Boot Barn首季淨銷售額增17.7%至5.935億美元，淨利潤升31.3%

Boot Barn Holdings, Inc._June 27, 2026
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Table of Contents 

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
​

​
FORM 10-Q
​
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended June 27, 2026
​
or
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from to
​
Commission File Number: 001-36711
​

​
Boot Barn Holdings, Inc.
(Exact name of registrant as specified in its charter)
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​
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Delaware
(State or other jurisdiction of
incorporation or organization)
​
90-0776290
(I.R.S. employer
identification no.)

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17100 Laguna Canyon Road
Irvine, California
(Address of principal executive offices)
​
92618
(Zip code)

(949) 453-4400
Registrant’s telephone number, including area code
​
Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading Symbol
Name of each exchange on which registered

Common Stock, $0.0001 par value
BOOT
New York Stock Exchange

​
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ⌧ No ◻
​
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ⌧ No ◻
​
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer ☒
​
Accelerated filer ☐
Emerging growth company ☐

Non-accelerated filer ☐
​
Smaller reporting 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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
​
As of July 24, 2026, the registrant had 30,284,844 shares of common stock outstanding, $0.0001 par value.
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Table of Contents 

Boot Barn Holdings, Inc. and Subsidiaries
Form 10-Q
For the Thirteen Weeks Ended June 27, 2026
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Page

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PART I.
FINANCIAL INFORMATION
​
3

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​
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​

Item 1.
Condensed Consolidated Financial Statements (Unaudited)
​
3

​
Condensed Consolidated Balance Sheets as of June 27, 2026 and March 28, 2026
​
3

​
Condensed Consolidated Statements of Operations for the Thirteen Weeks Ended June 27, 2026
​
4

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Condensed Consolidated Statements of Stockholders’ Equity for the Thirteen Weeks Ended June 27, 2026
​
5

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Condensed Consolidated Statements of Cash Flows for the Thirteen Weeks Ended June 27, 2026
​
6

​
Notes to Condensed Consolidated Financial Statements
​
7

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​
​

Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
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20

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Item 3.
Quantitative and Qualitative Disclosure About Market Risk
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29

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Item 4.
Controls and Procedures
​
29

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PART II.
OTHER INFORMATION
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29

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Item 1.
Legal Proceedings
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29

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Item 1A.
Risk Factors
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29

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Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
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30

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Item 3.
Defaults Upon Senior Securities
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30

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Item 4.
Mine Safety Disclosures
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30

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Item 5.
Other Information
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30

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Item 6.
Exhibits
​
32

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Signatures
​
33

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2

Table of Contents 

Part 1. Financial Information
​
Item 1.
Condensed Consolidated Financial Statements (Unaudited)

​
BOOT BARN HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data)
(Unaudited)
​

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​
​
June 27,
  ​ ​ ​
March 28,

​
  ​ ​ ​
2026
  ​ ​ ​
2026

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Assets
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​
​
​
​
​

Current assets:
​
​
​
​
​
​

Cash and cash equivalents
​
$
 139,262
​
$
 141,036

Accounts receivable, net
​
 
 29,387
​
 
 15,264

Inventories
​
 
 900,040
​
 
 844,637

Prepaid expenses and other current assets
​
 
 25,174
​
 
 33,462

Total current assets
​
 
 1,093,863
​
 
 1,034,399

Property and equipment, net
​
 
 542,618
​
 
 514,108

Right-of-use assets, net
​
​
 667,251
​
​
 638,425

Goodwill
​
 
 197,502
​
 
 197,502

Intangible assets, net
​
 
 58,981
​
 
 58,981

Other assets
​
 
 8,756
​
 
 6,660

Total assets
​
$
 2,568,971
​
$
 2,450,075

Liabilities and stockholders’ equity
​
​
​
​
​
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Current liabilities:
​
​
​
​
​
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Accounts payable
​
$
 176,477
​
$
 142,126

Accrued expenses and other current liabilities
​
 
 167,294
​
 
 159,103

Short-term lease liabilities
​
​
 88,557
​
​
 89,743

Total current liabilities
​
 
 432,328
​
 
 390,972

Deferred taxes
​
 
 53,964
​
 
 51,711

Long-term lease liabilities
​
​
 717,492
​
​
 683,737

Other liabilities
​
 
 6,437
​
 
 4,999

Total liabilities
​
​
 1,210,221
​
​
 1,131,419

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Commitments and contingencies (Note 7)
​
​
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Stockholders’ equity:
​
​
​
​
​
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Common stock, $0.0001 par value; June 27, 2026 - 100,000 shares authorized, 31,171 shares issued; March 28, 2026 - 100,000 shares authorized, 30,998 shares issued
​
 
 3
​
 
 3

Preferred stock, $0.0001 par value; 10,000 shares authorized, no shares issued or outstanding
​
 
 —
​
 
 —

Additional paid-in capital
​
 
 267,957
​
 
 263,253

Retained earnings
​
 
 1,199,960
​
 
 1,129,848

Less: Common stock held in treasury, at cost, 839 and 614 shares at June 27, 2026 and March 28, 2026, respectively
​
​
 (109,170)
​
​
 (74,448)

Total stockholders’ equity
​
 
 1,358,750
​
 
 1,318,656

Total liabilities and stockholders’ equity
​
$
 2,568,971
​
$
 2,450,075

​
The accompanying notes are an integral part of these condensed consolidated financial statements.
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​

3

Table of Contents 

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BOOT BARN HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
 (Unaudited)
​

​

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​
​
Thirteen Weeks Ended
​

​
​
June 27,
​
June 28,
​

​
  ​ ​ ​
2026
  ​ ​ ​
2025
  ​ ​ ​

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​
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Net sales
​
$
 593,515
​
$
 504,067
​

Cost of goods sold
​
 
 353,623
​
 
 306,846
​

Gross profit
​
 
 239,892
​
 
 197,221
​

Selling, general and administrative expenses
​
 
 149,366
​
 
 126,501
​

Income from operations
​
 
 90,526
​
 
 70,720
​

Interest expense
​
 
 347
​
 
 343
​

Other income, net
​
​
 2,226
​
​
 911
​

Income before income taxes
​
 
 92,405
​
 
 71,288
​

Income tax expense
​
 
 22,293
​
 
 17,880
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Net income
​
$
 70,112
​
$
 53,408
​

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Earnings per share:
​
​
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Basic
​
$
 2.31
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$
 1.75
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Diluted
​
$
 2.29
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$
 1.74
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Weighted average shares outstanding:
​
​
​
​
​
​
​

Basic
​
 
 30,361
​
 
 30,596
​

Diluted
​
 
 30,601
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 30,750
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The accompanying notes are an integral part of these condensed consolidated financial statements.
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​

4

Table of Contents 

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BOOT BARN HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands) 
(Unaudited)
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Additional
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Common Stock
​
Paid-In
​
Retained
​
Treasury Shares
​
 
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  ​ ​ ​
Shares
  ​ ​ ​
Amount
  ​ ​ ​
Capital
  ​ ​ ​
Earnings
  ​ ​ ​
Shares
  ​ ​ ​
Amount
  ​ ​ ​
Total

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Balance at March 28, 2026
​
 30,998
​
$
 3
​
$
 263,253
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$
 1,129,848
​
 (614)
​
$
 (74,448)
​
$
 1,318,656

 Net income
​
 —
​
​
 —
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 —
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​
 70,112
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 —
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 —
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​
 70,112

 Issuance of common stock related to stock-based compensation
​
 173
​
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 —
​
​
 192
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​
 —
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 —
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 —
​
​
 192

 Repurchase of common stock
​
 —
​
​
 —
​
​
 —
​
​
 —
​
 (158)
​
​
 (25,253)
​
​
 (25,253)

 Tax withholding for net share settlement
​
 —
​
​
 —
​
​
 —
​
​
 —
​
 (67)
​
​
 (9,469)
​
​
 (9,469)

 Stock-based compensation expense 
​
 —
​
​
 —
​
​
 4,512
​
​
 —
​
 —
​
​
 —
​
​
 4,512

Balance at June 27, 2026
​
 31,171
​
$
 3
​
$
 267,957
​
$
 1,199,960
​
 (839)
​
$
 (109,170)
​
$
 1,358,750

​
​
​
​
​
​
​
​
​
​
​
​
​
​
​
​
​
​
​
​

​
​
​
​
​
​
​
Additional
​
​
​
​
​
​
​
​
 
​

​
​
Common Stock
​
Paid-In
​
Retained
​
Treasury Shares
​
 
​

​
  ​ ​ ​
Shares
  ​ ​ ​
Amount
  ​ ​ ​
Capital
  ​ ​ ​
Earnings
​
Shares
  ​ ​ ​
Amount
​
Total

​
​
​

Balance at March 29, 2025
​
 30,892
​
$
 3
​
$
 246,725
​
$
 903,968
​
 (298)
​
$
 (19,639)
​
$
 1,131,057

 Net income
​
 —
​
​
 —
​
​
 —
​
​
 53,408
​
 —
​
​
 —
​
​
 53,408

 Issuance of common stock related to stock-based compensation
​
 91
​
​
 —
​
​
 87
​
​
 —
​
 —
​
​
 —
​
​
 87

 Repurchase of common stock
​
 —
​
​
 —
​
​
 —
​
​
 —
​
 (78)
​
​
 (12,627)
​
​
 (12,627)

 Tax withholding for net share settlement
​
 —
​
​
 —
​
​
 —
​
​
 —
​
 (29)
​
​
 (4,195)
​
​
 (4,195)

 Stock-based compensation expense 
​
 —
​
​
 —
​
​
 3,676
​
​
 —
​
 —
​
​
 —
​
​
 3,676

Balance at June 28, 2025
​
 30,983
​
$
 3
​
$
 250,488
​
$
 957,376
​
 (405)
​
$
 (36,461)
​
$
 1,171,406

​
The accompanying notes are an integral part of these condensed consolidated financial statements. 

5

Table of Contents 

 ​
BOOT BARN HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) 
(Unaudited)
​

​

​

​

​

​

​

​
​
Thirteen Weeks Ended

​
​
June 27,
  ​ ​ ​
June 28,

​
  ​ ​ ​
2026
  ​ ​ ​
2025

​
​
​
​
​
​
​

Cash flows from operating activities
​
​
​
​
​
​

Net income
​
$
 70,112
​
$
 53,408

Adjustments to reconcile net income to net cash provided by operating activities:
​
​
​
​
​
​

Depreciation
​
 
 22,254
​
 
 17,518

Stock-based compensation
​
 
 4,512
​
 
 3,676

Noncash lease expense
​
​
 22,302
​
​
 17,926

Amortization of debt issuance fees
​
 
 27
​
 
 27

Loss on disposal of assets
​
 
 752
​
 
 299

Deferred taxes
​
 
 2,253
​
 
 (733)

Changes in operating assets and liabilities:
​
​
​
​
​
​

Accounts receivable, net
​
 
 (14,064)
​
 
 1,751

Inventories
​
 
 (55,403)
​
 
 (26,869)

Prepaid expenses and other current assets
​
 
 8,261
​
 
 5,874

Other assets
​
 
 (2,096)
​
 
 (396)

Accounts payable
​
 
 36,346
​
 
 10,144

Accrued expenses and other current liabilities
​
 
 5,519
​
 
 (3,618)

Other liabilities
​
 
 1,438
​
 
 766

Operating leases
​
​
 (18,370)
​
​
 (5,923)

Net cash provided by operating activities
​
$
 83,843
​
$
 73,850

Cash flows from investing activities
​
​
​
​
​
​

Purchases of property and equipment
​
​
 (51,089)
​
​
 (31,462)

Net cash used in investing activities
​
$
 (51,089)
​
$
 (31,462)

Cash flows from financing activities
​
​
​
​
​
​

Repayments on finance lease obligations
​
​
 (248)
​
​
 (229)

Repurchases of common stock
​
​
 (25,003)
​
​
 (12,502)

Tax withholding payments for net share settlement
​
​
 (9,469)
​
​
 (4,195)

Proceeds from the exercise of stock options
​
​
 192
​
​
 87

Net cash used in financing activities
​
$
 (34,528)
​
$
 (16,839)

Net increase in cash and cash equivalents
​
​
 (1,774)
​
​
 25,549

Cash and cash equivalents, beginning of period
​
 
 141,036
​
 
 69,770

Cash and cash equivalents, end of period
​
$
 139,262
​
$
 95,319

​
​
​
​
​
​
​

Supplemental disclosures of cash flow information:
​
​
​
​
​
​

Cash paid for income taxes
​
$
 909
​
$
 592

Cash paid for interest
​
$
 316
​
$
 312

Supplemental disclosure of non-cash activities:
​
​
​
​
​
​

Unpaid purchases of property and equipment
​
$
 18,706
​
$
 17,973

​
The accompanying notes are an integral part of these condensed consolidated financial statements.
​

6

Table of Contents 

BOOT BARN HOLDINGS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
​
1. Business Operations
​
Boot Barn Holdings, Inc. (the “Company”), the parent holding company of the group of operating subsidiaries that conduct the Boot Barn business, was formed on November 17, 2011, and is incorporated in the State of Delaware. The equity of the Company consists of 100,000,000 authorized shares and 31,170,734 issued and 30,331,695 outstanding shares of common stock as of June 27, 2026. The shares of common stock have voting rights of one vote per share.
​
The Company operates specialty retail stores that sell western and work boots and related apparel and accessories. The Company operates retail locations throughout the United States and sells its merchandise via the internet. The Company operated a total of 566 stores in 49 states as of June 27, 2026 and 539 stores in 49 states as of March 28, 2026. As of June 27, 2026, all stores operated under the Boot Barn name.
​
Recent Developments
​
The Company’s business and opportunities for growth depend on consumer discretionary spending, and as such, the Company’s results are particularly sensitive to economic conditions and consumer confidence. Inflation, tariff and import/export regulations, and other challenges affecting the global economy could impact the Company’s operations and will depend on future developments, which are uncertain. These and other effects make it more challenging for management to estimate the future performance of the Company’s business, particularly over the near-to-medium term. For further discussion of the uncertainties and business risks affecting the Company, see Item 1A, Risk Factors, of the Company’s Annual Report on Form 10-K for the fiscal year ended March 28, 2026 filed with the Securities and Exchange Commission (the “SEC”) on May 14, 2026 (the “Fiscal 2026 10-K”). 
​
Basis of Presentation
​
The Company’s condensed consolidated financial statements as of June 27, 2026 and March 28, 2026 and for the thirteen weeks ended June 27, 2026 and June 28, 2025 are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), and include the accounts of the Company and each of its subsidiaries, consisting of Boot Barn, Inc., RCC Western Stores, Inc., Baskins Acquisition Holdings, LLC, Sheplers, LLC and Sheplers Holding LLC (together with Sheplers, LLC, “Sheplers”). All intercompany accounts and transactions among the Company and its subsidiaries have been eliminated in consolidation. The vast majority of the Company’s identifiable assets are in the United States. Certain information and footnote disclosures normally included in the Company’s annual consolidated financial statements have been condensed or omitted.
​
In the opinion of management, the interim condensed consolidated financial statements reflect all adjustments that are of a normal and recurring nature necessary to fairly present the Company’s financial position, results of operations and cash flows in all material respects as of the dates and for the periods presented. The results of operations presented in the interim condensed consolidated financial statements are not necessarily indicative of the full-year results that may be expected for the fiscal year ending March 27, 2027.
​
Fiscal Periods
​
The Company reports its results of operations and cash flows on a 52- or 53-week basis ending on the last Saturday of March unless April 1st is a Saturday, in which case the fiscal year ends on April 1st. In a 52-week year, each quarter includes thirteen weeks of operations; in a 53-week fiscal year, the first, second, and third quarters each include thirteen weeks of operations, and the fourth quarter includes fourteen weeks of operations. Both the current fiscal year ending on March 27, 2027 (“fiscal 2027”) and the fiscal year ended on March 28, 2026 (“fiscal 2026”) consist of 52 weeks. 
​

7

Table of Contents 

2. Summary of Significant Accounting Policies
​
Information regarding the Company’s significant accounting policies is contained in Note 2, “Summary of Significant Accounting Policies”, to the consolidated financial statements included in the Company’s Fiscal 2026 10-K. Presented below and in the following notes is supplemental information that should be read in conjunction with those consolidated financial statements.
​
Comprehensive Income
​
The Company does not have any components of other comprehensive income recorded within its condensed consolidated financial statements and, therefore, does not separately present a statement of comprehensive income in its condensed consolidated financial statements.
 ​
Segment Reporting
​
GAAP has established guidance for reporting information about a company’s operating segments, including disclosures related to a company’s products and services, geographic areas and major customers. The Company monitors and reviews its segment reporting structure in accordance with authoritative guidance to determine whether any changes have occurred that would impact its reportable segments. The Company’s chief operating decision maker (“CODM”) is its Chief Executive Officer. The CODM regularly reviews operations and financial performance at a consolidated level, based on a single operating segment. The Company operates as one operating and one reportable segment. Further, the Company’s operations represent one reporting unit for the purpose of its goodwill impairment analysis. 
​
Use of Estimates
​
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Among the significant estimates affecting the Company’s condensed consolidated financial statements are those relating to revenue recognition, lease accounting, inventories, goodwill, intangible and long-lived assets, stock-based compensation, and income taxes. Management regularly evaluates its estimates and assumptions based upon historical experience and various other factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. To the extent actual results differ from those estimates, the Company’s future results of operations may be affected.
​
Inventories
​
Inventories consist primarily of purchased merchandise and are valued at the lower of cost or net realizable value. Cost is determined using the weighted-average cost method and includes the cost of merchandise and import-related costs, including freight, duty, and agent commissions. The Company assesses the recoverability of inventory through a periodic review of historical usage and present demand. When the inventory on hand exceeds the foreseeable demand, the value of inventory that, at the time of the review, is not expected to be sold at or above cost is written down to its estimated net realizable value.
​
Leases
​
The Company follows Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 842, Leases. Operating and finance lease liabilities are recognized at the lease commencement date based on the present value of the fixed lease payments using the Company’s incremental borrowing rates for its population of leases. Related operating and finance lease right-of-use (“ROU”) assets are recognized based on the initial present value of the fixed lease payments, reduced by cash payments received from landlords as lease incentives, plus any prepaid rent and other direct costs from executing the leases. Amortization of both operating and finance lease ROU assets is performed on a straight-line basis and recorded as part of rent expense in cost of goods sold and selling, general and 

8

Table of Contents 

administrative expenses on the consolidated statements of operations. The majority of total lease costs, related to the Company’s retail stores and distribution centers, is recorded as part of cost of goods sold, with the balance recorded in selling, general and administrative expenses on the condensed consolidated statements of operations. The interest expense amortization component of the finance lease liabilities is recorded within interest expense on the condensed consolidated statements of operations. 
​
Leases with initial terms of 12 months or less are not recorded on the balance sheet; the Company recognizes lease expense for these leases on a straight-line basis over the lease term. Variable lease payments are recognized as lease expense as they are incurred.
​
Fair Value of Certain Financial Assets and Liabilities
​
The Company follows FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”), which requires disclosure of the estimated fair value of certain assets and liabilities defined by the guidance as financial instruments. The Company’s financial instruments consist principally of cash and cash equivalents, accounts receivable, accounts payable, and debt. ASC 820 defines the fair value of financial instruments as the price that would be received from the sale of an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 establishes a three-level hierarchy for disclosure that is based on the extent and level of judgment used to estimate the fair value of assets and liabilities.
​
●Level 1 uses unadjusted quoted prices that are available in active markets for identical assets or liabilities.
​
●Level 2 uses inputs other than quoted prices included in Level 1 that are either directly or indirectly observable through correlation with market data. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and inputs to valuation models or other pricing methodologies that do not require significant judgment because the inputs used in the model, such as interest rates, incremental borrowing rates, and volatility, can be corroborated by readily observable market data.
​
●Level 3 uses one or more significant inputs that are unobservable and supported by little or no market activity, and reflect the use of significant management judgment. Level 3 assets and liabilities include those whose fair value measurements are determined using pricing models, discounted cash flow methodologies or similar valuation techniques and significant management judgment or estimation. The Company’s Level 3 assets include certain acquired businesses and the evaluation of store impairment.
​
Cash and cash equivalents, accounts receivable, and accounts payable are classified according to the lowest level input that is significant to the fair value measurement. As a result, the asset or liability could be classified as Level 2 or Level 3 even though there may be certain significant inputs that are readily observable. The Company believes that the recorded values of its financial instruments approximates their current fair values because of their nature and respective relatively short maturity dates or duration.
​
Although a market quote for the fair value of its outstanding debt arrangement discussed in Note 5, “Revolving Credit Facility”, is not readily available, the Company believes that its carrying value approximates fair value due to the variable interest rates, which are Level 2 inputs. There were no material financial assets or liabilities requiring fair value measurements on a recurring basis as of June 27, 2026.
​
Stock Repurchases
In May 2025, the Company’s Board of Directors (the “Board”) authorized the Company to repurchase up to $200 million of its common stock (the “Repurchase Program”). Repurchases under the Repurchase Program may be made through a variety of methods, which could include open market purchases, which may or may not be pursuant to Rule 10b5-1 trading plans, privately negotiated transactions, block trades, accelerated share repurchase plans, or any combination of such methods. The timing and amount of shares repurchased will depend on the stock price, business and 

9

Table of Contents 

market conditions, corporate and regulatory requirements, alternative investment opportunities, acquisition opportunities, and other factors. The Company is not obligated to repurchase any specific amount of shares of common stock. The Repurchase Program does not have an expiration date and may be amended or terminated by the Board at any time without prior notice.
During the thirteen weeks ended June 27, 2026 and June 28, 2025, the Company repurchased 158,451 and 77,959 shares of common stock, respectively, for an aggregate purchase price (excluding excise tax) of $25.0 million and $12.5 million, respectively, under the Repurchase Program. As of June 27, 2026, there were $125.0 million in share repurchases remaining available under the Repurchase Program.
Revenue Recognition
Revenue is recorded for store sales upon the purchase of merchandise by customers. Transfer of control takes place at the point at which the customer receives and pays for the merchandise at the register. E-commerce sales are recorded when control transfers to the customer, which generally occurs upon delivery of the product. Shipping and handling revenues are included in total net sales. Shipping costs incurred by the Company are included in cost of goods sold. Sales taxes that are collected in connection with revenue transactions are withheld and remitted to the respective taxing authorities. As such, these taxes are excluded from revenue.
Revenue is recorded net of estimated and actual sales returns and deductions for coupon redemptions, estimated future award redemption, and other promotions. The sales returns reserve reflects an estimate of sales returns based on projected merchandise returns determined through the use of historical average return percentages. The total reserve for returns is recorded in accrued expenses and other current liabilities in the accompanying consolidated balance sheets. The Company accounts for the return asset and liability separately on a gross basis.
The Company maintains a customer loyalty program under which members accumulate points based on purchase activity. For members to maintain their active point balance, they must make a qualifying purchase of merchandise at least once in a 365-day period. Once a loyalty program member achieves a certain point level, the member earns awards that may be redeemed for credits on merchandise purchases. To redeem awards, the member must make a qualifying purchase of merchandise within 60 days of the date the award was granted. Unredeemed awards and accumulated partial points are accrued as unearned revenue until redemption or expiration and, upon redemption and expiration, recorded as an adjustment to net sales using the relative standalone selling price method. The unearned revenue for this program is recorded in accrued expenses and other current liabilities on the consolidated balance sheets and was $8.2 million and $6.7 million as of June 27, 2026 and June 28, 2025, respectively. The following table provides a reconciliation of the activity related to the Company’s customer loyalty program:
​
​

​

​

​

​

​

​

Customer Loyalty Program
  ​ ​ ​
​
​
​
​
​

(in thousands)
  ​ ​ ​
June 27, 2026
​
June 28, 2025

Beginning balance as of March 28, 2026 and March 29, 2025, respectively
  ​ ​ ​
$
 7,948
​
$
 6,168

 Year-to-date provisions
​
​
 6,052
​
​
 5,539

 Year-to-date award redemptions
​
​
 (5,774)
​
​
 (4,958)

Ending balance
​
$
 8,226
​
$
 6,749

​
Proceeds from the sale of gift cards are deferred until the customers use the cards to acquire merchandise. Gift cards, gift certificates, and store credits do not have expiration dates, and unredeemed gift cards, gift certificates, and store credits are subject to state escheatment laws. Amounts remaining after escheatment are recognized in net sales in the period escheatment occurs and the liability is considered to be extinguished. The Company defers recognition of a layaway sale and its related profit to the accounting period when the customer receives the layaway merchandise. Income from the redemption of gift cards, gift card breakage, and the sale of layaway merchandise is included in net sales. Deferred revenue is recorded in accrued expenses and other current liabilities in the consolidated balance sheets. The following table provides a reconciliation of the activity related to the Company’s gift card program:
​

10

Table of Contents 

​

​

​

​

​

​

​

Gift Card Program
  ​ ​ ​
​
​
​
​
​

(in thousands)
  ​ ​ ​
June 27, 2026
​
June 28, 2025

Beginning balance as of March 28, 2026 and March 29, 2025, respectively
  ​ ​ ​
$
 34,578
​
$
 28,285

 Year-to-date issued
​
​
 10,264
​
​
 9,309

 Year-to-date redemptions
​
​
 (10,929)
​
​
 (9,759)

Ending balance
​
$
 33,913
​
$
 27,835

​
​
Recent Accounting Pronouncements
In November 2024, the FASB issued Accounting Standards Update (“ASU”) No. 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures. This ASU requires additional disclosure of certain costs and expenses within the notes to the financial statements. The amendments in this ASU are required to be adopted for fiscal years beginning after December 15, 2026, with early adoption permitted. The amendments should be applied either prospectively or retrospectively. The Company is currently evaluating the impact of adoption on its financial disclosures.
3. Segment Reporting
The Company is an omni-channel lifestyle retail chain devoted to western and work-related footwear, apparel, and accessories in the United States, and derives revenue from customers purchasing product from the Company’s stores and e-commerce websites. The Company’s CODM is its Chief Executive Officer. The CODM regularly reviews operations and financial performance at a consolidated level. The Company operates as one operating and one reportable segment.
The CODM uses net income, as reported on the Condensed Consolidated Statement of Operations, to manage business activities on a consolidated basis and to evaluate and assess the performance of the Company when determining how to allocate capital resources. Segment performance is monitored and resource allocation is determined during the annual budget process. The CODM does not review segment assets at a different asset level or category than what is presented on the Condensed Consolidated Balance Sheet.

11

Table of Contents 

The following table presents information about our segment revenue, segment profit or loss, and significant expenses (in thousands):
​

​

​

​

​

​

​
Thirteen Weeks Ended

​
June 27,
​
June 28,

(In thousands)
2026
  ​ ​ ​
2025

Net Sales
$
 593,515
​
$
 504,067

Less:
​
​
​
​
​

Merchandise cost of goods sold1
​
 271,608
​
​
 241,667

Buying, occupancy, and distribution center expenses2
​
 82,015
​
​
 65,179

Gross profit
​
 239,892
​
​
 197,221

Selling expenses3
​
 110,197
​
​
 92,142

Other general and administrative expenses4
​
 39,169
​
​
 34,359

Income from operations
​
 90,526
​
​
 70,720

Other segment expenses5
​
 20,414
​
​
 17,312

Net income
$
 70,112
​
$
 53,408

1 Merchandise cost of goods sold includes the cost of merchandise, inbound and outbound freight, obsolescence and shrinkage provisions, supplier allowances, and inventory acquisition-related costs.
2 Buying, occupancy, and distribution center expenses include store and distribution center occupancy costs (including rent, depreciation, and utilities), occupancy-related taxes, and compensation costs for merchandise purchasing, exclusive brand design and development, sourcing, and distribution center personnel. Consolidated depreciation expense was $22.3 million and $17.5 million for the thirteen weeks ended June 27, 2026 and June 28, 2025, respectively.
3 Selling expenses include all store-level salaries and hourly labor costs, store overhead, and other operating costs, including advertising, pay-per-click, marketing campaigns, operating supplies, repairs and maintenance, credit card fees, and costs of third-party services.
4 Includes corporate compensation and benefits, travel expenses, corporate occupancy costs, stock-based compensation costs, legal and professional fees, insurance, and other related corporate costs.
5 Includes interest expense, other income/(loss), and income tax expense.
Disaggregated Revenue 
The Company disaggregates net sales into the following major merchandise categories:
​

​

​

​

​

​

​

​
  ​ ​ ​
​
Thirteen Weeks Ended

% of Net Sales
  ​ ​ ​
​
June 27, 2026
June 28, 2025

Footwear
  ​ ​ ​
​
47
%
48
%

Apparel
​
​
36
%
35
%

Hats, accessories and other
​
​
17
%
17
%

Total
​
​
100
%
100
%

​
The Company further disaggregates net sales between stores and e-commerce:
​

​

​

​

​

​

​

​
  ​ ​ ​
​
Thirteen Weeks Ended

% of Net Sales
  ​ ​ ​
​
June 27, 2026
June 28, 2025

Stores
  ​ ​ ​
​
92
%
91
%

E-commerce
​
​
8
%
9
%

Total
​
​
100
%
100
%

​
Geographic Information
Approximately 0.4% of the Company’s consolidated net sales for each of the thirteen weeks ended June 27, 2026 and June 28, 2025 were generated from customers outside of the United States. Substantially all of the Company’s long-lived assets are held in the United States.

12

Table of Contents 

4. Goodwill and Intangible Assets, Net
​
The Company performs its annual goodwill impairment assessment on the first day of its fourth fiscal quarter, or more frequently if it believes that indicators of impairment exist. The Company’s goodwill balance was $197.5 million as of both June 27, 2026 and March 28, 2026. As of June 27, 2026, the Company had identified no indicators of impairment with respect to its goodwill and intangible asset balances. 
​
During the thirteen weeks ended June 27, 2026 and June 28, 2025, the Company did not record any intangible asset impairment charges.
​
As of both June 27, 2026 and March 28, 2026, the Company had net indefinite lived intangible assets of $59.0 million.
​
During the thirteen weeks ended June 27, 2026 and June 28, 2025, the Company did not record amortization expense for intangible assets. 
​
5. Revolving Credit Facility
​
Under that certain Credit Agreement, dated as of June 29, 2015, by and among Wells Fargo Bank, National Association as agent (“Wells Fargo”), the lenders party thereto (collectively, the “Lenders”), Boot Barn, Inc. and Sheplers, LLC (together, the “Borrowers”), and the Company and Sheplers Holding LLC (together, the “Guarantors” and, together with Wells Fargo, the Lenders, and the Borrowers, the “Credit Agreement Parties”) (as amended by Amendment No. 1 to Credit Agreement, dated as of January 25, 2017, Amendment No. 2 to Credit Agreement and Amendment No. 1 to Collateral Agreement, dated as of May 26, 2017, Amendment No. 3 to Credit Agreement, dated as of as of June 6, 2019, Amendment No. 4 to Credit Agreement and Amendment No. 2 to Collateral Agreement, dated as of July 11, 2022 and Amendment No. 5 to Credit Agreement, dated as of March 11, 2026, the “Credit Agreement”), the Company had a $250.0 million syndicated senior secured asset-based revolving credit facility (the “Wells Fargo Revolver”). Under the Wells Fargo Revolver, the sublimit for letters of credit is $10.0 million, and the maturity date was July 11, 2027. On July 28, 2026, the Credit Agreement Parties and certain new lenders named therein entered into Amendment No. 6 to Credit Agreement (the “Credit Agreement Amendment”) to, among other things, increase the Wells Fargo Revolver to $500.0 million and extend the maturity date to July 28, 2031. For additional information regarding the Credit Agreement Amendment, see Note 11, “Subsequent Events.”
​
Revolving credit loans under the Wells Fargo Revolver bear interest at per annum rates equal to, at the Company’s option, either (i) Adjusted Term Secured Overnight Financing Rate (defined as “Term SOFR” for the applicable interest period plus a fixed credit spread adjustment of 0.10%) plus an applicable margin for Term SOFR loans, or (ii) the base rate plus an applicable margin for base rate loans. The base rate is calculated at the highest of (a) the federal funds rate plus 0.5%, (b) the Wells Fargo prime rate, and (c) Term SOFR for a one-month tenor in effect on such day plus 1.0%. The applicable margin is calculated based on a pricing grid that in each case is linked to quarterly average excess availability. For Term SOFR loans, the applicable margin ranges from 1.00% to 1.25%, and for base rate loans it ranges from 0.00% to 0.25%. The interest on base rate loans under the Wells Fargo Revolver is payable in quarterly installments ending on the maturity date and for Term SOFR loans is payable on the earlier of the last day of each interest period applicable thereto, or on each three-month interval of such interest period. The Company also pays a commitment fee of 0.25% per annum of the actual daily amount of the unutilized revolving loans.
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The borrowing base of the Wells Fargo Revolver is calculated on a monthly basis and is based on the amount of eligible credit card receivables, commercial accounts, inventory, and available reserves. 
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The amounts outstanding under the Wells Fargo Revolver and letter of credit commitments as of both June 27, 2026 and March 28, 2026 were zero and $4.0 million, respectively. Total interest expense incurred on the Wells Fargo Revolver during the thirteen weeks ended June 27, 2026 was $0.2 million and the weighted average interest rate for the thirteen weeks ended June 27, 2026 was 6.8%. Total interest expense incurred on the Wells Fargo Revolver during the thirteen weeks ended June 28, 2025 was $0.2 million, and the weighted average interest rate for the thirteen weeks ended June 28, 2025 was 7.5%.

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All obligations under the Wells Fargo Revolver are unconditionally guaranteed by the Company and each of its direct and indirect domestic subsidiaries (other than certain immaterial subsidiaries), which are not named as borrowers under the Wells Fargo Revolv