales, enabling customers to purchase products through our branded websites. This platform integrates with our ERP system and WMS to manage inventory, process sales, and coordinate fulfillment.
Once our products arrive in the United States, we distribute them mainly from six third-party distribution centers, including four located in California, one located in Texas, and one located in New Jersey. Our products are also distributed through a Company-operated distribution center located in Canada and through our third-party distribution facilities in Mexico and Europe.
Once our products arrive in the United States, we distribute them mainly from six third-party distribution centers, including four located in California, one located in New Jersey, and one located in Texas.
Key initiatives include our long-standing professional development relationship with the University of Arizona Global Campus, a comprehensive tuition reimbursement program, leadership and management training, and access to external conferences and workshops that focus on specific industry knowledge. Further, we offer SM Learning Sessions, a company-wide initiative that brings together internal and external experts to share knowledge on diverse topics.
Key initiatives include our long-standing professional development relationship with the University of Arizona Global Campus, a comprehensive tuition reimbursement program, leadership and management training, and access to external conferences and workshops that focus on specific industry knowledge.
Generally, these licensing arrangements require us to make royalty payments equal to a percentage of our revenue or a minimum royalty as well as maintain a certain level of marketing to support the licensed trademark.
In addition to the licensing of our trademarks, we in-license the trademarks of third parties for use in connection with some of our product lines. Generally, these licensing arrangements require us to make royalty payments equal to a percentage of our revenue or a minimum royalty as well as maintain a certain level of marketing to support the licensed trademark.
We operate retail locations in regional malls and shopping centers, as well as high streets in various cities across the United States, Canada, Mexico, South Africa, the Middle East, Israel, Europe, Latin America, and the Asia-Pacific region. Our stores play an important role in our test-and-react strategy, and also serve as fulfillment and return locations for our e-commerce business.
We operate retail locations in regional malls and shopping centers, as well as high streets in various cities across the United States, the United Kingdom, Canada, Mexico, South Africa, the Middle East, Israel, Europe, Latin America, and the Asia-Pacific region.
The Betsey Johnson ® brand is primarily sold in the United States, and in select international markets. We acquired the Betsey Johnson ® trademark and substantially all other intellectual property of Betsey Johnson LLC in October 2010. Blondo. The Blondo ® brand is a 100+ year-old footwear brand recognized for its quality water-resistant leather boots, booties, casual shoes, and sneakers.
The Blondo ® brand is a 100+ year-old footwear brand recognized for its quality water-resistant leather boots, booties, casual shoes, and sneakers. The Blondo ® brand is primarily sold in the United States and Canada. We acquired the intellectual property and related assets of Blondo ® in January 2015. ATM.
We acquired the Dolce Vita ® footwear trademark in August 2014 and in December 2021, we acquired the remaining intellectual property rights of Dolce Vita ® , handbags and other accessories. Betsey Johnson.
The Dolce Vita ® brand is sold globally, including in the United States, Europe, Canada, Mexico, Israel, Australia, and Indonesia. We acquired the Dolce Vita ® footwear trademark in August 2014 and in December 2021, we acquired the remaining intellectual property rights of Dolce Vita ® , handbags and other accessories. Betsey Johnson.
Our diverse product portfolio, however, helps to mitigate the impact of seasonal fluctuations in any single product category.
Additionally, our Direct-to-Consumer segment experiences heightened demand during the holiday season. Our diverse product portfolio, however, helps to mitigate the impact of seasonal fluctuations in any single product category.
This segment also includes our private label handbag and accessories business. This segment represented 29.0% of total revenue during 2024. Direct-to-Consumer Our Direct-to-Consumer segment engages in the sale of footwear, handbags, apparel, and other accessories through Steve Madden and Dolce Vita full-price retail stores, Steve Madden outlet stores, directly-operated concessions in international markets, and directly-operated e-commerce websites.
Direct-to-Consumer Our Direct-to-Consumer segment engages in the sale of footwear, handbags, apparel, and other trend accessories through Steve Madden, Kurt Geiger, Carvela, Dolce Vita, and ATM full-price retail stores, Steve Madden, Kurt Geiger and Carvela outlet stores, directly-operated concessions in international markets, and directly-operated e-commerce platforms.
The Steve Madden brand is sold globally, including in the United States, Canada, Mexico, Europe, Africa, the Asia-Pacific region, the Middle East, and South and Central America. Dolce Vita. Dolce Vita ® is a contemporary women's brand known for its effortless style for the modern individual.
The Steve Madden brand is sold globally, including in the United States, the United Kingdom, Europe, Canada, Mexico, Africa, the Asia-Pacific region, the Middle East, and South and Central America. Kurt Geiger London.
To date, compliance requirements have not had, and are not expected to have, a material effect on our capital expenditures, cash flows, earnings, or competitive position. For further discussion of related risks, see Item 1A. “Risk Factors.” SEASONALITY AND OTHER FACTORS Our operating results are influenced by seasonality and other factors that create variability from quarter to quarter.
We believe we are in compliance with all applicable laws and regulations. To date, compliance requirements have not had, and are not expected to have, a material effect on our capital expenditures, cash flows, earnings, or competitive position. For further discussion of related risks, see Item 1A.
Supporting our core systems, we utilize various specialized tools for supply chain management, business intelligence, data warehousing, Electronic Data Interchange, credit card processing, human resources, and payroll. We regularly update and enhance these systems to improve functionality, efficiency, and integration across our business.
Supporting our core systems, we utilize various specialized tools for supply chain management, product lifecycle management (PLM), assortment planning, inventory allocation, business intelligence, data warehousing, Electronic Data Interchange, credit card processing, finance, human resources, and payroll.
Dolce Vita ® is more than just shoes and handbags, it’s about creating a community, supporting underrepresented voices, and responsibly building a brand that we can be proud of with every step. The Dolce Vita ® brand is sold globally, including in the United States, Canada, Mexico, Europe, Israel, Australia, and Indonesia.
Dolce Vita ® is a contemporary women's brand known for its effortless style for the modern individual. Dolce Vita ® is more than just shoes and handbags, it’s about creating a community, supporting underrepresented voices, and responsibly building a brand that we can be proud of with every step.
In addition, we ended the year with 20 concessions in Taiwan, 20 concessions in South Africa, and two concessions in Canada, totaling 42 concessions in international markets. In addition to our brick-and-mortar stores, our Direct-to-Consumer business offers products online through our e-commerce websites in the United States, Canada, Mexico, Europe, and through our joint ventures in international markets.
Of the 399 total brick-and-mortar retail stores, 290 stores were located outside of the United States. In addition, we operated 133 concessions in international markets. In addition to our brick-and-mortar stores, our Direct-to-Consumer business offers products online through our e-commerce platforms in the United States, the United Kingdom, Europe, Canada, Mexico, and through our joint ventures in international markets.
We believe that these trademarks have significant value and are important for purposes of identifying our Company, the marketing of our products and the products of our licensees, and distinguishing them from the products of others.
We believe that these trademarks have significant value and are important for purposes of identifying our Company, the marketing of our products and the products of our licensees, and distinguishing them from the products of others. 8 Trademarks we believe to be most significant to our business include: Steve Madden ® , Madden Girl ® , Madden NYC ® , Kurt Geiger ® , Dolce Vita ® , Betsey Johnson ® , Carvela ® , Blondo ® , Almost Famous ® , and ATM ® .
Our technology infrastructure consists of several integrated systems, as described below, designed to manage key business functions across wholesale, retail, e-commerce, and logistics. • Enterprise Resource Planning (“ERP”) System. Our ERP system is an integrated system that supports our wholesale operations in the areas of finance and accounting, sourcing, purchase order management, customer order management, and inventory control.
MANAGEMENT INFORMATION SYSTEM (MIS) OPERATIONS Effective and sophisticated information systems are essential to maintaining our competitive position and supporting our growth strategy. Our technology infrastructure consists of several integrated systems, as described below, designed to manage key business functions across wholesale, retail, e-commerce, and logistics. • Enterprise Resource Planning (“ERP”) System.
We consider our company-owned trademarks to be among our most valuable assets, and have registered many of our trademarks in the United States and 149 other countries and in numerous International Classes. From time to time, we adopt new trademarks and new logos and/or stylized versions of our trademarks in connection with the marketing of new product lines.
From time to time, we adopt new trademarks and new logos and/or stylized versions of our trademarks in connection with the marketing of new product lines.
We operate five branded e-commerce websites, which include: www.stevemadden.com, www.dolcevita.com, www.betseyjohnson.com, www.blondo.com and www.atmcollection.com. This segment represented 24.1% of total revenue during 2024. Licensing Our Licensing segment engages in the licensing of the Steve Madden ® and Betsey Johnson ® trademarks for use in the sale of select apparel, accessories, and home categories as well as various other non-core products.
Licensing Our Licensing segment engages in the licensing of the Steve Madden ® , Kurt Geiger ® , and Betsey Johnson ® trademarks for use in the sale of select apparel, accessories, and home categories as well as various other non-core products.
Products for our overseas distributors are shipped to freight forwarders primarily in China, Cambodia, and Mexico where the distributor arranges for subsequent shipment. See Item 1A.
Products for our international distributors are shipped to freight forwarders or consolidators primarily in China, Cambodia, Vietnam, and Mexico where each distributor arranges for subsequent shipment to their respective territory. See Item 1A. “Risk Factors” below for a discussion of the risks associated with supply chain disruptions and changes to international trade policies.
Principal marketing activities include brand and performance marketing, social media and influencer marketing, experiential events, in-store and online promotions, and public relations focusing on product and brand placements, celebrity seeding, as well as public and media appearances by our Founder and Creative and Design Chief, Steve Madden.
Our marketing activities include brand and performance marketing and utilize a combination of organic and paid media channels, including but not limited to email, social media, influencer partnerships, print, experiential events, and public relations. These efforts include product placements, celebrity seeding, and public and media appearances by our Founder and Creative and Design Chief, Steve Madden.
We collaborate with featured vendors to enhance the experience and provide even more ways for our employees to prioritize their wellness. 8 Charitable Giving The Company regularly makes charitable donations, primarily through The Steve Madden Corporate Foundation (the “Foundation”), a donor-advised fund established under Fidelity Charitable and managed by Rockefeller Capital Management.
Charitable Giving The Company regularly makes charitable donations, primarily through The Steve Madden Corporate Foundation (the “Foundation”), a donor-advised fund established under Fidelity Charitable and managed by Rockefeller Capital Management. The Foundation's charitable giving priorities include: • Industry Innovation: We support equity, sustainability, and accessibility in the fashion industry.
Additionally, the amount of revenue recognized in any period may be impacted by shifts in consumer demand or purchasing behavior. Customers may also cancel orders, modify delivery schedules, or alter product mixes with minimal notice, adding further unpredictability to our financial results.
Additionally, the amount of revenue recognized in any period may be impacted by shifts in consumer demand or purchasing behavior.
Our backlog at any given time is influenced by factors, including seasonality, supply chain lead times, timing of market weeks, and wholesale customer purchases of core products through our open stock program. Due to these variables, period-to-period comparisons of backlog may not be indicative of future revenue or shipment trends. 9
“Risk Factors.” BACKLOG We had unfilled wholesale customer orders of approximately $673.53 and $609,453, as of February 3, 2026 and 2025, respectively. Our backlog at any given time is influenced by factors, including seasonality, supply chain lead times, timing of market weeks, and wholesale customer purchases of core products through our open stock program.
Further information on our charitable initiatives can be found on the "Sustainability" section of our website, https://www.stevemadden.com/. GOVERNMENT REGULATIONS Our business is subject to various United States federal, state, local, and foreign laws and regulations, including those related to environmental protection, health, and safety.
GOVERNMENT REGULATIONS Our business is subject to various United States federal, state, local, and foreign laws and regulations, including those related to environmental protection, health and safety, labor and employment practices, trade and customs, consumer protection, data privacy, and product safety.
Additionally, we offer financial wellness seminars, health fairs, discounted gym memberships, and on-site discounted food. We also offer an employee assistance program with a range of programs, resources, and tools that can help with various wellness issues.
Our offerings include health fairs, financial wellness seminars, discounts and partial reimbursement for gym memberships, on‑site discounted food options, and access to an employee assistance program that provides resources and tools for a variety of wellness needs.
While we actively manage these variables, there is no assurance that we will not be materially impacted by seasonal trends or other external factors. For further discussion of related risks, see Item 1A. “Risk Factors.” BACKLOG We had unfilled wholesale customer orders of approximately $609,453 and $533,609, as of February 3, 2025 and February 3, 2024, respectively.
Customers may also cancel orders, modify delivery schedules, or alter product mixes with minimal notice, adding further unpredictability to our financial results. 10 While we actively manage these variables, there is no assurance that we will not be materially impacted by seasonal trends or other external factors. For further discussion of related risks, see Item 1A.
This program not only enhances skillsets, but also fosters a collaborative and inclusive environment, encouraging cross-departmental interaction and networking. Furthermore, performance evaluations and constructive feedback mechanisms are integral to our strategy.
Further, we offer SM Learning Sessions and Madden Mindsets, company-wide initiatives that brings together internal and external experts to share knowledge on diverse topics. These programs not only enhance skillsets, but also foster a collaborative and inclusive environment, encouraging cross-departmental interaction and networking. Furthermore, performance evaluations and constructive feedback mechanisms are integral to our strategy.
All of our North American wholesale businesses (other than Canada and Almost Famous, which are each operating under separate ERP systems), our European business, as well as our Asia sourcing operations, are operated through this ERP system. • Warehouse Management System ("WMS").
Our ERP system is an integrated system that supports our wholesale and retail operations in the areas of finance and accounting, sourcing, purchase order management, customer order management, and inventory control. Substantially all of our North American wholesale businesses, our European business, as well as our Asia sourcing operations, are operated through this ERP system. • Warehouse Management System ("WMS").
Wholesale accounted for approximately $1,722,113, or 75.4% of total revenue, while Direct-to-Consumer accounted for approximately $550,153, or 24.1% of total revenue. Each distribution channel is described below. Wholesale.
DISTRIBUTION For the year ended December 31, 2025, our revenue was primarily generated through two distribution channels: Wholesale and Direct-to-Consumer. Wholesale accounted for approximately $1,675,852, or 66.1% of total revenue, while Direct-to-Consumer accounted for approximately $845,666, or 33.4% of total revenue. Each distribution channel is described below. Wholesale.
We continue to promote our e-commerce websites where customers can purchase Steve Madden, Dolce Vita ® , Betsey Johnson ® , Blondo ® , and ATM ® products. 6 MANAGEMENT INFORMATION SYSTEM (MIS) OPERATIONS Effective and sophisticated information systems are essential to maintaining our competitive position and supporting our growth strategy.
We continue to promote our e-commerce platforms, through which customers can purchase Steve Madden ® , Kurt Geiger London ® , Dolce Vita ® , Betsey Johnson ® , Carvela ® , Blondo ® , and ATM ® products.
We believe 3 that our retail stores and websites enhance overall sales and profitability and our ability to react quickly to changing consumer demands. As of December 31, 2024, we operated 291 brick-and-mortar retail stores, including 218 Steve Madden full-price stores, 68 Steve Madden outlet stores, and five Dolce Vita full-price stores.
We believe that our retail stores and e-commerce platforms enhance overall sales and profitability and our ability to react quickly to changing consumer demands.
For example, boot sales typically peak in the fall and winter months (third and fourth fiscal quarters), while sandal sales are strongest in the spring and summer months (first and second fiscal quarters). Additionally, our Direct-to-Consumer segment experiences heightened demand during the holiday retail season.
“Risk Factors.” SEASONALITY AND OTHER FACTORS Our operating results are influenced by seasonality and other factors that create variability from quarter to quarter and season to season. For example, boot sales typically peak in the fall and winter months, while sandal sales are strongest in the spring and summer months.
Additionally, we maintain network security and cyber liability insurance in order to provide a level of financial protection in the event of certain covered cyber losses and data breaches. TRADEMARKS Our strategy for the continued growth of our business includes expanding our presence beyond footwear, accessories, and apparel through the selective licensing of our brands.
TRADEMARKS Our strategy for the continued growth of our business includes expanding our presence beyond footwear, accessories, and apparel through the selective licensing of our brands. We consider our company-owned trademarks to be among our most valuable assets, and have registered many of our trademarks in the United States and 168 other countries and in numerous International Classes.
Increased competition, shifting consumer preferences, and evolving market dynamics could have a material adverse effect on our business, financial condition, and results of operations. For further discussion of related risks, see Item 1A.
We remain committed to leveraging these elements to maintain and grow our market position. However, there is no assurance that we will be able to compete successfully against both established and emerging competitors. Increased competition, shifting consumer preferences, evolving market dynamics, and rapid technological change could have a material adverse effect on our business, financial condition, and results of operations.
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ATM is included within our Wholesale Accessories/Apparel segment, and is primarily sold in the United States. 4 GREATS . In August 2019, we acquired GREATS ® , a Brooklyn-based digitally native footwear brand specializing in premium quality, responsibly made sneakers for men and women, which was primarily sold via e-commerce.
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This segment also includes our private label footwear business. This segment represented 40.9% of total revenue during 2025.
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In August 2024, the Company divested of substantially all the assets and liabilities related to the GREATS business. LICENSED BRAND Anne Klein.
Added
This segment also includes our private label handbag and accessories business. This segment represented 25.3% of total revenue during 2025.
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“Risk Factors” below for a discussion of the risks associated with supply chain disruptions and changes to international trade policies. 5 DISTRIBUTION For the year ended December 31, 2024, our revenue was primarily generated through two distribution channels: Wholesale and Direct-to-Consumer.
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Through our concessions business, we also operate footwear concessions within several luxury and premium department stores in the UK and various department stores in international markets. Our stores play an important role in our test-and-react strategy, and also serve as fulfillment and return locations for our e-commerce business.
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As of December 31, 2024, there were three customers who each accounted for more than 10% of total accounts receivable. These three customers accounted for 22.3%, 16.3%, and 14.4%, respectively, of total accounts receivable. Direct-to-Consumer.
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As of December 31, 2025, we operated 399 brick-and-mortar retail stores, including 251 Steve Madden full-price stores and 69 outlet stores, 31 Kurt Geiger London full-price stores and 17 outlet stores, 14 Carvela full-price stores and 12 outlet stores, four Dolce Vita full-price stores, and one ATM full-price store.
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As of December 31, 2024, we operated 291 brick-and-mortar retail stores, including five Dolce Vita full-price stores and 68 Steve Madden outlet stores, and five e-commerce websites. In addition, we operated 42 Steve Madden concessions in international markets. Out of the 291 total brick-and-mortar retail stores, 178 stores were located outside of the United States.
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In addition, we ended the year with 21 concessions in Taiwan, 20 concessions in South Africa, 16 concessions in Australia, two concessions in each of Portugal and China, and 72 footwear concessions within several luxury and premium department stores in the United Kingdom, totaling 133 concessions in international markets.
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COMPETITION The fashion industry is highly competitive, with numerous domestic and international companies operating in the footwear, apparel, and accessories markets. Our competitors may have greater financial, operational, and marketing resources, among other advantages, which may allow them to compete more effectively.
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In addition to our brick-and-mortar stores, our Direct-to-Consumer business offers products online through our e-commerce platforms in the United States, the United Kingdom, Europe, Canada, Mexico, and through our joint ventures in international markets. We operate seven branded e-commerce websites, which include: www.stevemadden.com, www.kurtgeiger.com, www.dolcevita.com, www.betseyjohnson.com, www.blondo.com, www.carvela.com, and www.atmcollection.com. This segment represented 33.4% of total revenue during 2025.
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“Risk Factors.” MARKETING We have focused on creating a full-funnel marketing strategy that covers all stages of the customer journey to establish our Company as a leading designer and marketer of fashion footwear, accessories, and apparel for a diverse set of style-conscious consumers.
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Kurt Geiger ® is a London-based accessible luxury accessories and footwear brand, well known for its unique brand image, bold and distinctive design aesthetic and compelling value proposition. Founded in 1963, Kurt Geiger is headquartered in London, United Kingdom.
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We foster high value lifetime customer relationships with investments in marketing technology and talent, both in-house and via strategic partnerships with external agencies.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeThe Hamas-Israel and Russia-Ukraine conflicts, or other areas of geopolitical tension around the world, or any worsening or spread of those conflicts or geopolitical tensions, and any related challenging macroeconomic conditions globally, could decrease the spending of our existing and potential new customers, adversely affect demand for our products, cause one or more of our customers, vendors, or partners to file for bankruptcy protection or go out of business, disrupt supply chains on which we rely, impact expected spending and pricing levels from existing and potential new customers, and negatively impact collections of accounts receivable, all of which could adversely affect our business, results of operations and financial condition.
Biggest changeThe Hamas-Israel and Russia-Ukraine conflicts, or other areas of geopolitical tension around the world, or any worsening or spread of those conflicts or geopolitical tensions, and any related challenging macroeconomic conditions globally, could decrease the spending of our existing and potential new customers, adversely affect demand for our products, cause one or more of our customers, vendors, or partners to file for bankruptcy protection or go out of business, disrupt supply chains on which we rely, impact expected spending and pricing levels from existing and potential new customers, and negatively impact collections of accounts receivable, all of which could adversely affect our business, results of operations and financial condition. 17 Any of the negative impacts of the Hamas-Israel and Russia-Ukraine conflicts, other areas of geopolitical tension around the world, or any worsening of those conflicts or geopolitical tensions, and any related challenging macroeconomic conditions, may have a material adverse effect on our business and operations, results of operations, financial condition and cash flows.
Increases in applicable tax rates, the implementation of new taxes, and changes in applicable tax laws or their interpretation in jurisdictions where we operate could reduce our after-tax income and have an adverse effect on our results of operations. Any failure to maintain effective internal control over our financial reporting could materially adversely affect us.
Increases in applicable tax rates, the implementation of new taxes, and changes in applicable tax laws or their interpretation in jurisdictions where we operate could reduce our after-tax income and have an adverse effect on our results of operations. Any failure to maintain effective internal control over our financial reporting could materially and adversely affect us.
If we fail to maintain effective internal controls, our auditors may determine that a material weakness or significant deficiency exists in our internal controls over financial reporting.
If we fail to maintain effective internal controls, our auditors may determine that a significant deficiency or material weakness exists in our internal controls over financial reporting.
The full extent to which these factors will negatively affect our business and operations, results of operations, financial condition and cash flows will depend on future developments that are highly uncertain and cannot be predicted, including the scope, severity and duration of the Hamas-Israel and Russia-Ukraine conflicts, other areas of 14 geopolitical tension around the world and any economic downturns and the actions taken by governmental authorities and other third parties in response.
The full extent to which these factors will negatively affect our business and operations, results of operations, financial condition and cash flows will depend on future developments that are highly uncertain and cannot be predicted, including the scope, severity and duration of the Hamas-Israel and Russia-Ukraine conflicts, other areas of geopolitical tension around the world and any economic downturns and the actions taken by governmental authorities and other third parties in response.
Moreover, no assurance can 16 be given that others will not assert rights in, or ownership of, trademarks and other proprietary rights of ours or that we will be able to successfully resolve such conflicts. We could incur substantial costs in legal actions relating to our use of intellectual property or the use of our intellectual property by others.
Moreover, no assurance can be given that others will not assert rights in, or ownership of, trademarks and other proprietary rights of ours or that we will be able to successfully resolve such conflicts. We could incur substantial costs in legal actions relating to our use of intellectual property or the use of our intellectual property by others.
In the future, retailers in the United States and in foreign markets may further consolidate, undergo restructurings or reorganizations, or realign their affiliations, any of which could decrease the number of stores that carry our licensees’ products, or increase the ownership concentration within the retail industry.
In the future, retailers in the United States and in foreign markets may further consolidate, undergo restructurings or reorganizations, or realign their affiliations, any of which could decrease the number of stores that carry our products, or increase the ownership concentration within the retail industry.
If our manufacturers, the manufacturers used by our licensees, or our licensees themselves fail to use acceptable labor practices or to otherwise comply with local laws and other standards, our business reputation could suffer. Our products are manufactured by numerous independent manufacturers outside of the United States.
If our manufacturers, the manufacturers used by our licensees, or our licensees themselves fail to use acceptable labor practices or to otherwise comply with local laws and other standards, our business reputation could suffer. Our products and our licensees’ products are manufactured by numerous independent manufacturers outside of the United States.
Such a determination could undermine investor confidence in the reliability of our financial statements, require us to restate our quarterly or annual financial statements, or negatively impact the market price of our common stock. ITEM 1B. UNRESOLVED STAFF COMMENTS None.
Such a determination could undermine investor confidence in the reliability of our financial statements, require us to restate our quarterly or annual financial statements, or negatively impact the market price of our common stock. ITEM 1B. UNRESOLVED STAFF COMMENTS None. 21
If we and our customers fail to compete successfully, our businesses, market share, results of operations, and financial condition could be materially and adversely affected. 10 RISKS RELATING TO OUR COMPANY The loss of Steve Madden, our Founder and Creative and Design Chief, or members of our executive management team could have a material adverse effect on our business.
If we and our customers fail to compete successfully, our businesses, market share, results of operations, and financial condition could be materially and adversely affected. 12 RISKS RELATING TO OUR COMPANY The loss of Steve Madden, our Founder and Creative and Design Chief, or members of our executive management team could have a material adverse effect on our business.
In addition, if we experience a sudden increase in demand, or need to replace an existing supplier or manufacturer, we may be unable to locate additional supplies of raw materials or additional manufacturing capacity on terms that are acceptable to us, or at all, or we may be unable to locate any supplier or manufacturer with sufficient capacity to meet our requirements or fill our orders in a timely manner.
In addition, if we experience a sudden increase in demand, or need to replace an existing supplier or manufacturer, we may be unable to locate additional suppliers of raw materials or additional manufacturing capacity on terms that are acceptable to us, or at all, or we may be unable to locate any supplier or manufacturer with sufficient capacity to meet our requirements or fill our orders in a timely manner.
Our results of operations may fluctuate from quarter to quarter and are affected by a variety of factors, including: • weather conditions; • the timing of holidays; • the timing of larger shipments of products; • market acceptance of our products; • pricing, presentation and promotional strategies of the products offered and sold; • fluctuations in personnel needs and operating costs; • inventory management, including potential write-downs for obsolescence; • the cost of materials; 11 • the product mix between wholesale, retail, and licensing businesses; and • external conditions, such as health pandemics, general macroeconomic trends, consumer confidence, and competitor actions.
Our results of operations may fluctuate from quarter to quarter and are affected by a variety of factors, including: • weather conditions; • the timing of holidays; • the timing of larger shipments of products; • market acceptance of our products; • pricing, presentation and promotional strategies of the products offered; • fluctuations in personnel needs and operating costs; • inventory management, including potential write-downs for obsolescence; • the cost of materials; • the product mix between wholesale, retail, and licensing businesses; and 13 • external conditions, such as health pandemics, general macroeconomic trends, consumer confidence, and competitor actions.
For additional information regarding legal proceedings in which we are involved, see Item 3. “Legal Proceedings.” 17 We may be subject to additional tax liabilities as a result of audits by various taxing authorities. We are subject to complex and evolving tax laws and regulations across multiple jurisdictions as a result of our global presence and international operations.
For additional information regarding legal proceedings in which we are involved, see Item 3. “Legal Proceedings.” 20 We may be subject to additional tax liabilities as a result of audits by various taxing authorities. We are subject to complex and evolving tax laws and regulations across multiple jurisdictions as a result of our global presence and international operations.
Changing shopping patterns, including the rapid expansion of online retail shopping, have adversely affected customer traffic in mall and outlet centers, particularly in North America. We expect competition in the e-commerce market will intensify.
Changing shopping patterns, including the rapid expansion of online retail shopping, have adversely affected customer traffic in mall and outlet centers, particularly in North America. We expect competition in the e-commerce market will continue to intensify.
In addition, future earnings may be adversely impacted by litigation costs, settlement payments, or penalties and interest resulting from adverse tax assessments. Changes in tax laws could have an adverse effect upon our financial results.
In addition, future earnings may be adversely impacted by litigation costs, settlement payments, or penalties and interest resulting from adverse tax assessments. Changes in tax laws could have an adverse effect on our financial results.
Consumer confidence and discretionary spending could be adversely affected in response to financial market volatility, negative financial news, inflationary pressures, changes in interest rates, changing conditions within the real estate and mortgage markets, declines in income or asset values, and other economic factors.
Consumer confidence and discretionary spending has been and in the future could be adversely affected in response to financial market volatility, negative financial news, inflationary pressures, changes in interest rates, changing conditions within the real estate and mortgage markets, declines in income or asset values, and other economic factors.
As a greater portion of consumer expenditures with retailers occurs online and through mobile commerce applications, our brick-and-mortar retail customers who fail to successfully integrate their physical retail stores, and digital retail may experience financial difficulties, including store closures, bankruptcies, or liquidations.
As a greater portion of consumer expenditures with retailers occurs online and through mobile commerce applications, our wholesale customers who fail to successfully integrate their physical retail stores, and digital channels may experience financial difficulties, including store closures, bankruptcies, or liquidations.
A portion of our revenue is dependent on licensing our trademarks. The actions of our licensees or the loss of a significant licensee could diminish our brand integrity and adversely affect our revenue and results of operations. We license to others the rights to produce and market certain products that are sold under our trademarks.
A portion of our revenue is dependent on licensing our trademarks. The actions of our licensees could diminish our brand integrity and adversely affect our revenue and results of operations. We license to others the rights to produce and market certain products that are sold under our trademarks.
Even though we seek to mitigate the risks of extending credit by factoring most of our accounts receivable and obtaining letters of credit, or credit insurance for others, if any of our customers were to experience a shortage of liquidity, the risk that the customer's outstanding payables to us not being paid could cause us to curtail business with the customer, or require us to assume more credit risk relating to the customer's accounts payable.
Even though we seek to mitigate the risks of extending credit by factoring most of our accounts receivable and obtaining letters of credit, or credit insurance for others, if any of our customers were to experience a shortage of liquidity, the risk that the customer's outstanding payables to us not being paid could cause us to curtail business with the customer, or otherwise increase our exposure to credit risk relating to the customer's accounts payable.
Our supply chain may also be affected by trade policy changes and tariffs imposed by the U.S. or other federal governments, which is described further below.
Our supply chain has been and may also be affected in the future by trade policy changes and tariffs imposed by the U.S. or other federal governments, which is described further below.
The risks inherent in relying on foreign manufacturing include work stoppages, transportation delays, public health emergencies, social unrest, changes in local economic and political conditions, and broader geopolitical instability.
The risks inherent in relying on foreign manufacturing include changes in the U.S. and international trade policies, work stoppages, transportation delays, public health emergencies, social unrest, changes in local economic and political conditions, and broader geopolitical instability.
Many of these competitors, including Aldo, Sam Edelman, and Vince Camuto, may have significantly greater financial and other resources than we do, and there can be no assurance that we will be able to compete successfully with these and other fashion footwear, accessories, and apparel companies.
Many of these competitors may have significantly greater financial and other resources than we do, and there can be no assurance that we will be able to compete successfully with other fashion footwear, accessories, and apparel companies.
We extend credit to most of our wholesale customers, and their failure to pay for products shipped to them could adversely affect our financial results. We extend credit to our wholesale customers based on an evaluation of each customer's financial condition, usually without collateral.
We sell products to most of our wholesale customers on credit, subject to customary trade payment terms, and their failure to pay for products shipped to them could adversely affect our financial results. We extend credit to our wholesale customers based on an evaluation of each customer's financial condition, usually without collateral.
The violation of such standards and laws by one of our independent manufacturers or by one of our licensing partners, or the divergence of a manufacturer's or a licensing partner's labor practices from those generally accepted as ethical in the United States, could harm our reputation, result in a product recall or require us to curtail our relationship with and locate a replacement for such manufacturer or licensee.
The violation of such standards and laws by one of our independent manufacturers or by one of our licensing partners, or the divergence of a manufacturer's or a licensing partner's labor practices from those generally accepted as ethical in the United States, the United Kingdom, Europe and any other country where we operate, could harm our reputation, result in product recalls or require us to curtail our relationship with and locate a replacement for such manufacturer or licensee.
We do not own or operate any foreign manufacturing facilities and are therefore dependent upon third parties to manufacture all of our products. In 2024, 76.6% of our total purchases were manufactured in China.
We do not own or operate any foreign manufacturing facilities and are therefore dependent upon third parties to manufacture all of our products. In 2025, 56.1% of our total purchases were manufactured in China and 24.6% in Cambodia.
There can be no assurance that foreign currency fluctuations will not have a material adverse effect on our business, financial condition, results of operations, and liquidity. See Item 7A. “Quantitative and Qualitative Disclosures About Market Risk” for additional information regarding our foreign exchange risk.
There can be no assurance that foreign currency fluctuations will not have a material adverse effect on our business, financial condition, results of operations, and liquidity. See Item 7A.
Our opportunities for long-term growth and profitability are accompanied by significant challenges and risks, particularly in the near term. Specifically, our business is dependent on consumer demand for our products and the purchase of our products by consumers is largely discretionary.
GENERAL RISK FACTORS Changes in economic conditions may adversely affect our financial condition, results of operations, and liquidity. Our opportunities for long-term growth and profitability are accompanied by significant challenges and risks, particularly in the near term. Specifically, our business is dependent on consumer demand for our products and the purchase of our products by consumers is largely discretionary.
Our stock price could decline if our results are below the estimates or expectations of these outside analysts. 12 FOREIGN SOURCING RISKS Disruptions to our product delivery systems and failure to effectively manage inventory based on business trends across various distribution channels could have a material adverse effect on our business, financial condition, results of operations, and liquidity.
Any of these risks could have a material adverse effect on our business, financial condition, results of operations, or future growth prospects. 15 FOREIGN SOURCING RISKS Disruptions to our product delivery systems and failure to effectively manage inventory based on business trends across various distribution channels could have a material adverse effect on our business, financial condition, results of operations, and liquidity.
Madden and most of our senior executives include a non-compete provision in the event of the termination of employment, the non-compete periods are of limited duration and scope and the enforceability of such non-compete provisions are subject to existing and future laws.
Competition for executive talent in the fashion footwear, accessories, and apparel industries is intense. While our employment agreements with Mr. Madden and our senior executives include a non-compete provision in the event of the termination of employment, the non-compete periods are of limited duration and scope and the enforceability of such non-compete provisions are subject to existing and future laws.
However, we do not control our independent manufacturers, or licensing partners, or their labor, product safety, and other business practices. From time to time, our independent manufacturers may not comply with such standards or applicable local law or our licensees may not require their manufacturers to comply with such standards or applicable local law.
From time to time, our independent manufacturers may not comply with such standards or applicable local law or our licensees may not require their manufacturers to comply with such standards or applicable local law.
Global inflation has also contributed to higher freight costs, which negatively affected our gross margin and profitability for the year ended December 31, 2024 and may continue to have a negative effect on our future operating results and profitability.
Inflationary pressures have also contributed to higher freight costs, which negatively affected our gross margin and profitability in previous years, and may have a negative effect on our future operating results and profitability.
We also have license agreements that permit our licensees to manufacture or contract to manufacture products using our trademarks. We impose, and require our licensees to impose, on these manufacturers environmental, health and safety standards for the benefit of their labor force. In addition, we require these manufacturers to comply with applicable standards for product safety.
We impose, and require our licensees to impose, on these manufacturers, environmental, health and safety standards for the benefit of their labor force. In addition, we require these manufacturers to comply with applicable standards for product safety. However, we do not control our independent manufacturers, or licensing partners, or their labor, product safety, and other business practices.
For example, in recent years, both the United States and China have imposed new tariffs on each other related to the importation of certain product categories, including imports of select footwear, accessories, and apparel into the United States from China.
Additionally, changes in laws or policies governing international trade, including increased tariffs or other restrictions on imports from countries where we manufacture products, such as China, Cambodia, and Vietnam, could adversely affect our business. For example, in recent years, the United States and China have imposed new tariffs on each other covering certain product categories, including footwear, accessories, and apparel.
Our operations rely on the global sourcing, manufacturing, and sale of products, and our supply chain is subject to the risks inherent in international trade, including potential changes in trade policies, increases in import duties, anti-dumping measures, quotas, safeguard measures, trade restrictions, restrictions on fund transfers, and currency fluctuations.
These risks include changes in trade policies, increases in import duties, anti-dumping measures, quotas, safeguard measures, trade restrictions, restrictions on fund transfers, currency fluctuations, and geopolitical factors such as political instability or trade disputes.
These analysts' predictions are based upon their own opinions and could be different from our own forecasts.
These analysts' predictions are based upon their own opinions and could be different from our own forecasts. Our stock price could decline if our results are below the estimates or expectations of these outside analysts. Failure to successfully integrate the business and operations of Kurt Geiger could adversely affect our business, financial condition, results of operations, and future growth prospects.
Changes in trade policies and tariffs imposed by the United States government and the governments of other nations could have a material adverse effect on our business and results of operations.
Changes in trade policies, tariffs, retaliatory trade actions taken by other countries, and resulting trade wars have had, and may continue to have, a material adverse impact on our business, results of operations, and financial condition. Our operations rely on the global sourcing, manufacturing, and sale of products, and our supply chain is subject to risks inherent in international trade.
Our business and reputation could be adversely affected if our computer systems, or the systems of our business partners, or service providers, become subject to a data security, or privacy breach, or other disruption from a third party.
While we maintain disaster recovery protocols and cybersecurity insurance, these measures may not be adequate to cover the full extent of a catastrophic loss or business interruption. Our business could be adversely affected by data security breaches or privacy failures involving our systems or those of our third-party partners.
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Competition for executive talent in the fashion footwear, accessories, and apparel industries is intense. While our employment agreements with Mr.
Added
On May 6, 2025, we completed our acquisition of Mercury Acquisitions Topco Limited, which is the ultimate parent company of the Kurt Geiger business (“Kurt Geiger”). Kurt Geiger is a designer and retailer of branded fashion footwear, handbags, and accessories with a presence in the United Kingdom and other international markets.
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Additionally, certain geopolitical factors, such as political instability and terrorism, may further impact our ability to source products efficiently. 13 Changes in laws or policies governing the terms of trade, and in particular increased trade restrictions, tariffs, or taxes on imports from countries where we manufacture products, such as China and Mexico, could have a material adverse effect on our business and financial results.
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Kurt Geiger is subject to 14 complex and evolving legal, regulatory, tax, privacy, labor, and compliance regimes in the United Kingdom and other jurisdictions. Any failure to comply with these requirements or changes to applicable laws could result in increased compliance costs, legal exposure, or operational disruptions.
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In February 2025, the U.S. administration announced a 10% tariff on imports from China, where a significant portion of our products is sourced, with an effective date of February 4 th , 2025, and further announced that an additional 10% tariff on imports from China and a potential 25% tariff on imports from Mexico and Canada are scheduled to take effect on March 4 th , 2025.
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The success of this acquisition depends on our ability to integrate Kurt Geiger effectively into our existing business operations, and we may encounter significant challenges in doing so.
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We are closely monitoring this evolving situation and evaluating our responses, which may include shifts in sourcing strategies, price adjustments, or other cost-mitigation measures. However, there can be no assurance that we will be able to fully mitigate the impact of such tariffs or trade restrictions.
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Integrating the operations, systems, processes, and personnel of Kurt Geiger with our own, as well as ensuring compliance with applicable laws and regulations (including Section 404 of the Sarbanes-Oxley Act) in the U.S., UK, and other jurisdictions requires substantial management time and attention and may divert resources from other priorities and initiatives.
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At this time, the overall impact on our business related to these tariffs remains uncertain and depends on multiple factors, including the duration and potential expansion of current tariffs, future changes to tariff rates, scope, or enforcement, retaliatory measures by impacted trade partners, inflationary effects and broader macroeconomic responses, changes to consumer purchasing behavior, and the effectiveness of our responses in managing these challenges.
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The integration process involves complex operational, technological, and cultural challenges and could be more costly or time-consuming than anticipated.
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If the United States decides to impose additional tariffs on a broader range of imports, including, but not limited to, footwear, accessories, apparel, or any other goods imported from China, or other countries or if further retaliatory trade measures are taken by China or other countries in response to additional tariffs, there can be no assurance that we will be able to offset all related increased costs.
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There can be no assurance that we will be able to successfully integrate Kurt Geiger’s operations or achieve the expected strategic, operational, or financial benefits of the acquisition on the anticipated timeline, or at all, due to unforeseen integration challenges or market conditions.
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This potential increase in costs could be material to our business operations, especially given approximately 76.6% of our products was sourced from China in 2024. We cannot predict if, and to what extent, there will be changes to international trade agreements or the resulting impact of any such changes on our business operations.
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Failure to do so could result in lost revenue opportunities, unexpected operating costs, diminished profitability, and impairment of goodwill or other intangible assets recognized in connection with the acquisition. In addition, unsuccessful integration could adversely affect our business, reputation, or future growth prospects.
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Any of the negative impacts of the Hamas-Israel and Russia-Ukraine conflicts, other areas of geopolitical tension around the world, or any worsening of those conflicts or geopolitical tensions, and any related challenging macroeconomic conditions, may have a material adverse effect on our business and operations, results of operations, financial condition and cash flows.
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We have incurred indebtedness in connection with our acquisition of Kurt Geiger, which could limit our operational and financial flexibility, expose us to interest rate risk, and adversely affect our business, financial condition, and results of operations.
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INFORMATION TECHNOLOGY RISKS Disruption of our information technology systems and websites could adversely affect our financial results and our business reputation. We are heavily dependent upon our information technology systems to record and process transactions and manage and operate all aspects of our business. We also have e-commerce websites for direct retail sales.
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In connection with the financing of our acquisition of Kurt Geiger, we entered into a senior secured credit facility effective May 6, 2025, consisting of a $300,000 term loan and a $250,000 revolving credit facility. As of December 31, 2025, we had outstanding borrowings of $240,000 under the term loan and no borrowings under the revolving credit facility.
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Given the nature of our business and the significant number of transactions in which we engage annually, it is essential that we maintain constant operation of our information technology systems and websites and that they operate effectively.
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Prior to this acquisition, we had no amounts outstanding under our previous revolving credit facility and operated with a comparatively lower level of financial leverage.
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We 15 depend on our in-house information technology, employees and third parties, including “cloud” service providers, to maintain and periodically update and upgrade our systems and websites to support the growth of our business. We also maintain off-site server data facilities that record and process information regarding our vendors and customers and their transactions with us.
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Our increased debt levels require us to dedicate a portion of our cash flow to the repayment of principal and interest, which reduces funds available for working capital, capital expenditures, share repurchases, dividends, acquisitions, and other general corporate purposes. In addition, these credit facilities bear interest at variable rates that are subject to market fluctuations.
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Our information technology systems and websites may, from time to time, be vulnerable to damage or interruption from events such as computer viruses, security breaches, power outages, and difficulties in replacing or integrating the systems of acquired businesses.
Added
An increase in interest rates would increase our interest exposure and reduce our net income and cash flow. Our credit agreement also includes covenants that impose certain operating and financial restrictions.
Removed
Any such problems or interruptions could result in loss of valuable business data, our customers' or employees' personal information, disruption of our operations, and other adverse impacts to our business and require significant expenditures by us to remediate any such failure, problem, or breach.
Added
Failure to comply with these covenants could result in an event of default, which, if not cured or waived, could permit acceleration of the outstanding debt and enforcement of security interests in our assets. As of December 31, 2025, we were in compliance with all financial and non-financial covenants under our credit agreement.
Removed
In addition, we must comply with increasingly complex regulatory standards enacted to protect business and personal data and an inability to maintain compliance with these regulatory standards could subject us to legal risks and penalties.
Added
We have recorded goodwill and identifiable intangible assets in connection with our acquisition of Kurt Geiger, which could become impaired and adversely affect our financial results. As part of our preliminary purchase price allocation in connection with the acquisition of Kurt Geiger, we recorded over $240,000 in goodwill and identifiable intangible assets on our Consolidated Balance Sheet. Under U.S.
Removed
Although we maintain disaster recovery centers and insurance coverage aimed at addressing certain of these risks, there can be no assurance that insurance coverage will be available, or that the amounts of coverage will be adequate to cover a specific loss.
Added
GAAP, we are required to test goodwill and indefinite-lived intangible assets at least annually for impairment, or more frequently if events or changes in circumstances indicate that they may be impaired. Intangible assets with finite lives are amortized over their useful lives and are subject to impairment testing if there are indicators of impairment.
Removed
In addition to our own confidential and proprietary business information, a routine part of our business includes the gathering, processing, and retention of sensitive and confidential information pertaining to our customers, employees, and others.
Added
Adverse changes in our business, the markets in which we operate, consumer demand, foreign currency exchange rates, competitive dynamics, macroeconomic conditions, or our failure to successfully integrate or achieve anticipated financial results for Kurt Geiger could result in the carrying amount of goodwill or other intangible assets exceeding their fair value.
Removed
We, our business partners, or our service providers may not have the resources or technical sophistication to anticipate or prevent the rapidly evolving and complex cyber-attacks being unleashed by increasingly sophisticated hackers and data thieves.
Added
This would require us to recognize impairment charges, which could be material and which could adversely affect our results of operations and financial condition.
Removed
As a result, our facilities and information technology systems, as well as those of our business partners and third-party service providers, may be vulnerable to cyber-attacks and breaches, acts of vandalism, ransomware, software viruses and other similar types of malicious activities.
Added
Any of these factors could disrupt our supply chain or increase our costs. 16 In 2025, the United States government announced the imposition of additional tariffs and reciprocal tariffs on a broad range of goods imported into the United States.
Removed
Any actual or threatened cyber-attack may cause us to incur unanticipated costs, including costs related to the hiring of additional computer experts, business interruption, engaging third-party cybersecurity consultants, and upgrading our information security technologies.
Added
In response, multiple countries implemented retaliatory tariffs and other trade actions, which prompted further increases in reciprocal tariffs by the United States.
Removed
As a result of recent security breaches at a number of prominent companies, the media and public scrutiny of information security and privacy has become more intense and the regulatory environment has become more uncertain.
Added
The United States accounted for approximately 66.2% of our global sales in fiscal year 2025, and a substantial portion of our products imported into the United States are sourced from China, Cambodia, Vietnam, and other countries that have been impacted, or may be impacted, by these trade actions.
Removed
Any compromise or breach of our information technology systems or those of our business partners or service providers that results in the misappropriation, loss, or other unauthorized disclosure of a customer’s or other person’s private, confidential, or proprietary information could result in: • a loss of confidence in us by our customers and business partners; • a violation applicable privacy and other laws; • an exposure to litigation and significant potential liability; or • a requirement to expend significant resources to remedy any such breach and redress any damages cause by such a breach.
Added
The enactment of tariffs and the uncertainty surrounding their scope, duration, and applicable rates have materially increased, and may continue to materially increase our product costs and negatively impact our gross margins.
Removed
We must also comply with increasingly rigorous regulatory standards for the protection of business and personal data enacted in the United States, Europe, and elsewhere. Some examples include the European Union’s General Data Protection Regulation (the “GDPR”), the California Consumer Privacy Act ("CCPA"), and the California Privacy Rights Act ("CPRA").
Added
Tariffs have resulted in, and may continue to result in, higher pricing for our products, reduced consumer demand, and order cancellations, which could adversely affect our sales volumes and profitability. We have taken, and continue to evaluate, actions intended to mitigate the impact of tariffs, including diversifying our sourcing footprint, negotiating with suppliers, and adjusting pricing strategies.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

12 edited+9 added−3 removed4 unchanged
Biggest changeOur CISO conducts thorough reviews of these updates to ensure their continued relevance and effectiveness in safeguarding the Company’s assets and business interests. We continually seek to update our IT security, encompassing end-user training, layered defenses, critical asset identification and protection, enhanced monitoring and alerting, and engagement with third-party experts to evaluate the efficacy of our security measures.
Biggest changeWe continually seek to update our IT security, encompassing end-user training, layered defenses, critical asset identification and protection, enhanced monitoring and alerting, and engagement with third-party experts to evaluate the efficacy of our security measures. We engage reputable third parties to assist in the monitoring, protection, detection, and potential remediation of cybersecurity threats and incidents.
Given the importance of information security and cybersecurity to our stakeholders, our Audit Committee reviews quarterly reports from our CISO regarding the Company’s cybersecurity strategies for mitigating known risks, any newly identified risks, existing projects, and key performance insights and engages in discussions with management based on such reports and other recent developments. 19
Given the importance of information security and cybersecurity to our stakeholders, our Audit Committee reviews quarterly reports from our CISO regarding the Company’s cybersecurity strategies for mitigating known risks, any newly identified risks, existing projects, and key performance insights and engages in discussions with management based on such reports and other recent developments.
We foster a shared responsibility for the Company’s cybersecurity with all of our employees, conducting periodic phishing simulation campaigns and providing regular, mandatory cybersecurity training to enhance awareness and readiness 18 against potential cyber threats.
We foster a shared responsibility for the Company’s cybersecurity with all of our employees, conducting periodic phishing simulation campaigns and providing regular, mandatory cybersecurity training to enhance awareness and readiness against potential cyber threats.
Risks from cybersecurity threats, including as a result of previous cybersecurity events encountered by the Company and known events encountered by third parties with a connection to the Company, have not materially affected, and are not currently viewed as reasonably likely to materially affect our Company, including our business strategy, results of operations, or financial condition.
Risks from cybersecurity threats, including as a result of previous cybersecurity events encountered by the Company and known events encountered by third parties with a connection to the Company, have not materially affected our Company, including our business strategy, results of operations, or financial condition.
We engage a third-party to conduct annual tabletop exercises in order to rehearse our incident response plan, as well as to identify and prioritize opportunities for improvement within our cybersecurity program and associated security controls, through a customized simulation specifically tailored to our current environment, processes, and procedures.
We engage a third-party to conduct annual tabletop exercises to members of our ISSR and CIRT units. During this exercise, we rehearse our incident response plan, as well as identify and prioritize opportunities for improvement within our cybersecurity program and associated security controls, through a customized simulation specifically tailored to our current environment, processes, and procedures.
Other key members of management assist our CISO in the oversight of cybersecurity risk management through their membership in the ISSC, which is chaired by our CISO and is comprised of our Chief Executive Officer, Chief Financial Officer, Chief Information Officer, General Counsel, President of Direct-to-Consumer, and Global Digital, Privacy Counsel, and our Vice President of Internal Audit.
Other members of the management team support our CISO in overseeing cybersecurity risk management through participation in the ISSC, which is chaired by the CISO and includes the Chief Executive Officer, Chief Financial Officer & Executive Vice President of Operations, Chief Information Officer, General Counsel, President of Direct-to-Consumer and Global Digital, Privacy Counsel, and the Vice President of Internal Audit.
Our cybersecurity risk management program involves collaboration between our employees, the information technology (“IT”) security team, which is led by our Chief Information Security Officer (“CISO”), the Information Security Steering Committee ("ISSC”), which is chaired by our CISO and comprised of executive and senior representatives from key corporate functions as overseen by the Board of Directors, primarily through the Audit Committee.
Collaboration is required between our employees, the information technology (“IT”) security team, which is led by our Chief Information Security Officer (“CISO”), the Information Security Steering Committee ("ISSC”), which is chaired by our CISO and comprised of executive and senior representatives from key corporate functions and is overseen by the Board of Directors, and the Core Cyber Incident Response Team ("CIRT"), which is led by our CISO and includes members from ISSC and our technology teams.
ITEM 1C. CYBERSECURITY Risk Management and Strategy The Company employs a comprehensive, cross-departmental approach to continuously assess, identify, and manage potential cybersecurity risks.
ITEM 1C. CYBERSECURITY Risk Management and Strategy The Company employs a comprehensive, cross-departmental approach to continuously assess, identify, and manage potential cybersecurity risks, with direct involvement from the Board of Directors, primarily through the Audit Committee of the Board, and senior management.
We engage reputable third parties to assist in the monitoring, protection, detection, and potential remediation of cybersecurity threats and incidents. We also regularly evaluate cybersecurity risks associated with our use of third-party service providers, conducting an annual review of hosted applications and assessing their cybersecurity preparedness.
We also regularly evaluate cybersecurity risks associated with our use of third-party service providers, conducting an annual review of hosted applications and assessing their cybersecurity preparedness.
Our CISO possesses over 25 years of experience in various technology, cybersecurity operations, and engineering roles, holds a bachelor’s degree in computer information science and a master’s degree in technology management, earned a CISO Certificate from Carnegie Mellon University, and is ISC2 CISSP certified.
With more than 25 years of experience across technology, cybersecurity operations, and engineering functions, the CISO holds a bachelor’s degree in computer information science, a master’s degree in technology management, a CISO Certificate from Carnegie Mellon University, and maintains ISC2 CISSP certification.
Governance Management Our CISO is primarily responsible for the assessment and management of the Company’s material cybersecurity risks and the related cybersecurity risk management policies and procedures. Our CISO oversees our cybersecurity risk management and information security programs and provides quarterly status reports to the ISSC and the Audit Committee.
Governance Management Our Chief Information Security Officer (CISO) is primarily responsible for evaluating and managing the Company’s significant cybersecurity risks, as well as developing and implementing the related risk management policies and procedures. 22 The CISO directs the Company’s information security and cybersecurity risk management programs, providing quarterly status reports to both the Information Security Steering Committee (ISSC) and the Audit Committee of the Board of Directors.
Certain roles require additional role-based, specialized cybersecurity training, such as tabletop exercises to ensure proactive preparation and effective coordination in the event of a security incident.
As part of the Company's information security program, all global employees are required to complete annual training on information security awareness, including cybersecurity, global data privacy requirements, and information technology compliance measures. Certain roles require additional role-based, specialized cybersecurity training to ensure proactive preparation and effective coordination in the event of a security incident.
Removed
The ISSC reviews and discusses comprehensive quarterly and annual reports from our CISO and the IT security team in order to provide cooperation, collaboration, and consensus driven information security guidance to the IT department and the Company.
Added
Furthermore, job function–specific training and testing exercises are delivered by an external partner and aligned with specific job responsibilities. For example, IT personnel receive additional training related to privileged access, while finance personnel receive targeted training and random testing designed to mitigate risks related to phishing, deepfake, and business email compromise.
Removed
We have also established an Incident Response Team (the “IRT”), which is composed of individuals from our various IT and managerial functions and consults with members of internal departments, as needed, to identify and assess security incidents, including the impact and severity of such incidents.
Added
Our CISO conducts thorough reviews of these updates to ensure their continued relevance and effectiveness in safeguarding the Company’s assets and business interests. Key members of our leadership team and our technology teams undergo annual cyber incident tabletop exercises. As part of our broader cybersecurity risk management framework, the Company maintains compliance with PCI DSS standards.
Removed
Upon the identification of a security incident, the IRT performs an impact analysis and then determines the appropriate course of action, which may include escalation to the ISSC. Upon consultation with the ISSC and consideration of the relevant risks, the IRT will determine whether the incident should be communicated to the Audit Committee of the Board of Directors.
Added
This program governs the security of our payment processing environment, ensuring that credit card data is handled through encrypted channels and segmented networks to mitigate the risk of unauthorized access or data exfiltration.
Added
The Company did not experience a material third-party information security breach in the last three years.
Added
The ISSC regularly reviews and discusses comprehensive quarterly and annual reports presented by the CISO and IT security team, facilitating informed, collaborative, and consensus-based guidance on information security for the Company. Our Cybersecurity Incident Response Team (CIRT) operates as a dedicated frontline unit tasked with the rapid detection, assessment, and containment of potential threats.
Added
The CIRT employs a structured escalation framework to ensure material risks are identified and communicated with velocity. Upon identifying a potential threat, the CIRT conducts an immediate severity assessment. Any significant events are escalated to the ISSC to evaluate potential business, financial, or reputational impacts.
Added
In coordination with the ISSC, the CIRT ensures that the Audit Committee of the Board of Directors is promptly notified of any incidents deemed to have a material impact on the Company’s operations or financial condition.
Added
Over the past three years, we have not identified any cybersecurity threats that have materially affected, or that we believe are reasonably likely to materially affect our business strategy, results of operations, or financial condition.
Added
However, despite our best efforts, cybersecurity risks cannot be fully eliminated, and there can be no assurance that we have not experienced, or will not experience, cybersecurity incidents, including incidents that may not be immediately detected. For additional information about these risks, see Part I, Item 1A, "Risk Factors" in this Annual Report on Form 10-K. 23

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeLocation Use Segment Approximate Square Feet Bloomington, CA Warehouse Wholesale Footwear and Wholesale Accessories/Apparel Direct-to-Consumer 525,100 Montreal, Canada Offices, warehouse Wholesale Footwear and Wholesale Accessories/Apparel Direct-to-Consumer 173,300 Dongguan, China Offices and sample production Wholesale Footwear and Wholesale Accessories/Apparel 154,900 Long Island City, NY Executive offices and sample factory Corporate (1) 111,000 Cape Town, South Africa Warehouse Wholesale Footwear and Wholesale Accessories/Apparel Direct-to-Consumer 36,000 New York, NY Offices and showroom Wholesale Accessories/Apparel 30,200 New York, NY Offices and showroom Wholesale Footwear 29,800 Nieuwkuijk, Netherlands Offices and showroom Wholesale Footwear and Wholesale Accessories/Apparel Direct-to-Consumer 23,800 New York, NY Offices and showroom Wholesale Accessories/Apparel 17,600 Bellevue, WA Topline office Wholesale Footwear 14,200 New York, NY Offices and showroom Wholesale Footwear Direct-to-Consumer 10,000 Putian City, China Offices Wholesale Footwear 8,700 Mexico City, Mexico Offices Wholesale Footwear and Wholesale Accessories/Apparel Direct-to-Consumer 8,400 Long Island City, NY Storage Corporate (1) 7,200 (1) Corporate does not constitute a reportable segment.
Biggest changeLocation Use Segment Approximate Square Feet Bloomington, CA Warehouse Wholesale Footwear and Wholesale Accessories/Apparel Direct-to-Consumer 525,100 Dongguan, China Offices and sample production Wholesale Footwear and Wholesale Accessories/Apparel 154,900 Quebec, Canada Offices, warehouse Wholesale Footwear and Wholesale Accessories/Apparel Direct-to-Consumer 133,300 Long Island City, NY Executive offices and sample factory Corporate (1) 111,000 New York, NY Offices and showroom Wholesale Accessories/Apparel 59,300 London, United Kingdom Offices Wholesale Footwear and Wholesale Accessories/Apparel 49,900 Cape Town, South Africa Warehouse Wholesale Footwear and Wholesale Accessories/Apparel Direct-to-Consumer 36,000 New York, NY Offices and showroom Wholesale Footwear 35,200 Nieuwkuijk, Netherlands Offices and showroom Wholesale Footwear and Wholesale Accessories/Apparel Direct-to-Consumer 23,800 New York, NY Offices and showroom Wholesale Accessories/Apparel 17,600 Bellevue, WA Topline office Wholesale Footwear 14,200 New York, NY Offices and showroom Wholesale Footwear Direct-to-Consumer 21,200 Putian City, China Offices Wholesale Footwear 8,700 Mexico City, Mexico Offices Wholesale Footwear and Wholesale Accessories/Apparel Direct-to-Consumer 8,400 Long Island City, NY Storage Corporate (1) 7,200 New York, NY Offices and showroom Wholesale Footwear and Wholesale Accessories/Apparel Direct-to-Consumer 6,000 (1) Corporate does not constitute a reportable segment.
We believe that our existing facilities are in good operating condition and are adequate for our present level of operations. The following table sets forth the location, use, segment, and size of the Company's principal properties as of December 31, 2024.
We believe that our existing facilities are in good operating condition and are adequate for our present level of operations. The following table sets forth the location, use, segment, and size of the Company's principal properties as of December 31, 2025.
In addition to the above properties, the Company occupies 291 leased full price and outlet brick-and-mortar locations. These leases expire at various times through fiscal year 2035. Substantially all of our retail stores are leased pursuant to leases that, under their original terms, extend for an average of five years.
In addition to the above properties, the Company occupies 399 leased full-price and outlet brick-and-mortar locations. These leases expire at various times through fiscal year 2036. Substantially all of our retail stores are leased pursuant to leases that, under their original terms, extend for an average of five years.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

1 edited+0 added−0 removed1 unchanged
Biggest changeAfter reviewing these matters with legal counsel, management believes that any potential liabilities arising from these legal proceedings are not expected to have a material impact on our financial condition, results of operations, or liquidity. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 20 PART II
Biggest changeAfter reviewing these matters with legal counsel, management believes that any potential liabilities arising from these legal proceedings are not expected to have a material impact on our financial condition, results of operations, or liquidity. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 24 PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

11 edited+0 added−3 removed8 unchanged
Biggest changeAs of December 31, 2024, our peer group index consisted of seven companies: Caleres, Inc., Crocs, Inc., Deckers Outdoor Corporation, Genesco Inc., Skechers U.S.A., Inc., Designer Brands Inc., and Wolverine World Wide, Inc.
Biggest changeAs of December 31, 2025, our peer group index consisted of six companies: Caleres, Inc., Crocs, Inc., Deckers Outdoor Corporation, Genesco Inc., Designer Brands Inc., and Wolverine World Wide, Inc. Skechers, U.S.A., Inc. was removed from our peer group index for all years presented as it is no longer a listed company.
See Note 10 – Share Repurchase Program to the consolidated financial statements for further details on our share repurchase program. During the three months ended December 31, 2024, there were no sales by us of unregistered shares of common stock.
See Note 10 – Share Repurchase Program to the consolidated financial statements for further details on our share repurchase program. During the three months ended December 31, 2025, there were no sales by us of unregistered shares of common stock.
As of December 31, 2024, approximately $85,310 remained available for future repurchases under the Share Repurchase Program.
As of December 31, 2025, approximately $85,310 remained available for future repurchases under the Share Repurchase Program.
In February 2025, our Board of Directors approved the quarterly dividend of $0.21 per share payable on March 21, 2025 to stockholders of record as of the close of business on March 10, 2025.
In February 2026, our Board of Directors approved the quarterly dividend of $0.21 per share payable on March 20, 2026 to stockholders of record as of the close of business on March 11, 2026.
Included in this table are shares withheld during the fourth quarter of 2024 in connection with the settlement of vested restricted stock to satisfy tax-withholding requirements with an aggregate purchase price of approximately $2,685. 21 Performance Graph The following graph compares the yearly percentage change in the cumulative total stockholder return on our common stock during the period beginning on December 31, 2019, and ending on December 31, 2024, with the cumulative total return on the Russell 2000 Index and a peer group index.
Included in this table are shares withheld during the fourth quarter of 2025 in connection with the settlement of vested restricted stock to satisfy the cost of options and tax-withholding requirements with an aggregate purchase price of approximately $14,714. 25 Performance Graph The following graph compares the yearly percentage change in the cumulative total stockholder return on our common stock during the period beginning on December 31, 2020, and ending on December 31, 2025, with the cumulative total return on the Russell 2000 Index and a peer group index.
The following table presents the total number of shares of our common stock, $0.0001 par value, purchased by us during the three months ended December 31, 2024, the average price paid per share, the amount of shares purchased pursuant to our Share Repurchase Program and the approximate dollar value of the shares that still could have been purchased at the end of the fiscal period pursuant to our Share Repurchase Program.
The following table presents the total number of shares of our common stock, $0.0001 par value, purchased by us during the three months ended December 31, 2025, which includes employee tax and/or option cost obligations applicable to stock-based compensation awards; the average price paid per share; the amount of shares purchased pursuant to our Share Repurchase Program and the approximate dollar value of the shares that still could have been purchased at the end of the fiscal period pursuant to our Share Repurchase Program.
During fiscal 2024, a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock was paid on each of March 22, 2024, June 21, 2024, September 23, 2024, and December 27, 2024. The aggregate cash dividend paid for the twelve months ended December 31, 2024 was $61,039.
During fiscal 2025, a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock was paid on each of March 21, 2025, June 20, 2025, September 23, 2025, and December 26, 2025. The aggregate cash dividend paid for the year ended December 31, 2025 was $60,962.
(in thousands except per share data) Total Number of Shares Purchased (1) 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 10/1/2024 - 10/31/2024 5,601 $ 48.71 $ — $ 85,310 11/1/2024 - 11/30/2024 945 $ 44.17 $ — $ 85,310 12/1/2024 - 12/31/2024 55,615 $ 42.61 $ — $ 85,310 Total 62,161 $ 43.19 $ — (1) The Steven Madden, Ltd. 2019 Incentive Compensation Plan and its predecessor plan, the Steven Madden, Ltd.
(in thousands except per share data) Total Number of Shares Purchased (1) 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 10/1/2025 - 10/31/2025 6 $ 34.42 $ — $ 85,310 11/1/2025 - 11/30/2025 198 $ 41.73 $ — $ 85,310 12/1/2025 - 12/31/2025 146 $ 42.64 $ — $ 85,310 Total 350 $ 41.99 $ — (1) The Steven Madden, Ltd. 2019 Incentive Compensation Plan and its predecessor plan, the Steven Madden, Ltd.
On May 8, 2023, the Board of Directors approved an increase in the Company's share repurchase authorization of approximately $189,900, bringing the total authorization to $250,000.
On May 8, 2023, the Board of Directors approved an increase in the Company's share repurchase authorization of approximately $189,900, bringing the total authorization to $250,000. During the year ended December 31, 2025, we did not repurchase any shares of our common stock under the Share Repurchase Program.
Prior to then, it was listed on the NASDAQ National Market. Holders. As of February 21, 2025, there were 169 holders of record and 41,589 beneficial owners of our common stock. Dividends. Beginning in the first quarter of 2018, we began paying a quarterly cash dividend on our outstanding shares of common stock.
Prior to then, it was listed on the NASDAQ National Market. Holders. As of February 20, 2026, there were 165 holders of record and 56,627 beneficial owners of our common stock. Dividends.
The comparison assumes that $100 was invested on December 31, 2019 in our common stock and in the foregoing indices and assumes the reinvestment of dividends. 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 Steven Madden, Ltd. $ 100.00 $ 82.67 $ 110.34 $ 77.77 $ 104.65 $ 107.97 Russell 2000 Index $ 100.00 $ 119.96 $ 137.74 $ 109.59 $ 128.14 $ 142.93 Peer Group $ 100.00 $ 111.70 $ 156.54 $ 143.15 $ 193.38 $ 284.77 ITEM 6. [RESERVED] 22
The comparison assumes that $100 was invested on December 31, 2020 in our common stock and in the foregoing indices and assumes the reinvestment of dividends. 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 12/31/2025 Steven Madden, Ltd. $ 100.00 $ 133.46 $ 94.07 $ 126.59 $ 130.60 $ 131.38 Russell 2000 Index $ 100.00 $ 114.82 $ 91.35 $ 106.82 $ 119.14 $ 134.40 Peer Group $ 100.00 $ 146.73 $ 131.91 $ 172.40 $ 279.30 $ 160.21 ITEM 6. [RESERVED] 26
Removed
At the end of March 2020, in response to the COVID-19 pandemic, and as a precautionary measure, our Board of Directors temporarily suspended the payment of dividends.
Removed
In February 2021, our Board of Directors approved the reinstatement of a quarterly cash dividend of $0.15, and in February 2022, increased the quarterly cash dividend to $0.21 per share on our outstanding shares of common stock, which was approved and paid with respect to each subsequent quarter.
Removed
During the twelve months ended December 31, 2024, we repurchased an aggregate of 2,090 shares of our common stock under the Share Repurchase Program, at a weighted average price per share of $43.15, for an aggregate purchase price of approximately $90,153, which includes the amount remaining under the prior authorization.

Item 7. Management's Discussion & Analysis

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

77 edited+37 added−46 removed27 unchanged
Biggest changeAs we look ahead, we remain focused on delivering trend-right product, deepening connections with our consumers, growing our international business, expanding our non-footwear categories, enhancing our digital commerce business, strengthening our core U.S. wholesale business, and efficiently managing our inventory and expenses, while continuing to make meaningful progress on our corporate social responsibility initiatives. 25 Results of Operations The following tables set forth information on operations for the periods indicated: Years Ended December 31, (in thousands, except for number of stores) 2024 2023 2022 CONSOLIDATED: Net sales $ 2,272,266 99.5 % $ 1,971,474 99.5 % $ 2,111,296 99.5 % Commission and licensing fee income 10,661 0.5 % 10,108 0.5 % 10,713 0.5 % Total revenue 2,282,927 100.0 % 1,981,582 100.0 % 2,122,009 100.0 % Cost of sales (exclusive of depreciation and amortization) 1,345,995 59.0 % 1,149,168 58.0 % 1,248,173 58.8 % Gross profit 936,932 41.0 % 832,414 42.0 % 873,836 41.2 % Operating expenses 698,936 30.6 % 612,672 30.9 % 586,385 27.6 % Change in valuation of contingent consideration liability 2,722 0.1 % — — % 5,807 0.3 % Impairment of intangibles 10,335 0.5 % 6,520 0.3 % — — % Income from operations 224,939 9.9 % 213,222 10.8 % 281,644 13.3 % Interest and other income – net 5,538 0.2 % 7,392 0.4 % 676 — % Income before provision for income taxes 230,477 10.1 % 220,614 11.1 % 282,320 13.3 % Net income attributable to Steven Madden, Ltd. $ 169,390 7.4 % $ 171,554 8.7 % $ 216,061 10.2 % BY SEGMENT: WHOLESALE FOOTWEAR SEGMENT: Total Revenue $ 1,059,440 100.0 % $ 1,048,448 100.0 % $ 1,194,890 100.0 % Cost of sales (exclusive of depreciation and amortization) 692,839 65.4 % 677,817 64.6 % 763,809 63.9 % Gross profit 366,601 34.6 % 370,631 35.4 % 431,081 36.1 % Operating expenses 175,389 16.6 % 165,681 15.8 % 166,123 13.9 % Income from operations $ 191,212 18.0 % $ 204,950 19.5 % $ 264,958 22.2 % WHOLESALE ACCESSORIES/APPAREL SEGMENT: Total Revenue $ 662,673 100.0 % $ 416,532 100.0 % $ 394,676 100.0 % Cost of sales (exclusive of depreciation and amortization) 449,676 67.9 % 281,364 67.5 % 294,591 74.6 % Gross profit 212,997 32.1 % 135,168 32.5 % 100,085 25.4 % Operating expenses 111,206 16.8 % 73,740 17.7 % 64,503 16.3 % Change in valuation of contingent consideration liability 2,722 0.4 % — — % 5,807 1.5 % Impairment of intangibles 8,635 1.3 % — — % — — % Income from operations $ 90,434 13.6 % $ 61,428 14.7 % $ 29,775 7.5 % DIRECT-TO-CONSUMER SEGMENT: Total Revenue $ 550,153 100.0 % $ 506,494 100.0 % $ 521,729 100.0 % Cost of sales (exclusive of depreciation and amortization) 203,480 37.0 % 189,987 37.5 % 189,773 36.4 % Gross profit 346,673 63.0 % 316,507 62.5 % 331,956 63.6 % Operating expenses 314,003 57.1 % 279,827 55.2 % 264,307 50.7 % Impairment of intangibles 1,700 0.3 % 6,520 1.3 % — — % Income from operations $ 30,970 5.6 % $ 30,160 6.0 % $ 67,649 13.0 % Number of stores 296 260 238 FIRST COST SEGMENT: Commission fee income $ — — % $ — — % $ 916 100.0 % Gross profit — — % — — % 916 100.0 % Operating expenses — — % — — % 150 16.4 % Income from operations $ — — % $ — — % $ 766 83.6 % LICENSING SEGMENT: Licensing fee income $ 10,661 100.0 % $ 10,108 100.0 % $ 9,798 100.0 % Gross profit 10,661 100.0 % 10,108 100.0 % 9,798 100.0 % Operating expenses 1,600 15.0 % 1,681 16.6 % 1,944 19.8 % Income from operations $ 9,061 85.0 % $ 8,427 83.4 % $ 7,854 80.2 % CORPORATE: Operating expenses $ 96,738 — % $ 91,743 — % $ 89,358 — % Loss from operations $ (96,738) — % $ (91,743) — % $ (89,358) — % 26 The following section discusses our results of operations for 2024 and 2023 and year-to-year comparisons between those periods.
Biggest changeAt the same time, we are advancing our corporate social responsibility initiatives to create long-term value for our stakeholders, minimize the negative impacts on the environment, and maximize the positive impacts on our people and our communities. 29 Results of Operations The following tables set forth information on operations for the periods indicated: Years Ended December 31, (in thousands, except for number of stores) 2025 2024 2023 CONSOLIDATED: Net sales $ 2,521,518 99.5 % $ 2,272,266 99.5 % $ 1,971,474 99.5 % Commission and licensing fee income 12,591 0.5 % 10,661 0.5 % 10,108 0.5 % Total revenue 2,534,109 100.0 % 2,282,927 100.0 % 1,981,582 100.0 % Cost of sales (exclusive of depreciation and amortization) 1,484,640 58.6 % 1,345,995 59.0 % 1,149,168 58.0 % Gross profit 1,049,469 41.4 % 936,932 41.0 % 832,414 42.0 % Operating expenses 967,978 38.2 % 698,936 30.6 % 612,672 30.9 % Change in valuation of contingent payment liability (5,580) (0.2) % 2,722 0.1 % — — % Impairment of intangibles 6,300 0.2 % 10,335 0.5 % 6,520 0.3 % Income from operations 80,771 3.2 % 224,939 9.9 % 213,222 10.8 % Gain on derivative 9,252 0.4 % — — % — — % Interest and other (expense) / income – net (12,343) (0.5) % 5,538 0.2 % 7,392 0.4 % Income before provision for income taxes 77,680 3.1 % 230,477 10.1 % 220,614 11.1 % Net income attributable to Steven Madden, Ltd. $ 44,661 1.8 % $ 169,390 7.4 % $ 171,554 8.7 % BY SEGMENT: WHOLESALE FOOTWEAR SEGMENT: Total Revenue $ 1,035,190 100.0 % $ 1,059,440 100.0 % $ 1,048,448 100.0 % Cost of sales (exclusive of depreciation and amortization) 688,620 66.5 % 692,839 65.4 % 677,817 64.6 % Gross profit 346,570 33.5 % 366,601 34.6 % 370,631 35.4 % Operating expenses 192,244 18.6 % 175,389 16.6 % 165,681 15.8 % Change in valuation of contingent payment liability (259) — % — — % — — % Income from operations $ 154,585 14.9 % $ 191,212 18.0 % $ 204,950 19.5 % WHOLESALE ACCESSORIES/APPAREL SEGMENT: Total Revenue $ 640,662 100.0 % $ 662,673 100.0 % $ 416,532 100.0 % Cost of sales (exclusive of depreciation and amortization) 444,430 69.4 % 449,676 67.9 % 281,364 67.5 % Gross profit 196,232 30.6 % 212,997 32.1 % 135,168 32.5 % Operating expenses 137,183 21.4 % 111,206 16.8 % 73,740 17.7 % Change in valuation of contingent payment liability (4,415) (0.7) % 2,722 0.4 % — — % Impairment of intangibles 6,300 1.0 % 8,635 1.3 % — — % Income from operations $ 57,164 8.9 % $ 90,434 13.6 % $ 61,428 14.7 % DIRECT-TO-CONSUMER SEGMENT: Total Revenue $ 845,666 100.0 % $ 550,153 100.0 % $ 506,494 100.0 % Cost of sales (exclusive of depreciation and amortization) 351,590 41.6 % 203,480 37.0 % 189,987 37.5 % Gross profit 494,076 58.4 % 346,673 63.0 % 316,507 62.5 % Operating expenses 529,378 62.6 % 314,003 57.1 % 279,827 55.2 % Change in valuation of contingent payment liability (906) (0.1) % — — % — — % Impairment of intangibles — — % 1,700 0.3 % 6,520 1.3 % (Loss) / income from operations $ (34,396) (4.1) % $ 30,970 5.6 % $ 30,160 6.0 % Number of stores 406 296 260 LICENSING SEGMENT: Licensing fee income $ 12,591 100.0 % $ 10,661 100.0 % $ 10,108 100.0 % Gross profit 12,591 100.0 % 10,661 100.0 % 10,108 100.0 % Operating expenses 1,976 15.7 % 1,600 15.0 % 1,681 16.6 % Income from operations $ 10,615 84.3 % $ 9,061 85.0 % $ 8,427 83.4 % CORPORATE: Operating expenses $ 107,197 — % $ 96,738 — % $ 91,743 — % Loss from operations $ (107,197) — % $ (96,738) — % $ (91,743) — % 30 The following section discusses our results of operations for 2025 and 2024 and year-to-year comparisons between those periods.
This segment designs, sources, and markets our brands and sells our products, primarily consisting of handbags and apparel, to department stores, mass merchants, off-price retailers, online retailers, specialty retailers, independent stores, and clubs throughout the United States, Canada, Mexico, and Europe, and through our joint ventures and international distributor network. • Direct-to-Consumer.
This segment designs, sources, and markets our brands and sells our products, primarily consisting of handbags and apparel, to department stores, mass merchants, off-price retailers, online retailers, specialty retailers, independent stores, and clubs throughout the United States, the United Kingdom, Europe, Canada, Mexico, and through our joint ventures and international distributor network. • Direct-to-Consumer.
Under this agreement, Rosenthal assumes the credit risk resulting from a customer’s financial inability to make payment of credit-approved receivables. We also use risk insurance, letters of credit, and put agreements to mitigate credit risk for a significant portion of the receivables not covered under our Rosenthal agreement.
Under this agreement, Rosenthal assumes the credit risk resulting from a customer’s financial inability to make payment of credit-approved receivables. We also use risk insurance, letters of credit, and put agreements to mitigate credit risk for a significant portion of the receivables not covered under our Rosenthal and CIT agreements.
We distribute our products through the wholesale channel to department stores, mass merchants, off-price retailers, shoe chains, online retailers, national chains, specialty retailers, independent stores, and clubs throughout the United States, Canada, Mexico, and Europe.
We distribute our products through the wholesale channel to department stores, mass merchants, off-price retailers, shoe chains, online retailers, national chains, specialty retailers, independent stores, and clubs throughout the United States, the United Kingdom, Europe, Canada, and Mexico.
The rate is then applied to eligible revenues recorded in the current period to calculate the reserve. We do not accept returns as a normal business practice in our wholesale segments, except for our Blondo ® and Dolce Vita ® product lines. We estimate such returns based on historical experience and current market conditions.
The rate is then applied to eligible revenues recorded in the current period to calculate the reserve. We do not accept returns as a normal business practice in our wholesale segments, except for our Blondo®, Dolce Vita®, and Kurt Geiger® product lines. We estimate such returns based on historical experience and current market conditions.
The level of co-op advertising support is generally correlated with our revenues to wholesale customers. A hypothetical 5% increase in the reserve balance for co-op advertising allowances as of December 31, 2024 would have an immaterial impact on our 2024 revenue. c. Return reserve.
The level of co-op advertising support is generally correlated with our revenues to wholesale customers. A hypothetical 5% increase in the reserve balance for co-op advertising allowances as of December 31, 2025 would have an immaterial impact on our 2025 revenue. c. Return reserve.
The likelihood of any material inventory write-down is dependent primarily on the expectation of future consumer demand for our products, which is influenced by consumer trends, economic and market conditions, and weather patterns for seasonal good.
The likelihood of any material inventory write-down is dependent primarily on the expectation of future consumer demand for our products, which is influenced by consumer trends, economic and market conditions, and weather patterns for seasonal goods.
We operate retail locations in regional malls and shopping centers, as well as high streets in various cities across the United States, Canada, Mexico, and through our joint ventures in international markets. • Licensing.
We operate retail locations in regional malls and shopping centers, as well as high streets in various cities across the United States, the United Kingdom, Europe, Canada, and Mexico, as well as through our joint ventures in international markets. • Licensing.
A hypothetical 5% increase in the reserve balance for markdowns and chargeback allowances as of December 31, 2024 would have decreased our 2024 revenue by approximately $1,700. b. Co-op advertising allowances. Under our co-op advertising programs, we agree to reimburse the retailer for a portion of the costs incurred by the retailer to advertise and promote some of our products.
A hypothetical 5% increase in the reserve balance for markdowns and chargeback allowances as of December 31, 2025 would have decreased our 2025 revenue by approximately $1,450. b. Co-op advertising allowances. Under our co-op advertising programs, we agree to reimburse the retailer for a portion of the costs incurred by the retailer to advertise and promote some of our products.
This segment designs, sources, and markets our brands and sells our products to department stores, mass merchants, off-price retailers, shoe chains, online retailers, national chains, specialty retailers, independent stores, and clubs throughout the United States, Canada, Mexico, and Europe, and through our joint ventures and international distributor network. • Wholesale Accessories/Apparel.
This segment designs, sources, and markets our brands and sells our products, consisting of footwear, to department stores, mass merchants, off-price retailers, shoe chains, online retailers, national chains, specialty retailers, independent stores, and clubs throughout the United States, the United Kingdom, Europe, Canada, Mexico, and through our joint ventures and international distributor network. • Wholesale Accessories/Apparel.
Discussions of 2022 and year-to-year comparisons between 2023 and 2022 are not included in this Annual Report on Form 10-K and can be found within Part II, Item 7., “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2023 Annual Report on Form 10-K filed with the SEC on March 4, 2024.
Discussions of 2023 and year-to-year comparisons between 2024 and 2023 are not included in this Annual Report on Form 10-K and can be found within Part II, Item 7., “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2024 Annual Report on Form 10-K filed with the SEC on March 3, 2025.
In general, our inventory obsolescence estimates have historically been within our expectations and in line with the reserves established, and although possible, significant variation is not expected in the future. A hypothetical 5% increase to inventory reserves as of December 31, 2024 would have decreased our 2024 gross profit by approximately $500. Valuation of goodwill and other intangible assets .
In general, our inventory obsolescence estimates have historically been within our expectations and in line with the reserves established, and although possible, significant variation is not expected in the future. A hypothetical 5% increase to inventory reserves as of December 31, 2025 would have decreased our 2025 gross profit by approximately $1,200. Valuation of goodwill and other intangible assets .
Utilizing our proven model – which combines talented design teams, a test-and react strategy, and industry-leading speed-to-market capability – to create trend-right product assortments across footwear, accessories and apparel categories that resonate with the consumer. • Investing in marketing. Continue investing in full-funnel marketing to deepen our connection with consumers. • Expanding in international markets.
Utilizing our proven model – which combines talented design teams, a test-and react strategy, and industry-leading speed-to-market capability – to create trend-right product assortments across footwear, accessories, and apparel categories that resonate with our consumers. • Invest in marketing. Continue investing in full-funnel marketing to deepen our connection with consumers. • Expand in international markets.
Refer to Note 21 – Subsequent Events to the consolidated financial statements included in this Annual Report on Form 10-K for further information. We do not maintain any other off-balance sheet arrangements, transactions, obligations, or other relationships with unconsolidated entities that would be expected to have a material current or future effect on our consolidated financial statements.
We do not maintain any other off-balance sheet arrangements, transactions, obligations, or other relationships with unconsolidated entities that would be expected to have a material current or future effect on our consolidated financial statements. Refer to Note 15 – Commitments, Contingencies, and Other to the Consolidated Financial Statements included in this Annual Report on Form 10-K for further information.
Of the total cash, cash equivalents, and short-term investments as of December 31, 2024, $119,569, or approximately 59%, was held in our foreign subsidiaries. Of the total cash, cash equivalents, and short-term investments as of December 31, 2023, $134,745, or approximately 61%, was held in our foreign subsidiaries.
Of the total cash, cash equivalents, and short-term investments as of December 31, 2024, $119,569, or approximately 59%, was held in our foreign subsidiaries.
(2) Substantially all our products are produced by independent manufacturers at overseas locations, the majority of which are located in China, with a growing percentage located in Cambodia, Mexico, Vietnam, India, Italy, Brazil, Tunisia, and various other European and Asian countries. We have not entered into any long-term manufacturing or supply contracts with any of these foreign manufacturers.
(2) Substantially all our products are produced by independent manufacturers at overseas locations, the majority of which are located in China, with a growing percentage located in Cambodia, Vietnam, Mexico, Brazil, India, Bangladesh, and various other countries in Asia, Europe, and Africa. We have not entered into any long-term manufacturing or supply contracts with any of these foreign manufacturers.
The dividend was paid on June 21, 2024, to stockholders of record as of the close of business on June 10, 2024. We paid total cash dividends for the three months ended June 30, 2024 of $15,292. In July 2024, our Board of Directors declared a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock.
We paid total cash dividends for the three months ended June 30, 2025 of $15,250. In July 2025, our Board of Directors declared a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock. The dividend was paid on September 23, 2025, to stockholders of record as of the close of business on September 12, 2025.
The dividend was paid on September 23, 2024, to stockholders of record as of the close of business on September 13, 2024. We paid total cash dividends for the three months ended September 30, 2024 of $15,172. In November 2024, our Board of Directors declared a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock.
We paid total cash dividends for the three months ended September 30, 2025 of $15,256. In November 2025, our Board of Directors declared a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock. The dividend was paid on December 26, 2025, to stockholders of record as of the close of business on December 15, 2025.
Our annual impairment tests were last performed as of July 1, 2024, using a qualitative impairment test as described above, the results of which concluded that the fair values of its reporting units exceeded their carrying values and the fair values of its indefinite-lived intangibles exceeded their respective carrying values.
Our annual impairment tests were last performed as of July 1, 2025, using a quantitative impairment test as described above, the results of which concluded that the fair values of its reporting units exceeded their carrying values and the fair values of its reporting units and indefinite-lived intangible assets exceeded their respective carrying values.
Additionally, the Company operates in other international markets through its joint ventures in South Africa, the Middle East, Israel, various countries in Europe, Latin America, and certain countries in Asia, and through special distribution arrangements in various European countries, North Africa, South and Central America, and various countries within the Asia-Pacific region.
Additionally, we operate in other international markets through our joint ventures in South Africa, the Middle East, Israel, Australia, various countries in Europe, Latin America, and certain countries in Asia, and through special distribution arrangements in various European countries, North Africa, South and Central America, and various countries within the Asia-Pacific region.
The dividend was paid on March 22, 2024, to stockholders of record as of the close of business on March 8, 2024. We paid total cash dividends for the three months ended March 31, 2024 of $15,416. In May 2024, our Board of Directors declared a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock.
We paid total cash dividends for the three months ended March 31, 2025 of $15,186. In May 2025, our Board of Directors declared a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock. The dividend was paid on June 20, 2025, to stockholders of record as of the close of business on June 9, 2025.
Business Overview ($ in thousands, except for store count and per share data) Steven Madden, Ltd. and its subsidiaries designs, sources, and markets fashion-forward branded and private label footwear, accessories, and apparel.
Business Overview ($ in thousands, except for store count and per share data) Steven Madden, Ltd. and its subsidiaries design, source, and market fashion-forward branded and private label footwear, accessories, and apparel.
Off-Balance Sheet Arrangements In addition to the commitments included in the Contractual Obligations table above, we have outstanding letters of credit of $504 outstanding as of December 31, 2024 related to the purchase of inventory. These letters of credit expire at various dates through 2030.
Off-Balance Sheet Arrangements In addition to the commitments included in the Contractual Obligations table above, we have letters of credit of $2,703 outstanding as of December 31, 2025 related to the purchase of inventory and certain lease obligations. These letters of credit expire at various dates through 2030.
We also distribute our products through our direct-to-consumer channel, which includes company-operated retail stores and e-commerce websites, in the United States, Canada, Mexico, South Africa, the Middle East, Israel, various countries in Europe, Latin America, and the Asia-Pacific region.
We also distribute our products through our direct-to-consumer channel, which includes company-operated retail stores, third-party concessions in international markets, and e-commerce platforms, in the United States, the United Kingdom, Europe, Canada, Mexico, South Africa, the Middle East, Israel, Latin America, and the Asia-Pacific region.
Expanding our international businesses in the Americas (ex. U.S.), EMEA and APAC regions. • Growing non-footwear categories. Expanding our product offerings across various categories outside of footwear, including handbags, accessories, and apparel. • Expanding Direct-to-Consumer led by digital.
Expanding our international businesses in the Americas (ex. U.S.), EMEA, and APAC regions remains our largest long-term growth initiative. 28 • Grow non-footwear categories. Expanding our product offerings across various categories outside of footwear, including handbags, accessories, and apparel. • Expand Direct-to-Consumer led by digital.
Licensing Segment Royalty income from the Licensing segment for the year ended December 31, 2024 was $10,661, or 0.5% of total revenue, compared to $10,108, or 0.5% of total revenue, in 2023. Operating expenses were $1,600 in 2024 compared to $1,681 in 2023. Income from operations in 2024 was $9,061 compared to $8,427 in 2023.
Licensing Segment Royalty income from the Licensing segment for the year ended December 31, 2025 was $12,591, or 0.5% of total revenue, compared to $10,661, or 0.5% of total revenue, in 2024. Operating expenses were $1,976 in 2025 compared to $1,600 in 2024. Income from operations in 2025 was $10,615 compared to $9,061 in 2024.
The balances and activity in the allowances for doubtful accounts are presented in Note 20 – Valuation and Qualifying Accounts to the consolidated financial statements included in this Form 10-K. A hypothetical 5% increase in our allowance for doubtful accounts as of December 31, 2024 would have increased our 2024 operating expenses by approximately $200.
The balances and activity in the allowances for doubtful accounts are presented in Note 19 – Valuation and Qualifying Accounts to the consolidated financial statements included in this Form 10-K. A hypothetical 5% increase in our allowance for doubtful accounts as of December 31, 2025 would have an immaterial impact on our operating expenses.
Our product offerings include a diverse range of contemporary styles, designed to establish or capitalize on market trends, complemented by core product offerings. We are recognized for our design creativity and ability to deliver trend-right products with high quality at accessible price points, efficiently and within short lead times.
Our product offerings include a diverse range of contemporary styles, designed to establish or capitalize on market trends, complemented by core product offerings. We are recognized for our design creativity and ability to deliver trend-right products with high quality at accessible price points, efficiently and with speed-to-market. The Company’s reportable operating segments consist of the following: • Wholesale Footwear.
The review is based on an analysis of the age and styles of inventory on hand, historical sales of the same or similar products, and expected net realizable value through future sales.
We review inventory on a regular basis for excess and slow-moving inventory. The review is based on an analysis of the age and styles of inventory on hand, historical sales of the same or similar products, and expected net realizable value through future 36 sales.
Operating expenses in 2024 included $1,335 related to legal costs as result of litigation settlements and earnout-related litigation, $1,180 related to certain severances and termination benefits, $677 related to acquisition costs and the formation of new international joint ventures, and $326 of working capital adjustment in connection with the Almost Famous acquisition.
The comparable prior year included charges of $1,335 related to legal costs as a result of litigation settlements and earnout-related litigation, $1,180 related to certain severances and termination benefits, $677 related to acquisition costs and the formation of joint ventures, and $326 related to working capital adjustments in connection with the Almost Famous acquisition.
CRITICAL ACCOUNTING POLICIES AND THE USE OF ESTIMATES Management believes the following critical accounting estimates are the most significantly affected by judgments and assumptions used in the preparation of our consolidated financial statements: allowances for doubtful accounts; markdowns and chargeback allowances, co-op advertising allowances, customer returns; inventory valuation; the valuation of goodwill and other intangible assets; and contingent consideration liabilities.
Therefore, we can give no assurance that dividends will be paid to holders of our common stock in the future. 35 CRITICAL ACCOUNTING POLICIES AND THE USE OF ESTIMATES Management believes the following critical accounting estimates are the most significantly affected by judgments and assumptions used in the preparation of our consolidated financial statements: allowances for doubtful accounts; markdowns and chargeback allowances, co-op advertising allowances, customer returns; inventory valuation; the valuation of goodwill and other intangible assets; and contingent payment liabilities.
See Note 4 – Acquisitions, Purchases and Sales of Joint Ventures, and Divestitures and Note 5 – Fair Value Measurements to the consolidated financial statements included in this Form 10-K for further details. 33
Failure to correctly project the financial results of the acquired businesses could materially impact our results of operations and financial position. See Note 4 – Acquisitions, Purchases and Sales of Joint Ventures, and Divestitures and Note 5 – Fair Value Measurements to the consolidated financial statements included in this Form 10-K for further details. 37
“Risk Factors.” Dividends Our Board of Directors approved a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock which was paid on March 22, 2024, June 21, 2024, September 23, 2024, and December 27, 2024. The aggregate cash dividends paid for the twelve months ended December 31, 2024 was $61,039.
Dividends Our Board of Directors approved a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock which was paid on March 21, 2025, June 20, 2025, September 23, 2025 and December 26, 2025. The aggregate cash dividends paid for the year ended December 31, 2025 was $60,962.
Differences in management’s estimation of the above factors could impact our results of operations and financial position. The balances of allowances for doubtful accounts are generally correlated with our revenues from wholesale customers whose receivables are not covered under our Rosenthal agreement, and actual losses have historically been within our expectations and in line with the allowances we have established.
The balances of allowances for doubtful accounts are generally correlated with our revenues from wholesale customers whose receivables are not covered under our factoring and insurance agreements, and actual losses have historically been within our expectations and in line with the allowances we have established.
This segment engages in the sale of footwear, handbags, apparel, and other accessories through Steve Madden and Dolce Vita full-price retail stores, Steve Madden outlet stores, directly-operated concessions in international markets, and directly-operated e-commerce websites.
This segment engages in the sale of footwear, handbags, apparel, and other accessories through Steve Madden, Kurt Geiger London, Dolce Vita, and Carvela full-price retail stores, Steve Madden, Kurt Geiger London, and Carvela outlet stores, directly-operated e-commerce platforms, directly-operated concessions in international markets, and also operates third-party concessions in luxury and premium department stores primarily in the UK.
Operating expenses in 2024 included an expense of $6,378 related to acquisition costs, the formation of new international joint ventures, and the reorganization of foreign entities, $3,377 related to legal costs as a result of litigation settlements and earnout-related litigation, $3,199 related to a loss on the divestiture of a business, $1,758 related to certain severances and termination benefits, and $326 of working capital adjustment in connection with the Almost Famous acquisition.
The prior year included charges of $6,378 related to acquisition costs and the formation of joint ventures and the reorganization of foreign entities, $3,377 related to legal costs as a result of litigation settlements, $3,199 related to a loss on the divestiture of a business, and $326 of working capital adjustments in connection with the Almost Famous acquisition.
Income from operations in 2024 was $90,434, or 13.6% of Wholesale Accessories/Apparel revenue, compared to $61,428, or 14.7% of Wholesale Accessories/Apparel revenue, in 2023. Direct-to-Consumer Segment Revenue from the Direct-to-Consumer segment for the year ended December 31, 2024 was $550,153, or 24.1% of total revenue, as compared to $506,494, or 25.6% of total revenue, in 2023.
Income from operations in 2025 was $57,164, or 8.9% of Wholesale Accessories/Apparel revenue, compared to $90,434, or 13.6% of Wholesale Accessories/Apparel revenue, in 2024. Direct-to-Consumer Segment Revenue from the Direct-to-Consumer segment for the year ended December 31, 2025 was $845,666, or 33.4% of total revenue, as compared to $550,153, or 24.1% of total revenue, in 2024.
The quarterly dividend of $0.21 per share is payable on March 21, 2025 to stockholders of record as of the close of business on March 10, 2025. Future quarterly cash dividend payments are subject to the discretion of our Board of Directors and contingent upon future earnings, our financial condition, capital requirements, general business conditions, and other factors.
Future quarterly cash dividend payments are subject to the discretion of our Board of Directors and contingent upon future earnings, our financial condition, capital requirements, general business conditions, and other factors.
On February 25, 2025, our Board of Directors approved a quarterly dividend of $0.21 per share payable on March 21, 2025 to stockholders of record as of the close of business on March 10, 2025. 2024 Highlights Total revenue for 2024 was $2,282,927, an increase of 15.2% as compared to 2023.
On February 24, 2026, our Board of Directors approved a quarterly cash dividend of $0.21 per share payable on March 20, 2026 to stockholders of record as of the close of business on March 11, 2026. 2025 Highlights Total revenue for 2025 was $2,534,109, an increase of 11.0% as compared to 2024 driven by the acquisition of the Kurt Geiger business.
Income from operations in 2024 was $191,212, or 18.0% of Wholesale Footwear revenue, compared to $204,950, or 19.5% of Wholesale Footwear revenue, in 2023. Wholesale Accessories/Apparel Segment Revenue from the Wholesale Accessories/Apparel segment for the year ended December 31, 2024 was $662,673, or 29.0% of total revenue, compared to $416,532, or 21.0% of total revenue, in 2023.
Income from operations in 2025 was $154,585, or 14.9% of Wholesale Footwear revenue, compared to $191,212, or 18.0% of Wholesale Footwear revenue, in 2024. Wholesale Accessories/Apparel Segment Revenue from the Wholesale Accessories/Apparel segment for the year ended December 31, 2025 was $640,662, or 25.3% of total revenue, compared to $662,673, or 29.0% of total revenue, in 2024.
This segment engages in the licensing of the Steve Madden ® and Betsey Johnson ® trademarks for use in the sale of select apparel, accessories, and home categories as well as various other non-core products.
This segment engages in the licensing of the Steve Madden ® , Betsey Johnson ® , and Kurt Geiger ® trademarks for use in the sale of select apparel, accessories, and home categories as well as various other non-core products. Corporate does not constitute a reportable segment and includes costs not directly attributable to the reportable operating segments.
In 2024 and 2023, gross profit included $435 and $2,023, respectively, related to the fair value step-up of inventory from acquired businesses. Operating expenses in 2024 were $698,936, or 30.6% of total revenue, as compared to $612,672, or 30.9% of total revenue, in 2023.
Gross profit in both years also included $30,891 and $435, respectively, related to purchase accounting fair value adjustments of inventory from acquired businesses. Operating expenses in 2025, were $967,978, or 38.2% of total revenue, as compared to $698,936, or 30.6% of total revenue, in 2024.
The dividend was paid on December 27, 2024, to stockholders of record as of the close of business on December 13, 2024. We paid total cash dividends for the three months ended December 31, 2024 of $15,159. 30 On February 25, 2025, our Board of Directors approved a quarterly cash dividend.
We paid total cash dividends for the three months ended December 31, 2025 of $15,270. On February 24, 2026, our Board of Directors approved a quarterly cash dividend. The quarterly dividend of $0.21 per share is payable on March 20, 2026 to stockholders of record as of the close of business on March 11, 2026.
Corporate operating expenses were $96,738 for the year ended December 31, 2024 compared to $91,743 in 2023. 28 Liquidity and Capital Resources Our primary sources of liquidity are cash flows from operations, cash, cash equivalents, and short-term investments. Cash, cash equivalents, and short-term investments totaled $203,408 and $219,813 as of December 31, 2024 and December 31, 2023, respectively.
Corporate operating expenses were $107,197 for the year ended December 31, 2025 compared to $96,738 in 2024. 33 Liquidity and Capital Resources Our primary sources of liquidity are cash flows from operations, cash, cash equivalents, short-term investments, and availability under our third-party credit facilities.
Operating expenses in 2024 included $1,161 related to legal costs as a result of certain litigation settlements, $387 related to certain severances and termination benefits, and $278 related to acquisition costs and the formation of new international joint ventures.
The current-year included charges of $1,592 related to legal costs as a result of litigation settlements, $1,438 related to certain severances and termination benefits, and $97 related to acquisition costs and the formation of joint ventures.
Operating expenses in 2024 were $314,003, or 57.1% of Direct-to-Consumer revenue, compared to $279,827, or 55.2% of Direct-to-Consumer revenue, in 2023. The increase in operating expenses as a percentage of revenue was attributable to higher marketing expenses and occupancy-related costs.
Operating expenses in 2025 were $529,378, or 62.6% of Direct-to-Consumer revenue, as compared to $314,003, or 57.1% of Direct-to-Consumer revenue, in 2024. The increase in operating expenses as a percentage of revenue was primarily attributable to acquisition-related transaction costs in connection with the acquisition of Kurt Geiger.
In 2024 and 2023, we also recorded pre-tax charges of $1,700 and $6,520, respectively, related to the impairment of a trademark. Income from operations in 2024 was $30,970, or 5.6% of Direct-to-Consumer revenue as compared to $30,160, or 6.0% of Direct-to-Consumer revenue, in 2023.
In 2024, we recorded the impairment of intangibles of $1,700. Loss from operations in 2025 was $34,396, or 4.1% of Direct-to-Consumer revenue compared to income from operations of $30,970, or 5.6% of Direct-to-Consumer revenue, in 2024.
Operating expenses in 2024 were $111,206, or 16.8% of Wholesale Accessories/Apparel revenue, as compared to $73,740, or 17.7% of Wholesale Accessories/Apparel revenue, in 2023. The decrease in operating expenses as a percentage of Wholesale Accessories/Apparel revenue was primarily attributable to expense leverage on a higher revenue base.
Operating expenses in 2025 were $137,183, or 21.4% of Wholesale Accessories/Apparel revenue, as compared to $111,206, or 16.8% of Wholesale Accessories/Apparel revenue, in 2024. The increase in operating expenses as a percentage of Wholesale Accessories/Apparel revenue was primarily attributable to the deleveraging of operating expenses on a lower revenue base, and our continued investment in marketing and advertising.
Committing to our corporate social responsibility initiatives, as we work to minimize the negative impacts we have on the environment and maximize the positive impacts we have on our people and our communities.
Streamlining operations, tightly managing costs, and maintaining a disciplined inventory management approach are ongoing and aimed at enhancing overall profitability. • Sustainability Focus. Committing to our corporate social responsibility initiatives, as we work to minimize the negative impacts we have on the environment and maximize the positive impacts we have on our people and our communities.
The balance of receivables not covered under our Rosenthal agreement is reduced by an allowance for amounts that may be uncollectible in the future. The estimated allowance for doubtful accounts is based on an analysis of the aging of accounts receivable, assessments of collectability based on historical trends, the financial condition of our customers, and an evaluation of economic conditions.
The estimated allowance for doubtful accounts is based on an analysis of the aging of accounts receivable, assessments of collectability based on historical trends, the financial condition of our customers, and an evaluation of economic conditions. Differences in management’s estimation of the above factors could impact our results of operations and financial position.
Operating expenses in 2024 included $5,090 related to acquisition costs and the formation of new international joint ventures, $3,199 related to a loss on the divestiture of a business, and $515 related to legal costs as a result of litigation settlements. Operating expenses in 2023 included a benefit of $2,174 related to the dissolution of an entity in Asia.
The comparable prior year included charges of $5,090 related to acquisition costs and the formation of joint ventures, $3,199 related to a loss on the divestiture of a business, and $515 related to legal costs as a result of litigation settlements. 32 In 2025, we recorded a benefit of $906 related to the change in valuation of a contingent payment liability.
A hypothetical 5% increase in the return reserve as of December 31, 2024 would have an immaterial impact on our 2024 revenue. 31 The balances and activity in the markdown, chargeback, co-op advertising allowances, and return reserves are included in Note 20 – Valuation and Qualifying Accounts to the consolidated financial statements included in this Form 10-K. Inventory valuation.
The balances and activity in the markdown, chargeback, co-op advertising allowances, and return reserves are included in Note 19 – Valuation and Qualifying Accounts to the consolidated financial statements included in this Form 10-K. Inventory valuation. Inventories are stated at the lower of cost or net realizable value, on a first-in, first-out basis.
As of December 31, 2024, we had 291 brick-and-mortar retail stores and five e-commerce websites in operation, compared to 255 brick-and-mortar retail stores and five e-commerce websites as of December 31, 2023.
As of December 31, 2025, we had 399 brick-and-mortar retail stores and seven e-commerce platforms in operation, compared to 291 brick-and-mortar retail stores and five e-commerce platforms as of December 31, 2024. The Company operated 133 concessions in international markets as of December 31, 2025, up from 42 concessions at the end of 2024.
In 2024, we also recorded a pre-tax charge of $10,335 related to the impairment of trademarks and an expense of $2,722 due to the change in valuation of a contingent consideration liability. In 2023, we also recorded a pre-tax charge of $6,520 related to the impairment of a trademark.
In 2025, we recorded impairment of intangibles of $6,300 and a benefit of $5,580 related to the change in valuation of contingent payment liabilities. In 2024, we recorded impairment of intangibles of $10,335 and a charge of $2,722 related to the change in valuation of contingent payment liabilities.
See Note 7 – Goodwill and Other Intangible Assets to the consolidated financial statements included in this Form 10-K for further details. Contingent consideration liabilities. We have completed acquisitions that may require us to make contingent consideration payments to the sellers based on the future financial performance of the acquired businesses over a period from one to five years.
We have completed acquisitions that may require us to make contingent payments to the sellers based on the future financial performance of the acquired businesses over a period from one to five years. The fair values of the contingent payment liabilities are estimated using the present values of management's projections of the financial results of the acquired businesses.
A hypothetical 10% decrease in the fair values of our reporting units and our indefinite-lived intangible assets as of December 31, 2024 would not have resulted in any material impairment charges. No goodwill or intangible asset impairment charges were recorded as a result of our annual impairment tests during any of the years presented in this Form 10-K.
No goodwill or intangible asset impairment charges were recorded as a result of our annual impairment tests during any of the years presented in this Form 10-K. See Note 7 – Goodwill and Other Intangible Assets to the consolidated financial statements included in this Form 10-K for further details. Contingent payment liabilities.
Gross profit in 2024 was $936,932, or 41.0% of total revenue, as compared to $832,414, or 42.0% of total revenue, in the prior year. The decrease in gross profit as a percentage of total revenue was driven by the acquisition of Almost Famous and a greater mix of the private label footwear business.
Gross profit in 2025 was $1,049,469, or 41.4% of total revenue, as compared to $936,932, or 41.0% of total revenue, in the prior year. The increase in gross profit as a percentage of total revenue was driven by a greater mix of the higher-margin direct-to-consumer business, primarily related to the acquisition of Kurt Geiger, partially offset by tariff-related impacts.
We believe that based on our current financial position and available cash, cash equivalents, and short-term investments, we will meet all our financial commitments and operating needs for at least the next twelve months. In addition, our $150,000 asset-based revolving credit facility provides us with additional liquidity and flexibility on a long-term basis.
These repayments reflect the Company’s liquidity position and commitment to reducing leverage and interest expense over time. We believe that based on our current financial position and available cash, and cash equivalents, we will meet all our financial commitments and operating needs for at least the next twelve months.
Financing Activities Cash used in financing activities was $167,906 for the year ended December 31, 2024, which was primarily attributable to share repurchases and net settlements of stock awards of $98,433, dividends paid of $61,039, and the payment of a contingent consideration liability of $8,547. 29 Contractual and Other Obligations Firm Commitments Our contractual obligations as of December 31, 2024 were as follows: Payment due by period (in thousands) Total 2025 2026-2027 2028-2029 2030 and after Operating lease obligations (1) $ 172,821 $ 49,831 $ 69,786 $ 32,522 $ 20,682 Purchase obligations (2) 262,521 262,521 — — — Future minimum royalty (3) 12,000 6,000 6,000 — — Employment Agreements (4) 60,336 10,368 17,985 16,491 15,492 Total $ 507,678 $ 328,720 $ 93,771 $ 49,013 $ 36,174 (1) Refer to Note 13 – Leases to the consolidated financial statements included in this Annual Report on Form 10-K for further information.
Financing Activities Cash provided by financing activities was $157,146 for the year ended December 31, 2025, which primarily consisted of net transaction-related borrowings of $240,000, partially offset by dividends paid of $60,962, financing costs paid of $8,955 in connection with the Credit Agreement, and net settlements of stock awards of $13,523. 34 Contractual and Other Obligations Firm Commitments Our contractual obligations as of December 31, 2025 were as follows: Payment due by period (in thousands) Total 2026 2027-2028 2029-2030 2031 and after Operating lease obligations (1) $ 292,963 $ 71,155 $ 106,645 $ 56,590 $ 58,573 Purchase obligations (2) 334,641 334,641 — — — Future minimum royalty (3) 6,000 6,000 — — — Employment agreements (4) 52,517 10,221 18,862 15,688 7,746 Total $ 686,121 $ 422,017 $ 125,507 $ 72,278 $ 66,319 (1) Refer to Note 13 – Leases to the consolidated financial statements included in this Annual Report on Form 10-K for further information.
Our inventory turnover (calculated on a trailing four quarter average) was 5.6 times for both the years ended December 31, 2024 and 2023. Our total Company accounts receivable average collection days were 72 days in 2024 compared to 71 days in 2023.
Excluding the Kurt Geiger business, our inventory turnover for the year ended December 31, 2025 was 5.0 times. Our total Company accounts receivable average collection days were 54 days in 2025 compared to 72 days in 2024. As of December 31, 2025, we had $112,423 in cash, cash equivalents, and total stockholders’ equity of $903,982.
Gross profit in 2024 was $346,673, or 63.0% of Direct-to-Consumer revenue, compared to $316,507, or 62.5% of Direct-to-Consumer revenue, in 2023. The increase in gross profit as a percentage of revenue was primarily due to a reduction in promotional activity.
Gross profit in 2025 was $494,076, or 58.4% of Direct-to-Consumer revenue, compared to $346,673, or 63.0% of Direct-to-Consumer revenue, in 2024.
Income from operations in 2024 increased to $224,939, or 9.9% of total revenue, as compared to $213,222, or 10.8% of total revenue, in 2023. The effective tax rate for 2024 was 23.7% compared to 21.1% in 2023.
Income from operations in 2025 decreased to $80,771, or 3.2% of total revenue, as compared to $224,939, or 9.9% of total revenue, in 2024. The effective tax rate for 2025 was 36.9% compared to 23.7% in 2024. The difference between the Company’s effective tax rates was primarily due to non-deductible expenses related to the acquisition of the Kurt Geiger business.
Wholesale Footwear Segment Revenue from the Wholesale Footwear segment for the year ended December 31, 2024 was $1,059,440, or 46.4% of total revenue, as compared to $1,048,448, or 52.9% of total revenue, in 2023. The increase of 1.0% was primarily driven by growth in our private label business partially offset by a decline in the branded business.
Net income attributable to Steven Madden, Ltd. in 2025 was $44,661 compared to $169,390 in 2024. Wholesale Footwear Segment Revenue from the Wholesale Footwear segment for the year ended December 31, 2025 was $1,035,190, or 40.9% of total revenue, as compared to $1,059,440, or 46.4% of total revenue, in 2024.
The increase of 8.6% was driven by growth in both our brick-and-mortar and e-commerce businesses. During 2024, we opened 54 brick-and-mortar stores and closed 18 resulting in a total of 291 brick-and-mortar stores as compared to 255 brick-and-mortar stores as of December 31, 2023.
The increase of 53.7% was driven by incremental revenue from the acquisition of Kurt Geiger. We had a total of 399 brick-and-mortar stores as compared to 291 brick-and-mortar stores as of December 31, 2024. We also had seven e-commerce platforms.
Operating expenses in 2024 were $175,389, or 16.6% of Wholesale Footwear revenue, as compared to $165,681, or 15.8% of Wholesale Footwear revenue, in 2023. The increase in operating expenses as a percentage of Wholesale Footwear revenue was mainly due to higher payroll-related expenses.
Operating expenses in 2025, were $192,244, or 18.6% of Wholesale Footwear revenue, as compared to $175,389, or 16.6% of Wholesale Footwear revenue, in 2024. The increase in operating expenses as a percentage of Wholesale Footwear revenue primarily reflects the deleveraging of operating expenses on a lower revenue base and our continued investment in marketing and advertising.
Net income attributable to Steven Madden, Ltd. was $169,390 in 2024 compared to $171,554 in 2023. Our effective tax rate for 2024 was 23.7% compared to 21.1% in 2023.
Net income attributable to Steven Madden, Ltd. was $44,661 in 2025 compared to $169,390 in 2024. Our effective tax rate for 2025 was 36.9% compared to 23.7% in 2024. Diluted earnings per share in 2025 was $0.63 per share on 71,181 diluted weighted average shares outstanding compared to $2.35 per share on 71,963 diluted weighted average shares outstanding in 2024.
Refer to Note 15 – Commitments, Contingencies, and Other to the consolidated financial statements included in this Annual Report on Form 10-K for further information. Dividends In February 2024, our Board of Directors declared a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock.
Dividends In February 2025, our Board of Directors declared a quarterly cash dividend of $0.21 per share on our outstanding shares of common stock. The dividend was paid on March 21, 2025, to stockholders of record as of the close of business on March 12, 2025.
Corporate does not constitute a reportable segment and includes costs not directly attributable to the reportable operating segments. These expenses are primarily related to corporate executives, corporate finance, corporate social responsibility, legal, human resources, information technology, cybersecurity, and other shared services. Recent Developments Acquisition of the ATM Collection.
These expenses are primarily related to corporate executives, corporate finance, corporate social responsibility, legal, human resources, information technology, cybersecurity, and other shared services. Recent Developments Australia Joint Venture. In January 2025, the Company acquired a 50.1% controlling financial interest in the newly formed entity, SM Fashion Australia Pty Ltd.
Expanding our direct-to-consumer business with a focus on growing our digital business, including by optimizing our site functionality, personalization, and digital marketing, to enhance the consumers overall shopping experience. • Operational Efficiency. Streamlining operations, tightly managing costs, and maintaining a disciplined inventory management approach are ongoing and aimed at enhancing overall profitability. 24 • Sustainability Focus.
Expanding our direct-to-consumer business with a focus on growing our digital business, including optimizing site functionality, personalization, and digital marketing, to enhance our consumers overall shopping experience. • Strengthen the core U.S. wholesale footwear business. Continue leveraging product innovation and speed to market to grow our diversified business across all tiers of distribution. • Operational Efficiency.
The decline in gross profit as a percentage of revenue was due to the addition of the Almost Famous business. In 2024 and 2023, gross profit included $435 and $2,023, respectively, related to the fair value step-up of inventory from acquired businesses.
The decrease in gross profit as a percentage of revenue was driven by the impact of tariffs on goods imported into the United States. Gross profit in both years also included $6,603 and $435, respectively, related to the purchase accounting fair value adjustments of inventory from acquired businesses.
The increase of 59.1% was primarily driven by the acquisition of Almost Famous and strength in the Steve Madden handbag business. 27 Gross profit in 2024 was $212,997, or 32.1% of Wholesale Accessories/Apparel revenue, compared to $135,168, or 32.5% of Wholesale Accessories/Apparel revenue, in 2023.
The decrease of 3.3% was primarily driven by tariff-related impacts and a decline in our off-price business, partially offset by incremental revenue from the acquisition of Kurt Geiger. Gross profit in 2025 was $196,232, or 30.6% of Wholesale Accessories/Apparel revenue, compared to $212,997, or 32.1% of Wholesale Accessories/Apparel revenue, in 2024.
Operating expenses in 2023 included acquisition costs of $1,505 for Almost Famous. In 2024, we also recorded a pre-tax charge of $8,635 related to the impairment of a trademark and an expense of $2,722 due to the change in valuation of a contingent consideration liability.
In 2025, we recorded impairment of intangibles of $6,300 and a benefit of $4,415 related to the change in valuation of contingent payment liabilities. In 2024, we recorded impairment of intangibles of $8,635 and a charge of $2,722 related to the change in valuation of contingent payment liabilities.
Investing Activities Cash used in investing activities was $39,493 for the year ended December 31, 2024, which was primarily attributed to capital expenditures of $25,911 for leasehold improvements, new stores, and systems enhancements; purchases of short-term investments of $21,405, and acquisitions of $13,976. This was partially offset by proceeds from the sale of short-term investments of $22,139.
Investing Activities Cash used in investing activities was $400,919 for the year ended December 31, 2025, which consisted of $371,554 related to the acquisition of the Kurt Geiger business (net of cash acquired), capital expenditures of $42,658 for leasehold improvements, new stores, and systems enhancements and $260 primarily related to the acquisitions of joint ventures.
We also opened one e-commerce website and closed one e-commerce website ending the year with five e-commerce websites. Additionally, we operated 42 concessions in international markets as of December 31, 2024, up from 25 concessions at the end of 2023.
We operated a total of 133 concessions in international markets as of December 31, 2025, up from 42 concessions at the end of 2024. Through the acquisition of Kurt Geiger, we added 31 Kurt Geiger London full-price stores and 17 outlet stores, 14 Carvela full-price stores and 12 outlet stores, two e-commerce platforms, and 72 concessions.
Cash Flows A summary of our cash provided by and used in operating, investing, and financing activities was as follows. Operating Activities Cash provided by operating activities was $198,096 for the year ended December 31, 2024, as compared to $229,237 in the prior year.
Operating Activities Cash provided by operating activities totaled $162,199 for the year ended December 31, 2025, compared to $198,096 in the prior year. The decrease was primarily driven by lower net income and unfavorable changes in working capital, partially offset by the timing of accounts receivable collections and changes in inventory levels.
The level of returns is generally correlated with our revenues.
The level of returns is generally correlated with our revenues. A hypothetical 5% increase in the return reserve as of December 31, 2025 would have an immaterial impact on our 2025 revenue.
Operating expenses in 2023 included $3,803 related to certain severances, termination benefits, and a corporate office relocation, acquisition costs of $2,443 primarily for Almost Famous and the formation of international joint ventures, and $538 related to the dissolution of an entity in Asia.
The current year included charges of $3,372 related to legal costs as a result of litigation settlements, $449 related to certain severances and termination benefits, and $355 related to acquisition costs and the formation of joint ventures.
Removed
The Company’s reportable operating segments consist of the following: • Wholesale Footwear.
Added
This joint venture was formed to expand the distribution of our products across Australia and New Zealand through wholesale and direct-to-consumer channels. The results of this joint venture are included within the Wholesale Footwear, Wholesale Accessories/Apparel, and Direct-to-Consumer segments. 27 Malaysia Joint Venture. In January 2025, the Company acquired an additional 2.0% equity interest in SM Distribution Malaysia Sdn. Bhd.
Removed
As of January 2023, the Company no longer serves as a buying agent for any of its customers, and as a result, no longer reports under the First Cost segment. This change is not considered to have a material or meaningful impact on the Company's operations.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

9 edited+8 added−3 removed2 unchanged
Biggest changeInflation Risk Inflationary factors generally affect us by reducing consumer spending, increasing our labor and overhead costs, and negatively impacting our direct sales to end consumers and our sales to our wholesale customers, which may adversely affect our results of operations and financial position.
Biggest changeWe continue to monitor exchange rate developments and assess their potential effect on our financial results and hedging activities. Inflation Risk Inflationary factors generally affect us by reducing consumer spending, increasing our labor and overhead costs, and negatively impacting our direct-to-consumer and wholesale sales, all of which may adversely affect our results of operations, and financial position.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The information required by this Item is incorporated herein by reference to the consolidated financial statements listed in response to Item 15. of Part IV of this Annual Report on Form 10-K. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE Not applicable. 34
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The information required by this Item is incorporated herein by reference to the consolidated financial statements listed in response to Item 15 of Part IV of this Annual Report on Form 10-K. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE Not applicable.
We performed a sensitivity analysis based on a model that measures the impact of a hypothetical change in foreign currency exchange rates to determine the effects that market risk exposures may have on the fair values of our forward foreign exchange contracts that were outstanding as of December 31, 2024.
We performed a sensitivity analysis based on a model that measures the impact of a hypothetical change in foreign currency exchange rates to determine the effects that market risk exposures may have on the fair values of our forward foreign exchange contracts that were outstanding as of December 31, 2025.
As of December 31, 2024, a 10% increase or decrease of the U.S. dollar against the exchange rates for foreign currencies under forward foreign exchange contracts, with all other variables held constant, would result in a net increase or decrease in the fair value of our derivatives portfolio of approximately $136, which is immaterial to the consolidated financial statements.
As of December 31, 2025, a 10% increase or decrease of the U.S. dollar against the exchange rates for foreign currencies under forward foreign exchange contracts, with all other variables held constant, would result in a net increase or decrease in the fair value of our derivatives portfolio of approximately $203, which is immaterial to the Consolidated Financial Statements.
We have historically been able to minimize the impacts of inflation by raising prices, renegotiating costs, changing suppliers, and improving operating efficiencies. However, no assurance can be given that we will be able to offset such inflationary impacts in the future. ITEM 8.
We have historically been able to minimize the impacts of inflation by raising prices, renegotiating costs, getting supplier concessions, changing suppliers or countries of origin, and improving operating efficiencies. However, no assurance can be given that we will be able to offset such inflationary impacts in the future. 38 ITEM 8.
We have the ability to hold these investments until maturity. Foreign Currency Exchange Rate Risk We face market risk to the extent that our U.S. or foreign operations involve the transaction of business in foreign currencies.
Foreign Currency Exchange Rate Risk We face market risk to the extent that our U.S. or foreign operations involve the transaction of business in foreign currencies.
In addition, we are exposed to translation risk in connection with our foreign operations because our subsidiaries and joint ventures in these countries utilize the local currency as their functional currency, and those financial results are translated into U.S. dollars.
In addition, we are exposed to translation risk in connection with our foreign operations because our subsidiaries and joint ventures in these international markets utilize the local currency as their functional currency, and those financial results are translated into U.S. dollars. Therefore, currency exchange rates may affect the comparability of financial results between reporting periods and fiscal years.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ($ in thousands) Interest Rate Risk We do not engage in the trading of market risk sensitive instruments in the normal course of our business. Our financing arrangements are subject to variable interest rates, primarily based on the prime rate and the BSBY.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ($ in thousands) Interest Rate Risk We do not engage in the trading of market risk sensitive instruments in the normal course of our business.
A description of our accounting policies for derivative financial instruments is included in Note 2 – Summary of Significant Accounting Policies and Note 12 – Derivative Instruments to the consolidated financial statements. As of December 31, 2024, we had entered into forward foreign exchange contracts with notional amounts totaling $90,031.
A description of our accounting policies for derivative financial instruments is included in Note 2 – Summary of Significant Accounting Policies and Note 12 – Derivative Instruments to the Consolidated Financial Statements. The acquisition of Kurt Geiger significantly increases our exposure to foreign currency exchange rate risk.
Removed
The terms of our $150,000 asset-based revolving credit agreement (the “Credit Facility”) and our collection agency agreements with Rosenthal & Rosenthal, Inc. and CIT Group/Commercial Services, Inc. can be found in the Liquidity and Capital Resources section of Item 7 and in Note 16 – Credit Agreement and Note 17 – Factoring Agreements, respectively, to the consolidated financial statements included in this Form 10-K.
Added
As of December 31, 2025, we had outstanding borrowings of $240,000 under our new senior secured term loan facility pursuant to the Credit Agreement (See Note 16 – Credit Agreement), which bears interest at a variable rate based on a benchmark rate (e.g., Term SOFR) plus an applicable margin.
Removed
Because we had no cash borrowings under the Credit Facility as of December 31, 2024, a 10% change in interest rates, with all other variables held constant, would have an immaterial effect on our reported interest expense. As of December 31, 2024, we held short-term investments valued at $13,484, which consist of time deposits.
Added
We did not have outstanding borrowings under our $250,000 revolving credit facility, which bears interest at a variable rate. Our interest expense is therefore subject to fluctuations in market interest rates.
Removed
As currency exchange rates fluctuate, foreign currency exchange rate translation adjustments reflected in our financial statements with respect to our foreign operations affects the comparability of financial results between years.
Added
A hypothetical 100 basis point increase in interest rates would increase annual interest expense by approximately $24,000 on our term loan balance, excluding the potential impact of any future borrowings under our revolving credit facility.
Added
Kurt Geiger generates a substantial portion of its revenue and incurs significant expenses in British pounds sterling (GBP), while our consolidated financial statements are reported in U.S. dollars (USD). Additionally, future cash flows from Kurt Geiger’s operations may be affected by changes in foreign currency exchange rates.
Added
We actively monitor our foreign currency exposures and, from time to time, enter into hedging arrangements to mitigate the impact of exchange rate fluctuations on our financial results. However, these hedging activities may not fully offset our exposure to currency movements and could involve additional costs or risks.
Added
As of December 31, 2025, we had entered into forward foreign exchange contracts with notional amounts totaling $113,473.
Added
As of the end of the fourth quarter of 2025, the U.S. dollar had depreciated approximately 10% on a year-to-date basis, based on movements in the U.S. dollar index.
Added
While fluctuations in exchange rates can affect both our operating results and financial position, including the translation of results from our foreign subsidiaries, we have evaluated the impact of this depreciation and determined that these currency movements did not result in a material change in our overall foreign currency risk exposure as of the end of the year.

Other SHOO 10-K year-over-year comparisons