CATO 8-K
Cato Corp (CATO)
8-K
2024-05-28
For: 2024-05-23
View Original
Added on
April 11, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street NW
Washington, D.C. 29549
Form
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction
of Incorporation
(Commission
File Number)
(IRS Employer
Identification No.)
,
,
(Address of Principal Executive Offices)
(Zip Code)
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities
Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
2
THE CATO CORPORATION
Item 2.02. Results of Operations and Financial Condition
On May 23, 2024, The Cato Corporation issued a press release regarding its financial results for the first quarter
ending May 4, 2024. A copy of this press release is hereby incorporated as Exhibit 99.1 hereto.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 23, 2024, the Registrant held its Annual Meeting. The following are the voting results on each matter
submitted to the Registrant’s stockholders at the Annual Meeting. The proposals below are described in detail in the
Proxy Statement.
At the Annual Meeting, the two nominees for director were elected to the Registrant’s Board of Directors (Proposal
1 below).
In addition, management’s proposal regarding the selection of PricewaterhouseCoopers LLP as the Company’s
independent registered public accounting firm for the fiscal year ending February 1, 2025 was approved (Proposal 2
below).
Summary of Voting By Proposal
1. To elect Dr. Pamela L. Davies, Thomas B. Henson and Bryan F. Kennedy, each for a term expiring in 2026 and
until their successors are elected and qualified. Votes recorded, by nominee, were as follows:
Nominee
For
Abstain
Broker
Non-Votes
John P. D. Cato
24,769,119
3,047,577
5,792,278
Bailey W. Patrick
23,905,656
3,911,040
5,792,278
2. To approve, to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered
public accounting firm for the fiscal year ending February 1, 2025. The Company’s shareholders voted to
approve this proposal with 33,293, 856 for and 173,223 votes against. There were 141,895 abstentions.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit 104 – Cover Page Interactive Data File (embedded within Inline XBRL document)
3
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this
report to be signed on its behalf by the undersigned thereunto duly authorized.
May 28, 2024
/s/ John P. D. Cato
Date
John P. D. Cato
Chairman, President and
Chief Executive Officer
May 28, 2024
/s/ Charles D. Knight
Date
Charles D. Knight
Executive Vice President
Chief Financial Officer
4
Exhibit Index
Exhibit
Exhibit
No.
99.1
104 Cover page Interactive Data File (embedded within Inline
XBRL document)
104
EXHIBIT 99.1
NEWS RELEASE
FOR IMMEDIATE RELEASE
For Further Information Contact:
CATO REPORTS 1Q EARNINGS
CHARLOTTE, N.C. (May 23, 2024) – The Cato Corporation (NYSE: CATO) today reported net income of $11.0 million
or $0.54 per diluted share for the first quarter ended May 4, 2024, compared to net income of $4.4 million or $0.22 per
diluted share for the first quarter ended April 29, 2023.
Sales for the first quarter ended May 4, 2024 were $175.3 million, or a decrease of 8% from sales of $190.3 million for
the first quarter ended April 29, 2023. The Company’s same-store sales for the quarter decreased 6%.
"The pressure on our customers’ discretionary spending levels due to high interest rates and inflation continue to
negatively impact our sales,” said John Cato, Chairman, President and Chief Executive Officer.
“With the pressure on our
customers’ discretionary spending levels, we remain cautious about the remainder of the year
.
”
First quarter gross margin as a percentage of sales was 35.8% in both 2024 and 2023.
expense decreased to $56.8 million in 2024 from $61.9 million in 2023 due to decreases in equity compensation,
advertising, and store expenses including payroll, partially offset by increases in insurance expenses. Selling, General and
Administrative expense as a percentage of sales decreased to 32.4% in 2024 compared to 32.5% in 2023. Interest and
other income increased to $5.8 million in 2024 from $0.9 million in 2023 primarily due to a net gain on sale of land of
$3.2 million.
Income tax expense for the quarter decreased to $0.6 million in 2024 from
$2.1 million in 2023. The
decrease in tax expense is primarily due to valuation allowances against net deferred tax assets and the impact of the
foreign rate differential and lower state income taxes.
Additionally, the Company bought back 431,415 shares during the quarter.
During the first quarter ended May 4, 2024, the Company did not open any stores and permanently closed seven stores.
As of May 4, 2024, the Company operated 1,171 stores in 31 states, compared to 1,264 stores in 32 states as of April 29,
2023.
The Cato Corporation is a leading specialty retailer of value-priced fashion apparel and accessories operating three
concepts, “Cato,” “Versona” and “It’s Fashion.” The Company’s Cato stores offer exclusive merchandise with fashion
and quality comparable to mall specialty stores at low prices every day. The Company also offers exclusive merchandise
found in its Cato stores at www.catofashions.com. Versona is a unique fashion destination offering apparel and
accessories including jewelry, handbags and shoes at exceptional prices every day. Select Versona merchandise can also
be found at www.shopversona.com. It’s Fashion offers fashion with a focus on the latest trendy styles for the entire
family at low prices every day.
Statements in this press release that express a belief, expectation or intention, as well as those that are not a historical
fact,
results, activities or opportunities, and potential impacts and effects of interest rates, inflation or other factors that may
affect our customers’ discretionary spending or our costs are considered “forward-looking” within the meaning of The
Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on current expectations that
are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ
materially from those contemplated by the forward-looking statements. Such factors include, but are not limited to, any
actual or perceived deterioration in, or continuation of negative trends in, the conditions that drive consumer confidence
and spending, including, but not limited to, prevailing social, economic, political and public health conditions and
uncertainties, levels of unemployment, fuel, energy and food costs, inflation, wage rates, tax rates, interest rates, home
values, consumer net worth and the availability of credit; changes in laws, regulations or government policies affecting
our business including but not limited to tariffs; uncertainties regarding the impact of any governmental action regarding,
or responses to, the foregoing conditions; competitive factors and pricing pressures; our ability to predict and respond to
rapidly changing fashion trends and consumer demands; our ability to successfully implement our new store development
strategy to increase new store openings and the ability of any such new stores to grow and perform as expected;
underperformance or other factors that may lead to, or affect the volume of, store closures; adverse weather, public
health threats (including the global coronavirus (COVID-19) outbreak), acts of war or aggression or similar conditions
that may affect our merchandise supply chain, sales or operations; inventory risks due to shifts in market demand,
including the ability to liquidate excess inventory at anticipated margins; adverse developments or volatility affecting the
financial services industry or broader financial markets; and other factors discussed under “Risk Factors” in Part I, Item
1A of the Company’s most recently filed annual report on Form 10-K and in other reports the Company files with or
furnishes to the SEC from time to time. The Company does not undertake to publicly update or revise the forward-looking
statements even if experience or future changes make it clear that the projected results expressed or implied therein will
not be realized. The Company is not responsible for any changes made to this press release by wire or Internet services.
* * *
THE CATO CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
FOR THE PERIODS ENDED May 4, 2024 AND April 29, 2023
(Dollars in thousands, except per share data)
Quarter Ended
May 4
%
April 29
%
2024
Sales
2023
Sales
REVENUES
$
175,272
100.0%
$
190,311
100.0%
1,827
1.0%
1,739
0.9%
177,099
101.0%
192,050
100.9%
GROSS MARGIN (Memo)
62,767
32.5%
68,224
35.8%
COSTS AND EXPENSES, NET
112,505
64.2%
122,087
64.2%
56,752
32.4%
61,934
32.5%
2,040
1.2%
2,357
1.2%
(5,821)
-3.3%
(897)
-0.5%
165,476
94.4%
185,481
97.5%
Income Before Income Taxes
11,623
6.6%
6,569
3.5%
Income Tax Expense
649
0.4%
2,141
1.1%
Net Income (Loss)
$
10,974
6.3%
$
4,428
2.3%
Basic Earnings Per Share
$
0.54
$
0.22
Diluted Earnings Per Share
$
0.54
$
0.22
THE CATO CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
May 4,
February 3,
2024
2024
(Unaudited)
(Unaudited)
ASSETS
Current Assets
$
39,101
$
23,940
66,250
79,012
3,533
3,973
31,716
29,751
101,317
98,603
7,724
7,783
Total Current Assets
249,641
243,062
Property and Equipment - net
64,568
64,022
Other Assets
23,305
25,047
Right-of-Use Assets, net
139,635
154,686
$
477,149
$
486,817
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
$
127,997
$
126,900
Current Lease Liability
55,800
61,108
Noncurrent Liabilities
14,607
14,475
Lease Liability
81,834
92,013
Stockholders' Equity
196,911
192,321
$
477,149
$
486,817