8-K - WSM - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 13, 2024

Williams-Sonoma, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-14077	94-2203880
(State or other jurisdiction<br>of incorporation)	(Commission<br>File Number)	(IRS Employer<br>Identification No.)

3250 Van Ness Avenue, San Francisco, California 94109

(Address of principal executive offices)

Registrant’s telephone number, including area code (415) 421-7900

N/A

(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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class:	Trading <br>Symbol(s):	Name of each exchange<br>on which registered:
Common Stock, par value $.01 per share	WSM	New York Stock Exchange, Inc.

Indicate by check mark whether the registrant is an emerging growth company 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. ☐

Item 2.02. Results of Operations and Financial Condition

On March 13, 2024, the Company issued a press release announcing the Company’s financial results for its fourth quarter and fiscal year ended January 28, 2024. A copy of the Company’s press release is attached as Exhibit 99.1. The attached exhibit is provided under Item 2.02 of Form 8-K and is furnished to, but not filed with, the Securities and Exchange Commission.

Item 8.01. Other Events

On March 13, 2024, the Company issued a press release announcing that its Board of Directors authorized a 26% increase in the Company’s quarterly cash dividend and also approved a new $1 billion stock repurchase authorization, which supersedes the remaining outstanding under the Company’s current stock repurchase authorization. A copy of the Company’s press release is attached as Exhibit 99.2 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d)	List of Exhibits:
99.1	Press Release dated March 1 3 , 202 4 titled Williams-Sonoma, Inc. announces fourth quarter and fiscal year 202 3exhibit991fy2023q4earnings.htmresu lts ;Q4 comparable brand revenue -6.8 %;Q4 operating margin of 20.1 %;Q4 diluted EPS of $5.44 ;Quarterly dividend increase of 26%;n ew stock repurchase authorization of $1 billion .
99.2	Press Release dated March 1 3 , 202 4 titled Williams-Sonoma, Inc. announces a 26 % quarterly dividend increase and a new $1 billion stock repurchase authorization.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 hereunto duly authorized.

		WILLIAMS-SONOMA, INC.
Date: March 13, 2024	By:	/s/ Jeffrey E. Howie
		Jeffrey E. Howie
		Chief Financial Officer

Document

Exhibit 99.1

Williams-Sonoma, Inc. announces fourth quarter and fiscal year 2023 results

Q4 comparable brand revenue -6.8%

Q4 operating margin of 20.1%; Q4 diluted EPS of $5.44

Quarterly dividend increase of 26%; new stock repurchase authorization of $1 billion

San Francisco, CA, March 13, 2024 – Williams-Sonoma, Inc. (NYSE: WSM) today announced operating results for the fourth quarter and fiscal year ended January 28, 2024 (Fiscal 2023).

“We are pleased with our strong finish to 2023. We delivered an annual operating margin of 16.4% with full-year earnings per share of $14.85, beating our 2023 comp guidance of -10% to -12% and hitting our operating margin range of 16% to 16.5%,” said Laura Alber, President and Chief Executive Officer.

Alber concluded, “We outperformed in 2023 despite the slowest housing market in several decades and geopolitical unrest. Although this pressured our top-line trend, we stayed focused on full-price selling, supply chain efficiencies, and best-in-class customer service. We have transformed our business model and as a result, we delivered an operating margin well ahead of our pre-pandemic profitability.”

FOURTH QUARTER 2023 HIGHLIGHTS

•Comparable brand revenue -6.8% with a 2-year comp -7.4% and a 4-year comp +29.1%.

•Gross margin of 46.0% +480bps to LY with selling margin +560bps due to higher merchandise margins and lower costs from supply chain efficiencies, offset by occupancy deleverage of 80bps. Occupancy costs of $208 million, +2.1% to LY.

•SG&A rate of 25.9% +390bps to LY on a GAAP basis and +460bps to LY on a non-GAAP basis driven by employment and general expense deleverage. SG&A of $591 million, +9.3% to LY on a GAAP basis and +13.0% to LY on a non-GAAP basis.

•Operating income of $458 million with an operating margin of 20.1%.

•Diluted EPS of $5.44 per share.

FISCAL YEAR 2023 HIGHLIGHTS

•Comparable brand revenue -9.9% with a 2-year comp -3.4% and a 4-year comp +35.6%.

•Gross margin of 42.6%, +20bps to LY on a GAAP basis with selling margin +170bps due to higher merchandise margins and supply chain efficiencies, offset by occupancy deleverage of 150bps. Gross margin of 42.7%, +30bps to LY on a non-GAAP basis with selling margin +170bps due to higher merchandise margins and supply chain efficiencies, and occupancy deleverage of 140bps. Occupancy costs of $814 million, +3.7% to LY on a GAAP basis and +3.6% on a non-GAAP basis.

•SG&A rate of 26.6%, +150bps to LY on a GAAP basis and 26.3%, +140bps to LY on a non-GAAP basis, driven by employment and general expense deleverage. GAAP SG&A of $2.1 billion, -5.5% to LY, and non-GAAP SG&A of $2.0 billion, -5.8% to LY.

•GAAP operating income of $1.24 billion with an operating margin of 16.1%; non-GAAP operating income of $1.27 billion with an operating margin of 16.4%.

•GAAP diluted EPS of $14.55 and non-GAAP diluted EPS of $14.85.

•Merchandise inventories -14.4% to LY to $1.2 billion.

•ROIC of 45.0% driven by net earnings.

•Maintained strong liquidity position of $1.3 billion in cash and $1.7 billion in operating cash flow enabling the company to deliver returns to stockholders of $545 million through $313 million in stock repurchases and $232 million in dividends.

DIVIDENDS AND STOCK REPURCHASE AUTHORIZATIONS

•Increased our quarterly dividend 26%, or $0.23, to $1.13 per share.

•Expanded our stock repurchase capacity to $1 billion, superseding the company's current stock repurchase authorization.

OUTLOOK

•In fiscal 2024, we expect annual net revenue growth in the range of -3% to +3% with comps in the range of -4.5% to +1.5%; and an operating margin between 16.5% to 16.8%.

•Fiscal 2024 is a 53-week year. Our financial statements will be prepared on a 53-week basis in fiscal 2024 and a 52-week basis in fiscal 2023. However, we will report comps on a 53-week versus 53-week comparable basis. All other year-over-year comparisons will be 53-weeks in fiscal 2024 versus 52-weeks in fiscal 2023. We expect the additional week in fiscal 2024 to contribute 150bps to revenue growth and 10bps to operating margin, both of which are reflected in our guidance.

•Over the long-term, we continue to expect mid-to-high single-digit annual net revenue growth with an operating margin in the mid-to-high teens.

CONFERENCE CALL AND WEBCAST INFORMATION

Williams-Sonoma, Inc. will host a live conference call today, March 13, 2024, at 7:00 A.M. (PT). The call will be open to the general public via live webcast and can be accessed at http://ir.williams-sonomainc.com/events. A replay of the webcast will be available at http://ir.williams-sonomainc.com/events.

CONTACT INFORMATION

Jeff Howie EVP, Chief Financial Officer – (415) 402 4324

Jeremy Brooks SVP, Chief Accounting Officer & Head of Investor Relations – (415) 733 2371

SEC REGULATION G — NON-GAAP INFORMATION

This press release includes non-GAAP financial measures. Exhibit 1 provides reconciliations of these non-GAAP financial measures to the most comparable financial measures calculated and presented in accordance with accounting principles generally accepted in the U.S. (“GAAP”). We have not provided a reconciliation of non-GAAP guidance measures to the corresponding GAAP measures on a forward-looking basis as we cannot do so without unreasonable efforts due to the potential variability and limited visibility of excluded items; these excluded items include exit costs associated with the closure of our West Coast manufacturing facility and the exiting of Aperture, a division of our Outward, Inc. subsidiary, as well as costs related to reduction-in-force initiatives. For the same reasons, we are unable to address the probable significance of such excluded items. We believe that these non-GAAP financial measures, when reviewed in conjunction with GAAP financial measures, can provide meaningful supplemental information for investors regarding the performance of our business and facilitate a meaningful evaluation of current period performance on a comparable basis with prior periods. Our management uses these non-GAAP financial measures in order to have comparable financial results to analyze changes in our underlying business from quarter to quarter. In addition, certain other items may be excluded from non-GAAP financial measures when the company believes this provides greater clarity to management and investors. These non-GAAP financial measures should be considered as a supplement to, and not as a substitute for or superior to the GAAP financial measures presented in this press release and our financial statements and other publicly filed reports. Non-GAAP measures as presented herein may not be comparable to similarly titled measures used by other companies.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they do not fully materialize or are proven incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. Such forward-looking statements include, among other things, statements in the quotes of our President and Chief Executive Officer and our fiscal year 2024 outlook and long-term financial targets.

The risks and uncertainties that could cause our results to differ materially from those expressed or implied by such forward-looking statements include: continuing changes in general economic conditions, and the impact on consumer confidence and consumer spending; the continuing impact of inflation and measures to control inflation, including changing interest rates, on consumer spending; war in Ukraine and the Middle East, and shortages of various raw materials on our global supply chain, retail store operations and customer demand; labor and material shortages; the outcome of our growth initiatives; new interpretations of or changes to current accounting rules; our ability to anticipate consumer preferences and buying trends; dependence on timely introduction and customer acceptance of our merchandise; changes in consumer spending based on weather, political, competitive and other conditions beyond our control; delays in store openings; competition from companies with concepts or products similar to ours; timely and effective sourcing of merchandise from our foreign and domestic vendors and delivery of merchandise through our supply chain to our stores and customers; effective inventory management; our ability to manage customer returns; uncertainties in e-marketing, infrastructure and regulation; multi-channel and multi-brand complexities; our ability to introduce new brands and brand extensions; challenges associated with our increasing global presence; dependence on external funding sources for operating capital; disruptions in the financial markets; our ability to control employment, occupancy, supply chain, product, transportation and other operating costs; our ability to improve our systems and processes; changes to our information technology infrastructure; general political, economic and market conditions and events, including war, conflict or acts of terrorism; the impact of current and potential future tariffs and our ability to mitigate impacts; the potential for increased corporate income taxes; and other risks and uncertainties described more fully in our public announcements, reports to stockholders and other documents filed with or furnished to the SEC, including our Annual Report on Form 10-K for the fiscal year ended January 29, 2023 and all subsequent quarterly reports on Form 10-Q and current reports on Form 8-K. We have not filed our Form 10-K for the fiscal year ended January 28, 2024. As a result, all financial results described here should be considered preliminary, and are subject to change to reflect any necessary adjustments or changes in accounting estimates that are identified prior to the time we file the Form 10-K. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we assume no obligation to update these forward-looking statements.

ABOUT WILLIAMS-SONOMA, INC.

Williams-Sonoma, Inc. is the world’s largest digital-first, design-led and sustainable home retailer. The company’s products, representing distinct merchandise strategies — Williams Sonoma, Pottery Barn, Pottery Barn Kids, Pottery Barn Teen, West Elm, Williams Sonoma Home, Rejuvenation, Mark and Graham, and GreenRow — are marketed through e-commerce websites, direct-mail catalogs and retail stores. These brands are also part of The Key Rewards, our loyalty and credit card program that offers members exclusive benefits across the Williams-Sonoma family of brands. We operate in the U.S., Puerto Rico, Canada, Australia and the United Kingdom, offer international shipping to customers worldwide, and have unaffiliated franchisees that operate stores in the Middle East, the Philippines, Mexico, South Korea and India, as well as e-commerce websites in certain locations. We are also proud to be a leader in our industry with our values-based culture and commitment to achieving our sustainability goals. Our company is Good By Design — we’ve deeply ingrained sustainability into our business. From our factories to your home, we’re united in a shared purpose to care for our people and our planet.

For more information on our sustainability efforts, please visit: https://sustainability.williams-sonomainc.com/

WSM-IR

Condensed Consolidated Statements of Earnings (unaudited)

	For the Thirteen Weeks Ended
	January 28, 2024			January 29, 2023
(In thousands, except per share amounts)		% of<br>Revenues			% of<br>Revenues
Net revenues		100.0	%		100.0	%
Cost of goods sold	1,230,322	54.0		1,443,229	58.8
Gross profit	1,048,615	46.0		1,009,850	41.2
Selling, general and administrative expenses	590,524	25.9		540,063	22.0
Operating income	458,091	20.1		469,787	19.2
Interest income, net	13,147	0.6		1,383	0.1
Earnings before income taxes	471,238	20.7		471,170	19.2
Income taxes	116,799	5.1		116,177	4.7
Net earnings		15.6	%		14.5	%
Earnings per share (EPS):
Basic
Diluted
Shares used in calculation of EPS:
Basic	64,143			66,349
Diluted	65,147			67,201

All values are in US Dollars.

4th Quarter Net Revenues and Comparable Brand Revenue Growth (Decline)1
	Net Revenues				Comparable Brand Revenue<br>Growth (Decline)
(In millions, except percentages)	Q4 23		Q4 22		Q4 23		Q4 22
Pottery Barn	$	874	$	967	(9.6)	%	5.8	%
West Elm	453		534		(15.3)		(10.7)
Williams Sonoma	524		524		1.6		(2.5)
Pottery Barn Kids and Teen	311		323		(2.5)		4.0
Other2	117		105		N/A		N/A
Total	$	2,279	$	2,453	(6.8)	%	(0.6)	%
1 See the Company’s 10-K and 10-Q filings for the definition of comparable brand revenue, which is calculated on a 13-week basis for Q4 2023 and Q4 2022, and includes business-to-business revenues.<br><br>2 Primarily consists of net revenues from Rejuvenation, our international franchise operations, Mark and Graham and GreenRow.

Condensed Consolidated Statements of Earnings (unaudited)

	For the Fiscal Year Ended
	January 28, 2024			January 29, 2023
(In thousands, except per share amounts)		% of<br>Revenues			% of<br>Revenues
Net revenues		100.0	%		100.0	%
Cost of goods sold	4,447,051	57.4		4,996,684	57.6
Gross profit	3,303,601	42.6		3,677,733	42.4
Selling, general and administrative expenses	2,059,408	26.6		2,179,311	25.1
Operating income	1,244,193	16.1		1,498,422	17.3
Interest income, net	29,162	0.4		2,260	—
Earnings before income taxes	1,273,355	16.4		1,500,682	17.3
Income taxes	323,593	4.2		372,778	4.3
Net earnings		12.3	%		13.0	%
Earnings per share (EPS):
Basic
Diluted
Shares used in calculation of EPS:
Basic	64,574			68,021
Diluted	65,272			69,100

All values are in US Dollars.

Fiscal Year Net Revenues and Comparable Brand Revenue Growth (Decline)1
	Net Revenues				Comparable Brand Revenue<br>Growth (Decline)
(In millions, except percentages)	FY 23		FY 22		FY 23		FY 22
Pottery Barn	$	3,206	$	3,556	(9.7)	%	14.9	%
West Elm	1,855		2,278		(18.8)		2.5
Williams Sonoma	1,260		1,287		(0.7)		(1.7)
Pottery Barn Kids and Teen	1,060		1,133		(5.5)		0.4
Other2	370		420		N/A		N/A
Total	$	7,751	$	8,674	(9.9)	%	6.5	%
1 See the Company’s 10-K and 10-Q filings for the definition of comparable brand revenue, which is calculated on a 52-week basis for fiscal 2023 and fiscal 2022, and includes business-to-business revenues.<br><br>2 Primarily consists of net revenues from Rejuvenation, our international franchise operations, Mark and Graham and GreenRow.

Condensed Consolidated Balance Sheets (unaudited)

	As of
(In thousands, except per share amounts)	January 28, 2024		January 29, 2023
Assets
Current assets
Cash and cash equivalents	$	1,262,007	$	367,344
Accounts receivable, net	122,914		115,685
Merchandise inventories, net	1,246,369		1,456,123
Prepaid expenses	59,466		64,961
Other current assets	29,041		31,967
Total current assets	2,719,797		2,036,080
Property and equipment, net	1,013,189		1,065,381
Operating lease right-of-use assets	1,229,650		1,286,452
Deferred income taxes, net	110,656		81,389
Goodwill	77,306		77,307
Other long-term assets, net	122,950		116,407
Total assets	$	5,273,548	$	4,663,016
Liabilities and stockholders' equity
Current liabilities
Accounts payable	$	607,877	$	508,321
Accrued expenses	264,306		247,594
Gift card and other deferred revenue	573,904		479,229
Income taxes payable	96,554		61,204
Operating lease liabilities	234,517		231,965
Other current liabilities	103,157		108,138
Total current liabilities	1,880,315		1,636,451
Long-term operating lease liabilities	1,156,104		1,211,693
Other long-term liabilities	109,268		113,821
Total liabilities	3,145,687		2,961,965
Stockholders' equity
Preferred stock: $0.01 par value; 7,500 shares authorized, none issued	—		—
Common stock: $0.01 par value; 253,125 shares authorized; 64,151 and 66,226 shares issued and outstanding at January 28, 2024 and January 29, 2023, respectively	642		663
Additional paid-in capital	588,602		573,117
Retained earnings	1,555,595		1,141,819
Accumulated other comprehensive loss	(15,552)		(13,809)
Treasury stock, at cost	(1,426)		(739)
Total stockholders' equity	2,127,861		1,701,051
Total liabilities and stockholders' equity	$	5,273,548	$	4,663,016

Retail Store Data<br>(unaudited)
	Beginning of quarter			End of quarter	As of
	October 29, 2023	Openings	Closings	January 28, 2024	January 29, 2023
Pottery Barn	191	1	(8)	184	188
Williams Sonoma	163	—	(7)	156	165
West Elm	123	—	(2)	121	122
Pottery Barn Kids	46	—	—	46	46
Rejuvenation	10	1	—	11	9
Total	533	2	(17)	518	530

Condensed Consolidated Statements of Cash Flows (unaudited)

	For the Fiscal Year Ended
(In thousands)	January 28, 2024		January 29, 2023
Cash flows from operating activities:
Net earnings	$	949,762	$	1,127,904
Adjustments to reconcile net earnings to net cash provided by (used in) operating <br> activities:
Depreciation and amortization	232,590		214,153
Loss on disposal/impairment of assets	21,869		25,116
Non-cash lease expense	255,286		231,350
Deferred income taxes	(29,085)		(23,823)
Stock-based compensation expense	84,754		90,268
Other	(2,796)		(2,339)
Changes in:
Accounts receivable	(7,461)		15,687
Merchandise inventories	209,168		(208,908)
Prepaid expenses and other assets	1,016		(11,823)
Accounts payable	99,043		(113,521)
Accrued expenses and other liabilities	4,935		(61,995)
Gift card and other deferred revenue	95,005		31,839
Operating lease liabilities	(269,162)		(242,855)
Income taxes payable	35,349		(18,231)
Net cash provided by operating activities	1,680,273		1,052,822
Cash flows from investing activities:
Purchases of property and equipment	(188,458)		(354,117)
Other	201		162
Net cash used in investing activities	(188,257)		(353,955)
Cash flows from financing activities:
Repurchases of common stock	(313,001)		(880,038)
Payment of dividends	(232,475)		(217,345)
Tax withholdings related to stock-based awards	(52,831)		(81,290)
Net cash used in financing activities	(598,307)		(1,178,673)
Effect of exchange rates on cash and cash equivalents	954		(3,188)
Net increase (decrease) in cash and cash equivalents	894,663		(482,994)
Cash and cash equivalents at beginning of period	367,344		850,338
Cash and cash equivalents at end of period	$	1,262,007	$	367,344

Exhibit 1

GAAP to Non-GAAP Reconciliation(unaudited)
						For the Fiscal Year Ended
			January 29, 2023			January 28, 2024			January 29, 2023
(In thousands, except per share data)	% of<br>revenues			% of<br>revenues			% of<br>revenues			% of<br>revenues
Occupancy costs	9.1	%		8.3	%		10.5	%		9.1	%
Exit Costs1			—			(239)			—
Non-GAAP occupancy costs	9.1	%		8.3	%		10.5	%		9.1	%
Gross profit	46.0	%		41.2	%		42.6	%		42.4	%
Exit Costs1			—			2,141			—
Non-GAAP gross profit	46.0	%		41.2	%		42.7	%		42.4	%
Selling, general and administrative expenses	25.9	%		22.0	%		26.6	%		25.1	%
Impairment of Aperture2			(17,687)			—			(17,687)
Exit Costs1			—			(15,790)			—
Reduction-in-force Initiatives3			—			(8,316)			—
Non-GAAP selling, general and administrative expenses	25.9	%		21.3	%		26.3	%		24.9	%
Operating income	20.1	%		19.2	%		16.1	%		17.3	%
Impairment of Aperture2			17,687			—			17,687
Exit Costs1			—			17,931			—
Reduction-in-force Initiatives3			—			8,316			—
Non-GAAP operating income	20.1	%		19.9	%		16.4	%		17.5	%
	Tax rate			Tax rate			Tax rate			Tax rate
Income taxes	24.8	%		24.7	%		25.4	%		24.8	%
Impairment of Aperture2			2,840			—			2,840
Exit Costs1			—			4,690			—
Reduction-in-force Initiatives3			—			2,174			—
Non-GAAP income taxes	24.8	%		24.4	%		25.4	%		24.7	%
Diluted EPS
Impairment of Aperture2			0.22			—			0.21
Exit Costs1			—			0.20			—
Reduction-in-force Initiatives3			—			0.09			—
Non-GAAP diluted EPS4
1 During Q1 2023, we incurred exit costs of 17.9 million, including 9.3 million associated with the closure of our West Coast manufacturing facility and 8.6 million associated with the exiting of Aperture, a division of our Outward, Inc. subsidiary.
2 During Q4 2022, we incurred an impairment charge of approximately 17.7 million, including 9.7 million related to the impairment of software and hardware and 8.0 million related to the impairment of goodwill, associated with Aperture, a division of our Outward, Inc. subsidiary.
3During Q1 2023, we incurred costs related to reduction-in-force initiatives of 8.3 million primarily in our corporate functions.
4Per share amounts may not sum due to rounding to the nearest cent per diluted share.

All values are in US Dollars.

Return on Invested Capital (“ROIC”)

We believe ROIC is a useful financial measure for investors in evaluating the efficient and effective use of capital, and is an important component of long-term shareholder return.

The following table presents the calculation of ROIC, together with a reconciliation of net earnings to non-GAAP net operating profit after tax ("NOPAT"):

	For the Fiscal Year Ended
(In thousands)	January 28, 2024
Net earnings	$	949,762
Interest income, net	(29,162)
Income taxes	323,593
Operating income	1,244,193
Exit Costs 1	17,931
Reduction-in-force Initiatives 1	8,316
Operating lease costs	296,779
Adjusted Operating Income	1,567,219
Income tax adjustment 2	(398,074)
NOPAT (numerator)	$	1,169,145
1For more information on the nature of these adjustments, see the footnotes to the GAAP to Non-GAAP Reconciliation.
2Adjustment reflects a hypothetical provision for income taxes on adjusted operating income, using the Company's effective tax rate of 25.4%.
	As of
---	---	---	---	---	---	---	---
(In thousands)	January 28, 2024		January 29, 2023		Average
Total assets	$	5,273,548	$	4,663,016
Total current liabilities	(1,880,315)		(1,636,451)
Cash in excess of $200 million	(1,062,007)		(167,344)
Invested capital (denominator)	$	2,331,226	$	2,859,221	$	2,595,224
Return on invested capital					45.0		%

SEC Regulation G – Non-GAAP Information

These tables include non-GAAP occupancy costs, gross profit, gross margin, selling, general and administrative expense, operating income, Adjusted Operating Income, operating margin, income taxes, effective tax rate and diluted EPS. We believe that these non-GAAP financial measures provide meaningful supplemental information for investors regarding the performance of our business and facilitate a meaningful evaluation of our quarterly actual results on a comparable basis with prior periods. Our management uses these non-GAAP financial measures in order to have comparable financial results to analyze changes in our underlying business from quarter to quarter. These non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP.

Document

Exhibit 99.2

CONTACT:
Jeff Howie
EVP, Chief Financial Officer
(415) 402-4324

PRESS RELEASE

Williams-Sonoma, Inc. announces a 26% quarterly dividend increase and a new

$1 billion stock repurchase authorization

San Francisco, CA, March 13, 2024 – Williams-Sonoma, Inc. (NYSE: WSM) announced today that its Board of Directors has authorized a 26% increase in the company’s quarterly cash dividend to $1.13 per common share. The quarterly dividend is payable on May 24, 2024, to stockholders of record as of the close of business on April 19, 2024. The Board of Directors also approved a new $1 billion stock repurchase authorization, which supersedes the company’s current stock repurchase authorization.

“After our strong finish to 2023, we are proud to be positioned to increase our quarterly dividend 26% and expand our stock repurchase program to $1 billion,” said Laura Alber, President and Chief Executive Officer. “These actions reflect our on-going commitment to maximize shareholder value and deliver returns to our shareholders.”

“We are proud of our fifteen consecutive years of increased dividend payouts,” added Jeff Howie, Chief Financial Officer. “Over the last six years, we have returned over $3.7 billion to shareholders through dividends and share repurchases. Our consistent profitability, coupled with our strong cash flows, have positioned us to provide these returns to our shareholders.”

This new stock repurchase authorization is effective as of March 14, 2024, and results in $1 billion available for future repurchases under the company’s stock repurchase authorization. The company’s stock repurchase program authorizes the purchase of the company’s common stock through open market and privately negotiated transactions, including through Rule 10b5-1 plans, at such times and in such amounts as management deems appropriate. The timing and actual number of shares repurchased will depend on a variety of factors, including price, corporate and regulatory requirements, capital availability and other market conditions. The stock repurchase program does not have an expiration date and may be limited or terminated at any time without prior notice.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they do not fully materialize or are proven incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. Such forward-looking statements include statements relating to: our quarterly cash dividend; our stock repurchase program; our ability to continue to return capital to stockholders and maximize stockholder returns; and our long-term outlook.

operating capital; disruptions in the financial markets; our ability to control employment, occupancy, supply chain, product, transportation and other operating costs; our ability to improve our systems and processes; changes to our information technology infrastructure; general political, economic and market conditions and events, including war, conflict or acts of terrorism; the impact of current and potential future tariffs and our ability to mitigate impacts; the potential for increased corporate income taxes; and other risks and uncertainties described more fully in our public announcements, reports to stockholders and other documents filed with or furnished to the SEC, including our Annual Report on Form 10-K, our quarterly reports on Form 10-Q and our current reports on Form 8-K. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we assume no obligation to update these forward-looking statements.

ABOUT WILLIAMS-SONOMA, INC.

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