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RETIREMENT AND BENEFIT PLANS
 12 Months Ended
Feb. 04, 2024
Retirement Benefits [Abstract]  
RETIREMENT AND BENEFIT PLANS RETIREMENT AND BENEFIT PLANS
The Company, as of February 4, 2024, has two noncontributory qualified defined benefit pension plans covering substantially all employees resident in the United States hired prior to January 1, 2022, who meet certain age and service requirements. The plans provide monthly benefits upon retirement generally based on career average compensation, subject to the change made in the fourth quarter of 2023 as discussed below, and years of credited service. The plans also provide participants with the option to receive their benefits in the form of lump sum payments. Vesting in plan benefits generally occurs after five years of service. The Company refers to these two plans as its “Pension Plans.”

The Company also has three noncontributory unfunded non-qualified supplemental defined benefit pension plans, the most significant of which is a supplemental pension plan for certain employees resident in the United States hired prior to January 1, 2022, who meet certain age and service requirements that provides benefits for compensation in excess of Internal Revenue Service earnings limits and requires payments to vested employees upon or after employment termination or retirement, according to their distribution election, and two other plans for select former senior management. The Company refers to these three plans as its “SERP Plans.”

The Company also provides certain postretirement health care and life insurance benefits to certain retirees resident in the United States under two plans. Retirees contribute to the cost of the applicable plan, which are unfunded and frozen. The Company refers to these plans as its “Postretirement Plans.”

In the fourth quarter of 2023, the Company’s Board of Directors approved changes to its Pension Plans and its supplemental pension plan to freeze the pensionable compensation and credited service amounts used to calculate participants’
benefits effective June 30, 2024. After the effective date, in lieu of participation in the Pension Plans and supplemental pension plan as applicable, employees will receive an additional Company contribution to their savings and retirement plans and supplemental savings plan, as applicable, which are discussed further below. Employees near retirement age that meet a specified service requirement are included in a transition group that will continue to accrue benefits under the Pension Plans and supplemental pension plan, as applicable, for two years after the effective date of the freeze in addition to receiving the additional Company contribution to their savings and retirement plans and supplemental savings plan, as applicable. In connection with the freeze, the Company recognized a reduction in the projected benefit obligation and a pre-tax curtailment gain of $17.2 million for the Pension Plans and $2.6 million for the supplemental pension plan.
    
Reconciliations of the changes in the projected benefit obligation (Pension Plans and SERP Plans) and the accumulated benefit obligation (Postretirement Plans) were as follows:
 Pension PlansSERP PlansPostretirement Plans
(In millions)202320222023202220232022
Balance at beginning of year$573.2 $785.2 $56.3 $93.3 $4.0 $5.6 
Service cost, net of plan expenses18.0 29.3 1.6 2.5 — — 
Interest cost29.1 25.3 2.8 2.8 0.2 0.1 
Benefit payments(54.3)(72.4)(9.7)(35.6)— — 
Benefit payments, net of retiree contributions— — — — (0.8)(0.6)
Curtailment gain(17.2)— (2.6)— — — 
Actuarial (gain) loss(16.7)(194.2)(0.8)(6.7)0.2 (1.1)
Balance at end of year$532.1 $573.2 $47.6 $56.3 $3.6 $4.0 

Service cost for both the Pension Plans and SERP Plans decreased in 2023 compared to 2022 primarily due to the increase in the discount rate.

The decrease in benefit payments in 2023 for both the Pension Plans and the SERP Plans was due to higher lump sum payments of accrued benefits in 2022 to certain vested senior executives who retired or terminated their employment in 2021 and early 2022.

The actuarial gains included in the projected benefit obligation for both the Pension Plans and SERP Plans in 2023 and 2022 were due principally to an increase in the discount rate.

Reconciliations of the fair value of the assets held by the Pension Plans and the funded status were as follows:
(In millions)20232022
Fair value of plan assets at beginning of year$570.2 $726.3 
Actual return, net of plan expenses38.5 (83.9)
Benefit payments(54.3)(72.4)
Company contributions— 0.2 
Fair value of plan assets at end of year$554.4 $570.2 
Funded status at end of year$22.3 $(3.0)

Amounts recognized in the Company’s Consolidated Balance Sheets were as follows:
 Pension PlansSERP PlansPostretirement Plans
(In millions)202320222023202220232022
Non-current assets$22.5 $— $— $— $— $— 
Current liabilities— — (9.4)(7.3)(0.5)(0.6)
Non-current liabilities(0.2)(3.0)(38.2)(49.0)(3.1)(3.4)
Net amount recognized$22.3 $(3.0)$(47.6)$(56.3)$(3.6)$(4.0)
The components of net benefit cost recognized were as follows:
 Pension PlansSERP PlansPostretirement Plans
(In millions)202320222021202320222021202320222021
Service cost$21.7 $31.3 $40.1 $1.6 $2.5 $4.7 $— $— $— 
Interest cost29.1 25.3 24.8 2.8 2.8 3.3 0.2 0.1 0.1 
Expected return on plan assets(33.8)(41.7)(44.5)— — — — — — 
Actuarial (gain) loss(25.1)(70.6)(35.2)(0.8)(6.7)(13.4)0.2 (1.1)(0.1)
Curtailment gain(17.2)— — (2.6)— — — — — 
Special termination benefits— — 0.5 — — 1.8 — — — 
Heritage Brands menswear transaction gain— — (1.5)— — (0.3)— — — 
Total$(25.3)$(55.7)$(15.8)$1.0 $(1.4)$(3.9)$0.4 $(1.0)$— 

The net actuarial gains in net benefit cost in 2023 were due principally to an increase in the discount rate. The actuarial gains in net benefit cost in 2022 were due principally to an increase in the discount rate partially offset by the difference between the actual and expected returns on plan assets for the Pension Plans. The actuarial gains in net benefit cost in 2021 were due principally to (i) an increase in the discount rate and (ii) updated plan assumptions, mostly related to termination rates, based on recent trends and management’s future expectations, partially offset by (iii) the difference between the actual and expected returns on plan assets for the Pension Plans.

The Company completed the Heritage Brands menswear transaction in 2021. In connection with the sale, the employment of certain employees based in the United States engaged in the Heritage Brands business was terminated during the third quarter of 2021. However, the Company retained the liability for any deferred vested benefits earned by these employees under its retirement plans. No further benefits were to be accrued under the plans for these employees and as a result, the Company recognized a gain of $1.8 million during the third quarter of 2021. For certain eligible employees affected by the transaction, the Company provided an enhanced retirement benefit and as a result recognized $1.4 million of special termination benefit costs during the third quarter of 2021. These amounts were included in other gain in the Company’s Consolidated Statement of Operations. Please see Note 3, “Acquisitions and Divestitures,” for further discussion of the Heritage Brands menswear transaction.

The Company provided enhanced retirement benefits to terminated employees in 2021 and as a result recognized $0.9 million of special termination benefit costs.

The components of net benefit cost are recorded in the Company’s Consolidated Statements of Operations as follows: (i) the service cost component is recorded in SG&A expenses, (ii) the Heritage Brands menswear transaction gain and the related special termination benefit costs are recorded in other gain and (iii) the other components are recorded in non-service related pension and postretirement income.

The accumulated benefit obligations (Pension Plans and SERP Plans) were as follows:
Pension PlansSERP Plans
(In millions)2023202220232022
Accumulated benefit obligation$527.9 $547.0 $46.9 $52.7 
As of February 4, 2024, one of the Company’s Pension Plans had projected benefit obligations and accumulated benefit obligations in excess of plan assets. As of January 29, 2023, both of the Company’s Pension Plans had projected benefit obligations in excess of plan assets and one of the Company’s Pension Plans had accumulated benefit obligations in excess of plan assets. The balances were as follows:
(In millions, except plan count)20232022
Number of plans with projected benefit obligations in excess of plan assets1 2 
Aggregate projected benefit obligation$2.4 $573.2 
Aggregate fair value of related plan assets$2.2 $570.2 
Number of plans with accumulated benefit obligations in excess of plan assets1 1 
Aggregate accumulated benefit obligation$2.4 $2.6 
Aggregate fair value of related plan assets$2.2 $2.5 

As of February 4, 2024 and January 29, 2023, all of the Company’s SERP Plans had projected benefit obligations and accumulated benefit obligations in excess of plan assets as the plans are unfunded.

Significant weighted average rate assumptions used in determining the projected and accumulated benefit obligations at the end of each year and benefit cost in the following year were as follows:
 202320222021
Discount rate (applies to Pension Plans and SERP Plans)5.63 %5.19 %3.31 %
Discount rate (applies to Postretirement Plans)
5.36 %4.98 %2.89 %
Rate of increase in compensation levels (applies to Pension Plans)4.00 %4.00 %4.00 %
Expected long-term rate of return on assets (applies to Pension Plans)6.25 %6.25 %6.00 %

To develop the expected long-term rate of return on assets assumption, the Company considered the historical level of the risk premium associated with the asset classes in which the portfolio is invested and the expectations for future returns of each asset class. The expected return for each asset class was then weighted based on the target asset allocation.

The assets of the Pension Plans are invested with the objective of being able to meet current and future benefit payment needs, while managing future contributions. The investment policy aims to earn a reasonable rate of return while minimizing the risk of large losses. Assets are diversified by asset class in order to reduce volatility of overall results from year to year and to take advantage of various investment opportunities. The assets of the Pension Plans are diversified among United States equities, international equities, fixed income investments and cash. The strategic target allocation for the Pension Plans as of February 4, 2024 was approximately 30% United States equities, 10% international equities and 60% fixed income investments and cash. Equity securities primarily include investments in large-, mid- and small-cap companies located in the United States and abroad. Fixed income securities include corporate bonds of companies from diversified industries, municipal bonds and commingled funds, and United States Treasury bonds. Actual investment allocations may vary from the Company’s target investment allocations due to prevailing market conditions.
In accordance with the fair value hierarchy described in Note 11, “Fair Value Measurements,” the following tables show the fair value of the total assets of the Pension Plans for each major category as of February 4, 2024 and January 29, 2023:
(In millions)
Fair Value Measurements as of
February 4, 2024(1)
Asset CategoryTotalQuoted Prices
In Active
Markets for
Identical Assets
(Level 1)		Observable
Inputs
(Level 2)		Unobservable
Inputs
(Level 3)
Equity securities:    
United States equities(2)
$45.1 $45.1 $— $— 
International equities(2)
0.3 0.3 — — 
United States equity fund(3)
114.1 — 114.1 — 
International equity funds(4)
61.1 25.5 35.6 — 
Fixed income securities:    
U.S. Treasury securities fund(5)
244.3 $— 244.3 — 
Government securities(6)
1.1 — 1.1 — 
Corporate securities(6)
81.6 — 81.6 — 
Short-term investment funds(7)
5.8 — 5.8 — 
Subtotal$553.4 $70.9 $482.5 $— 
Other assets and liabilities(8)
1.0    
Total$554.4    

(In millions)
Fair Value Measurements as of
January 29, 2023(1)
Asset CategoryTotalQuoted Prices
In Active
Markets for
Identical Assets
(Level 1)

Observable
Inputs
(Level 2)
Unobservable
Inputs
(Level 3)
Equity securities:    
United States equities(2)
$150.5 $150.5 $— $— 
International equities(2)
12.8 12.8 — — 
United States equity fund(3)
63.4 — 63.4 — 
International equity funds(4)
119.4 65.3 54.1 — 
Fixed income securities:    
Government securities(6)
62.0 — 62.0 — 
Corporate securities(6)
147.4 — 147.4 — 
Short-term investment funds(7)
15.5 — 15.5 — 
Subtotal$571.0 $228.6 $342.4 $— 
Other assets and liabilities(8)
(0.8)   
Total$570.2    

(1)The Company uses third party pricing services to determine the fair values of the financial instruments held by the pension plans. The Company obtains an understanding of the pricing services’ valuation methodologies and related inputs and validates a sample of prices by reviewing prices from other sources. The Company has not adjusted any prices received from the third party pricing services.
(2)Valued at the closing price or unadjusted quoted price in the active market in which the individual securities are traded.
(3)Valued at the net asset value of the fund, as determined by a pricing vendor or the fund family. The Company has the ability to redeem this investment at net asset value within the near term and therefore classifies this investment
within Level 2. This commingled fund invests in United States large cap equities of companies that track the Russell 1000 Index.
(4)Valued at the net asset value of the fund, either as determined by the closing price in the active market in which the individual fund is traded and classified within Level 1, or as determined by a pricing vendor or the fund family and classified within Level 2. This category includes funds that invest in equities of companies outside of the United States.
(5)Valued at the net asset value of the fund as determined by the fund family. The Company has the ability to redeem this investment at net asset value within the near term and therefore classifies this investment within Level 2. This commingled fund invests in U.S. Treasury STRIPS.
(6)Valued with bid evaluation pricing where the inputs are based on actual trades in active markets, when available, as well as observable market inputs that include actual and comparable trade data, market benchmarks, broker quotes, trading spreads and/or other applicable data.
(7)Valued at the net asset value of the funds, as determined by a pricing vendor or the fund family. The Company has the ability to redeem these investments at net asset value within the near term and therefore classifies these investments within Level 2. These funds invest in high-grade, short-term, money market instruments.
(8)This category includes other pension assets and liabilities such as pending trades and accrued income.

The Company believes that there are no significant concentrations of risk within the plan assets as of February 4, 2024.

Currently, the Company does not expect to make material contributions to the Pension Plans in 2024. The Company’s actual contributions may differ from planned contributions due to many factors, including changes in tax and other laws, as well as significant differences between expected and actual pension asset performance or interest rates. The expected benefit payments associated with the Pension Plans and SERP Plans, and expected benefit payments, net of retiree contributions, associated with the Postretirement Plans are as follows:
(In millions)  
Fiscal YearPension PlansSERP PlansPostretirement Plans
2024$42.2 $9.4 $0.5 
202543.3 6.2 0.5 
202643.0 5.4 0.5 
202743.0 5.1 0.4 
202841.9 4.6 0.4 
2029-2033194.2 18.2 1.4 

The Company has savings and retirement plans and a supplemental savings plan for the benefit of its eligible employees in the United States. The Company matches a portion of employee contributions to the plans. The Company began making on January 1, 2022 an additional contribution to these plans for employees in the United States hired on or after that date in lieu of their participation in the Pension Plan. In addition, as discussed above, subsequent to the June 30, 2024 freeze of the Pension Plans and supplemental pension plan, employees in the United States that were hired prior to January 1, 2022 will also receive an additional contribution to these plans. The Company also has defined contribution plans for certain employees in certain international locations, whereby the Company pays a percentage of the contribution for the employee. The Company’s contributions to these plans were $41.7 million, $37.7 million and $36.5 million in 2023, 2022 and 2021, respectively.

Beginning January 1, 2022, the Company has modified its supplemental savings plan such that participants can choose from a broader variety of investment options than were previously available for any contributions made subsequent to that date. Further, the Company has established a rabbi trust whereby the trust will hold investments that generally mirror the participants’ investment elections in the supplemental savings plan after January 1, 2022. The rabbi trust is considered a variable interest entity and it is consolidated in the Company’s financial statements because the Company is considered the primary beneficiary of the rabbi trust. As of February 4, 2024, the rabbi trust assets were $9.9 million. See Note 11, “Fair Value Measurements” for further discussion.