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Pay vs Performance Disclosure - USD ($)
12 Months Ended
Feb. 01, 2025
Feb. 03, 2024
Jan. 28, 2023
Jan. 29, 2022
Jan. 30, 2021
Feb. 01, 2020
Pay vs Performance Disclosure            
Pay vs Performance Disclosure, Table

Pay versus Performance

Pay versus Performance Table

The following table sets forth additional compensation information of our Principal Executive Officer (PEO) and our non-PEO Named Executive Officers (NEOs), along with Total Shareholder Return (TSR), Net Income, and Net Sales performance results for our Fiscal 2024, 2023, 2022, 2021, and 2020:

    

Value of Initial Fixed $100 

Average

 Investment 

Summary

Average

Based on:

Summary

Summary

Compensation

Compensation

Compensation  

Peer Group 

Compensation

Compensation

Compensation

 Actually Paid to

Table Total for

Actually Paid to 

Total  

 Total  

Net  

  Table Total for

Table Total for  

Actually Paid to

  Second

Non-PEO

Non-PEO

Shareholder  

Shareholder 

Income 

Net 

  First PEO

Second PEO 

  First PEO (2)(3)

PEO (2) (3)

 

NEOs

NEOs (2) (3)

Return (4)

 Return (5)

 (Loss) (6)

 Sales (6) (7)

Year (1)

    

 ($)

    

($)

    

($)

    

($)

     

($)

    

($)

    

 ($)

    

 ($)

    

 ($)

    

 ($)

2024

 

11,036,800

 

20,907,736

 

(1,152,491)

(8)

21,424,896

(8)

3,147,860

 

(426,140)

(8)

41.57

 

227.91

 

109

15,385

2023

 

8,962,889

 

N/A

 

9,769,583

(9)

N/A

5,883,271

 

6,169,062

(9)

75.08

 

174.14

 

317

 

16,586

2022

 

9,034,094

 

4,427,865

 

(57,026,989)

(10)

4,710,588

(10)

3,420,060

 

(3,655,769)

(10)

82.19

 

123.99

 

(19)

 

17,161

2021

 

12,924,834

 

N/A

 

34,227,502

(11)

N/A

 

4,016,239

 

8,475,219

(11)

148.59

 

149.72

 

938

 

18,471

2020

 

12,855,375

 

N/A

 

31,770,487

(12)

N/A

 

3,836,246

 

7,644,846

(12)

106.88

 

141.39

 

(163)

 

15,031

(1)Named Executive Officers included in the above table reflect the following:

Year

PEO #1

PEO #2

Non-PEOs

2024

Mr. Kingsbury

Mr. Buchanan

Ms. Timm, Mr. Hand, Mr. Jones, and Ms. Mc Feeney

2023

Mr. Kingsbury

N/A

Ms. Timm, Mr. Hand, Mr. Jones, Ms. Kent, and Mr. Alves

2022

Ms. Gass

Mr. Kingsbury

Ms. Timm, Mr. Chini, Ms. Mc Feeney, Ms. Raymond, Mr. Gaffney, and Mr. Revelle

2021

Ms. Gass

N/A

Ms. Timm, Mr. Howe, Mr. Revelle, and Mr. Gaffney

2020

Ms. Gass

N/A

Ms. Timm, Mr. Howe, Mr. Revelle, and Mr. Kelroy

(2)Fair value or change in fair value, as applicable, of equity awards in the “Compensation Actually Paid” columns was determined by reference to (a) for Restricted Stock Awards and Restricted Stock Units, closing stock price on applicable year-end date(s) or, in the case of vesting dates, the stock price at which the award vested; and (b) for Performance Share Units, the fair value calculated by a Monte Carlo simulation model as of the applicable year-end date(s) multiplied by the probability of achievement as of each such date.
(3)For the portion of “Compensation Actually Paid” that is based on year-end stock prices, the following per share prices were used:

2024

2023

2022

2021

2020

2019

$13.21

$26.40

$31.49

$60.16

$44.06

$42.75

(4)Cumulative TSR is calculated by dividing the sum of the cumulative amount of dividends for the applicable measurement period (assuming dividend reinvestment) and the difference between the Company’s share price at the end and the beginning of the measurement period by the Company’s share price at the beginning of the measurement period. Cumulative TSR for each fiscal year assumes an investment of $100 at the beginning of the applicable measurement period.
(5)Peer Group TSR reflects the Company’s 2024 peer group, which is the S&P 500 Consumer Discretionary Distribution & Retailing Index (formerly known as the S&P 500 Retailing Index), as reflected in our 2024 Annual Report on Form the 10-K, pursuant to Item 201(e) of Regulation S-K. The chart assumes an investment of $100 on February 1, 2020 and reinvestment of dividends. The calculations exclude trading commissions and taxes.
(6)Dollars in Millions.
(7)Net Sales is the financial performance measure that the Company believes to be the most important measure (that is not otherwise required to be disclosed in the table) it used in the most recent fiscal year to determine compensation.
(8)For Fiscal 2024, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

    

Average

 

First PEO

Second PEO

Non-PEO NEOs

 

Adjustments to Determine 2024 "Compensation Actually Paid”

($)

($)

($)

 

Total Reported in 2024 Summary Compensation Table (SCT)

 

11,036,800

 

20,907,736

 

3,147,860

Less, Value of Stock Awards Reported in SCT

 

(9,099,987)

 

(17,000,000)

 

(2,024,997)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

1,721,992

 

17,517,160

 

396,704

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

(4,811,296)

 

 

(1,758,077)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

 

 

(187,631)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

 

Total Adjustments

 

(12,189,291)

 

517,160

 

(3,574,000)

"Compensation Actually Paid" for Fiscal Year 2024

 

(1,152,491)

 

21,424,896

 

(426,140)

(9)For Fiscal 2023, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

Average

First PEO

Non-PEO NEOs

Adjustments to Determine 2023 "Compensation Actually Paid”

($)

($)

Total Reported in 2023 Summary Compensation Table (SCT)

 

8,962,889

 

5,883,271 (a)

Less, Value of Stock Awards Reported in SCT

 

(4,699,989)

 

(3,194,999)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

5,938,380

 

3,248,521

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

 

(67,486)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

399,648

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

(431,697)

 

(99,893)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

Total Adjustments

 

806,694

 

285,791

"Compensation Actually Paid" for Fiscal Year 2023

 

9,769,583

 

6,169,062

(a)As disclosed in Footnote 8 to the Summary Compensation Table, an immaterial administrative miscalculation affected the All Other Compensation value reported for one Named Executive Officer. This miscalculation has been corrected in the Average Non-PEO NEOs total reported above. As a result, the Average Non-PEO NEOs total reported above differs by $733 from the amount disclosed in the 2024 Proxy Statement.

(10)For Fiscal 2022, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

    

Average

 

First PEO

Second PEO

Non-PEO NEOs

 

Adjustments to Determine 2022 "Compensation Actually Paid”

($)

($)

($)

 

Total Reported in 2022 Summary Compensation Table (SCT)

 

9,034,094

 

4,427,865

 

3,420,060

Less, Value of Stock Awards Reported in SCT

 

(7,549,993)

 

(3,920,000)

 

(1,891,344)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

 

4,226,216

 

972,774

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

 

 

(2,905,529)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

67,135

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

143,079

 

(23,493)

 

(389,692)

(a)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

(58,654,169)

 

 

(2,929,173)

(a)

Total Adjustments

 

(66,061,083)

 

282,723

 

(7,075,829)

"Compensation Actually Paid" for Fiscal Year 2022

 

(57,026,989)

 

4,710,588

 

(3,655,769)

(a)In the 2023 Proxy Statement, a Non-PEO equity award was incorrectly classified as a Prior Year award that vested in Fiscal 2022 instead of a Prior Year award that failed to vest in Fiscal 2022. This classification has been corrected in the Average Non-PEO column and restated in the footnotes shown here. There is no impact to total adjustments or Compensation Actually Paid for Fiscal Year 2022.
(11)For Fiscal 2021, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

Average

First PEO

Non-PEO NEOs

Adjustments to Determine 2021 "Compensation Actually Paid”

($)

($)

Total Reported in 2021 Summary Compensation Table (SCT)

 

12,924,834

 

4,016,239

Less, Value of Stock Awards Reported in SCT

 

(7,250,011)

 

(1,375,046)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

14,444,589

 

2,739,579

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

12,179,438

 

2,675,545

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

1,928,652

 

418,902

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

Total Adjustments

 

21,302,668

 

4,458,980

"Compensation Actually Paid" for Fiscal Year 2021

 

34,227,502

 

8,475,219

(12)For Fiscal 2020, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

Average

First PEO

Non-PEO NEOs

Adjustments to Determine 2020 "Compensation Actually Paid”

($)

($)

Total Reported in 2020 Summary Compensation Table (SCT)

 

12,855,375

 

3,836,246

Less, Value of Stock Awards Reported in SCT

 

(8,853,685)

 

(1,962,007)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

35,993,323

 

7,091,195

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

(6,205,629)

 

(782,823)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

(2,018,897)

 

(537,765)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

Total Adjustments

 

18,915,112

 

3,808,600

"Compensation Actually Paid" for Fiscal Year 2020

 

31,770,487

 

7,644,846

         
Company Selected Measure Name Net Sales          
Named Executive Officers, Footnote
(1)Named Executive Officers included in the above table reflect the following:

Year

PEO #1

PEO #2

Non-PEOs

2024

Mr. Kingsbury

Mr. Buchanan

Ms. Timm, Mr. Hand, Mr. Jones, and Ms. Mc Feeney

2023

Mr. Kingsbury

N/A

Ms. Timm, Mr. Hand, Mr. Jones, Ms. Kent, and Mr. Alves

2022

Ms. Gass

Mr. Kingsbury

Ms. Timm, Mr. Chini, Ms. Mc Feeney, Ms. Raymond, Mr. Gaffney, and Mr. Revelle

2021

Ms. Gass

N/A

Ms. Timm, Mr. Howe, Mr. Revelle, and Mr. Gaffney

2020

Ms. Gass

N/A

Ms. Timm, Mr. Howe, Mr. Revelle, and Mr. Kelroy

         
Peer Group Issuers, Footnote
(5)Peer Group TSR reflects the Company’s 2024 peer group, which is the S&P 500 Consumer Discretionary Distribution & Retailing Index (formerly known as the S&P 500 Retailing Index), as reflected in our 2024 Annual Report on Form the 10-K, pursuant to Item 201(e) of Regulation S-K. The chart assumes an investment of $100 on February 1, 2020 and reinvestment of dividends. The calculations exclude trading commissions and taxes.
         
Adjustment To PEO Compensation, Footnote
(8)For Fiscal 2024, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

    

Average

 

First PEO

Second PEO

Non-PEO NEOs

 

Adjustments to Determine 2024 "Compensation Actually Paid”

($)

($)

($)

 

Total Reported in 2024 Summary Compensation Table (SCT)

 

11,036,800

 

20,907,736

 

3,147,860

Less, Value of Stock Awards Reported in SCT

 

(9,099,987)

 

(17,000,000)

 

(2,024,997)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

1,721,992

 

17,517,160

 

396,704

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

(4,811,296)

 

 

(1,758,077)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

 

 

(187,631)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

 

Total Adjustments

 

(12,189,291)

 

517,160

 

(3,574,000)

"Compensation Actually Paid" for Fiscal Year 2024

 

(1,152,491)

 

21,424,896

 

(426,140)

(9)For Fiscal 2023, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

Average

First PEO

Non-PEO NEOs

Adjustments to Determine 2023 "Compensation Actually Paid”

($)

($)

Total Reported in 2023 Summary Compensation Table (SCT)

 

8,962,889

 

5,883,271 (a)

Less, Value of Stock Awards Reported in SCT

 

(4,699,989)

 

(3,194,999)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

5,938,380

 

3,248,521

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

 

(67,486)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

399,648

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

(431,697)

 

(99,893)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

Total Adjustments

 

806,694

 

285,791

"Compensation Actually Paid" for Fiscal Year 2023

 

9,769,583

 

6,169,062

(a)As disclosed in Footnote 8 to the Summary Compensation Table, an immaterial administrative miscalculation affected the All Other Compensation value reported for one Named Executive Officer. This miscalculation has been corrected in the Average Non-PEO NEOs total reported above. As a result, the Average Non-PEO NEOs total reported above differs by $733 from the amount disclosed in the 2024 Proxy Statement.

(10)For Fiscal 2022, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

    

Average

 

First PEO

Second PEO

Non-PEO NEOs

 

Adjustments to Determine 2022 "Compensation Actually Paid”

($)

($)

($)

 

Total Reported in 2022 Summary Compensation Table (SCT)

 

9,034,094

 

4,427,865

 

3,420,060

Less, Value of Stock Awards Reported in SCT

 

(7,549,993)

 

(3,920,000)

 

(1,891,344)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

 

4,226,216

 

972,774

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

 

 

(2,905,529)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

67,135

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

143,079

 

(23,493)

 

(389,692)

(a)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

(58,654,169)

 

 

(2,929,173)

(a)

Total Adjustments

 

(66,061,083)

 

282,723

 

(7,075,829)

"Compensation Actually Paid" for Fiscal Year 2022

 

(57,026,989)

 

4,710,588

 

(3,655,769)

(a)In the 2023 Proxy Statement, a Non-PEO equity award was incorrectly classified as a Prior Year award that vested in Fiscal 2022 instead of a Prior Year award that failed to vest in Fiscal 2022. This classification has been corrected in the Average Non-PEO column and restated in the footnotes shown here. There is no impact to total adjustments or Compensation Actually Paid for Fiscal Year 2022.
(11)For Fiscal 2021, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

Average

First PEO

Non-PEO NEOs

Adjustments to Determine 2021 "Compensation Actually Paid”

($)

($)

Total Reported in 2021 Summary Compensation Table (SCT)

 

12,924,834

 

4,016,239

Less, Value of Stock Awards Reported in SCT

 

(7,250,011)

 

(1,375,046)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

14,444,589

 

2,739,579

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

12,179,438

 

2,675,545

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

1,928,652

 

418,902

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

Total Adjustments

 

21,302,668

 

4,458,980

"Compensation Actually Paid" for Fiscal Year 2021

 

34,227,502

 

8,475,219

(12)For Fiscal 2020, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

Average

First PEO

Non-PEO NEOs

Adjustments to Determine 2020 "Compensation Actually Paid”

($)

($)

Total Reported in 2020 Summary Compensation Table (SCT)

 

12,855,375

 

3,836,246

Less, Value of Stock Awards Reported in SCT

 

(8,853,685)

 

(1,962,007)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

35,993,323

 

7,091,195

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

(6,205,629)

 

(782,823)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

(2,018,897)

 

(537,765)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

Total Adjustments

 

18,915,112

 

3,808,600

"Compensation Actually Paid" for Fiscal Year 2020

 

31,770,487

 

7,644,846

         
Non-PEO NEO Average Total Compensation Amount $ 3,147,860 $ 5,883,271 $ 3,420,060 $ 4,016,239 $ 3,836,246  
Non-PEO NEO Average Compensation Actually Paid Amount $ (426,140) 6,169,062 (3,655,769) 8,475,219 7,644,846  
Adjustment to Non-PEO NEO Compensation Footnote
(8)For Fiscal 2024, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

    

Average

 

First PEO

Second PEO

Non-PEO NEOs

 

Adjustments to Determine 2024 "Compensation Actually Paid”

($)

($)

($)

 

Total Reported in 2024 Summary Compensation Table (SCT)

 

11,036,800

 

20,907,736

 

3,147,860

Less, Value of Stock Awards Reported in SCT

 

(9,099,987)

 

(17,000,000)

 

(2,024,997)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

1,721,992

 

17,517,160

 

396,704

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

(4,811,296)

 

 

(1,758,077)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

 

 

(187,631)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

 

Total Adjustments

 

(12,189,291)

 

517,160

 

(3,574,000)

"Compensation Actually Paid" for Fiscal Year 2024

 

(1,152,491)

 

21,424,896

 

(426,140)

(9)For Fiscal 2023, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

Average

First PEO

Non-PEO NEOs

Adjustments to Determine 2023 "Compensation Actually Paid”

($)

($)

Total Reported in 2023 Summary Compensation Table (SCT)

 

8,962,889

 

5,883,271 (a)

Less, Value of Stock Awards Reported in SCT

 

(4,699,989)

 

(3,194,999)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

5,938,380

 

3,248,521

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

 

(67,486)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

399,648

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

(431,697)

 

(99,893)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

Total Adjustments

 

806,694

 

285,791

"Compensation Actually Paid" for Fiscal Year 2023

 

9,769,583

 

6,169,062

(a)As disclosed in Footnote 8 to the Summary Compensation Table, an immaterial administrative miscalculation affected the All Other Compensation value reported for one Named Executive Officer. This miscalculation has been corrected in the Average Non-PEO NEOs total reported above. As a result, the Average Non-PEO NEOs total reported above differs by $733 from the amount disclosed in the 2024 Proxy Statement.

(10)For Fiscal 2022, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

    

Average

 

First PEO

Second PEO

Non-PEO NEOs

 

Adjustments to Determine 2022 "Compensation Actually Paid”

($)

($)

($)

 

Total Reported in 2022 Summary Compensation Table (SCT)

 

9,034,094

 

4,427,865

 

3,420,060

Less, Value of Stock Awards Reported in SCT

 

(7,549,993)

 

(3,920,000)

 

(1,891,344)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

 

4,226,216

 

972,774

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

 

 

(2,905,529)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

 

67,135

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

143,079

 

(23,493)

 

(389,692)

(a)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

(58,654,169)

 

 

(2,929,173)

(a)

Total Adjustments

 

(66,061,083)

 

282,723

 

(7,075,829)

"Compensation Actually Paid" for Fiscal Year 2022

 

(57,026,989)

 

4,710,588

 

(3,655,769)

(a)In the 2023 Proxy Statement, a Non-PEO equity award was incorrectly classified as a Prior Year award that vested in Fiscal 2022 instead of a Prior Year award that failed to vest in Fiscal 2022. This classification has been corrected in the Average Non-PEO column and restated in the footnotes shown here. There is no impact to total adjustments or Compensation Actually Paid for Fiscal Year 2022.
(11)For Fiscal 2021, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

Average

First PEO

Non-PEO NEOs

Adjustments to Determine 2021 "Compensation Actually Paid”

($)

($)

Total Reported in 2021 Summary Compensation Table (SCT)

 

12,924,834

 

4,016,239

Less, Value of Stock Awards Reported in SCT

 

(7,250,011)

 

(1,375,046)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

14,444,589

 

2,739,579

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

12,179,438

 

2,675,545

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

1,928,652

 

418,902

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

Total Adjustments

 

21,302,668

 

4,458,980

"Compensation Actually Paid" for Fiscal Year 2021

 

34,227,502

 

8,475,219

(12)For Fiscal 2020, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:

    

    

Average

First PEO

Non-PEO NEOs

Adjustments to Determine 2020 "Compensation Actually Paid”

($)

($)

Total Reported in 2020 Summary Compensation Table (SCT)

 

12,855,375

 

3,836,246

Less, Value of Stock Awards Reported in SCT

 

(8,853,685)

 

(1,962,007)

Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding

 

35,993,323

 

7,091,195

Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested

 

(6,205,629)

 

(782,823)

Plus, FMV of Awards Granted this Year and that Vested this Year

 

 

Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year

 

(2,018,897)

 

(537,765)

Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year

 

 

Total Adjustments

 

18,915,112

 

3,808,600

"Compensation Actually Paid" for Fiscal Year 2020

 

31,770,487

 

7,644,846

         
Compensation Actually Paid vs. Total Shareholder Return

Graphic

         
Compensation Actually Paid vs. Net Income

Graphic

         
Compensation Actually Paid vs. Company Selected Measure

Graphic

         
Total Shareholder Return Vs Peer Group

Graphic

         
Tabular List, Table

Important Financial Performance Measures

The following unranked performance measures reflect the Company’s most important performance measures used to link executive compensation to company performance in 2024. These performance measures were utilized by the Compensation Committee to assess company performance and determine annual cash incentives and equity awards paid to our PEO and Non-PEO Named Executive Officers in Fiscal 2024. For further information regarding these performance measures, refer to the “Compensation Discussion and Analysis” section of this Proxy Statement.

Most important Performance Measures for Fiscal 2024

Operating Margin

Merchandise Sales

Net Sales

         
Total Shareholder Return Amount $ 41.57 75.08 82.19 148.59 106.88  
Peer Group Total Shareholder Return Amount 227.91 174.14 123.99 149.72 141.39  
Net Income (Loss) $ 109,000,000 $ 317,000,000 $ (19,000,000) $ 938,000,000 $ (163,000,000)  
Company Selected Measure Amount 15,385,000,000 16,586,000,000 17,161,000,000 18,471,000,000 15,031,000,000  
Share Price $ 13.21 $ 26.4 $ 31.49 $ 60.16 $ 44.06 $ 42.75
Measure:: 1            
Pay vs Performance Disclosure            
Name Operating Margin          
Measure:: 2            
Pay vs Performance Disclosure            
Name Merchandise Sales          
Measure:: 3            
Pay vs Performance Disclosure            
Name Net Sales          
Non-GAAP Measure Description
(7)Net Sales is the financial performance measure that the Company believes to be the most important measure (that is not otherwise required to be disclosed in the table) it used in the most recent fiscal year to determine compensation.
         
Mr Kingsbury [Member]            
Pay vs Performance Disclosure            
PEO Total Compensation Amount $ 11,036,800 $ 8,962,889 $ 4,427,865      
PEO Actually Paid Compensation Amount (1,152,491) 9,769,583 4,710,588      
Mr Buchanan [Member]            
Pay vs Performance Disclosure            
PEO Total Compensation Amount 20,907,736          
PEO Actually Paid Compensation Amount 21,424,896          
Ms Gass [Member]            
Pay vs Performance Disclosure            
PEO Total Compensation Amount     9,034,094 $ 12,924,834 $ 12,855,375  
PEO Actually Paid Compensation Amount     (57,026,989) 34,227,502 31,770,487  
PEO | Mr Kingsbury [Member] | Equity Awards Adjustments            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount (12,189,291) 806,694 282,723      
PEO | Mr Kingsbury [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount (9,099,987) (4,699,989) (3,920,000)      
PEO | Mr Kingsbury [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount 1,721,992 5,938,380 4,226,216      
PEO | Mr Kingsbury [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount (4,811,296)      
PEO | Mr Kingsbury [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount      
PEO | Mr Kingsbury [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount (431,697) (23,493)      
PEO | Mr Kingsbury [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount      
PEO | Mr Buchanan [Member] | Equity Awards Adjustments            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount 517,160          
PEO | Mr Buchanan [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount (17,000,000)          
PEO | Mr Buchanan [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount 17,517,160          
PEO | Mr Buchanan [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount          
PEO | Mr Buchanan [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount          
PEO | Mr Buchanan [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount          
PEO | Mr Buchanan [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount          
PEO | Ms Gass [Member] | Equity Awards Adjustments            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount     (66,061,083) 21,302,668 18,915,112  
PEO | Ms Gass [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount     (7,549,993) (7,250,011) (8,853,685)  
PEO | Ms Gass [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount     14,444,589 35,993,323  
PEO | Ms Gass [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount     12,179,438 (6,205,629)  
PEO | Ms Gass [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount      
PEO | Ms Gass [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount     143,079 1,928,652 (2,018,897)  
PEO | Ms Gass [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount   (58,654,169)    
Non-PEO NEO | Equity Awards Adjustments            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount (3,574,000) 285,791 (7,075,829) 4,458,980 3,808,600  
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount (2,024,997) (3,194,999) (1,891,344) (1,375,046) (1,962,007)  
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount 396,704 3,248,521 972,774 2,739,579 7,091,195  
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount (1,758,077) (67,486) (2,905,529) 2,675,545 (782,823)  
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount 399,648 67,135  
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount (187,631) (99,893) (389,692) 418,902 (537,765)  
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year            
Pay vs Performance Disclosure            
Adjustment to Compensation, Amount $ (2,929,173)