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DE 31-1029810 Three Limited Parkway Columbus, OH 43230 (614) 415-7000 Not Applicable Yes Yes Large Accelerated Filer false false false Common Stock, $0.50 Par Value BBWI NYSE 204721605 1594000000 1610000000 4567000000 4520000000 936000000 910000000 2622000000 2587000000 658000000 700000000 1945000000 1933000000 497000000 482000000 1418000000 1345000000 161000000 218000000 527000000 588000000 68000000 77000000 208000000 236000000 10000000 4000000 25000000 65000000 103000000 145000000 344000000 417000000 26000000 39000000 98000000 72000000 77000000 106000000 246000000 345000000 0.38 0.49 1.17 1.56 0.37 0.49 1.17 1.55 77000000 106000000 246000000 345000000 -2000000 -1000000 4000000 -4000000 2000000 0 -1000000 2000000 0 0 1000000 0 0 -1000000 2000000 -2000000 77000000 105000000 248000000 343000000 236000000 674000000 191000000 169000000 205000000 200000000 1251000000 734000000 1178000000 81000000 96000000 0 144000000 114000000 151000000 1881000000 1823000000 1720000000 1142000000 1127000000 1158000000 967000000 949000000 1029000000 628000000 628000000 628000000 165000000 165000000 165000000 132000000 130000000 143000000 74000000 50000000 141000000 4989000000 4872000000 4984000000 781000000 338000000 510000000 558000000 584000000 547000000 0 0 314000000 193000000 192000000 188000000 21000000 117000000 16000000 1553000000 1231000000 1575000000 23000000 24000000 45000000 3890000000 3884000000 3883000000 897000000 883000000 969000000 218000000 233000000 260000000 1.00 1.00 1.00 10000000 10000000 10000000 0 0 0 0 0 0 0.50 0.50 0.50 1000000000 1000000000 1000000000 220000000 231000000 232000000 205000000 216000000 217000000 109000000 115000000 115000000 801000000 829000000 827000000 73000000 71000000 73000000 -1754000000 -1578000000 -1942000000 15000000 15000000 15000000 822000000 822000000 822000000 -1593000000 -1385000000 -1749000000 1000000 2000000 1000000 -1592000000 -1383000000 -1748000000 4989000000 4872000000 4984000000 208000000 111000000 806000000 73000000 -1716000000 -822000000 1000000 -1547000000 77000000 77000000 0 0 0 77000000 77000000 0.20 41000000 41000000 3000000 87000000 87000000 2000000 11000000 0 74000000 -87000000 0 6000000 0 6000000 205000000 109000000 801000000 73000000 -1754000000 -822000000 1000000 -1592000000 220000000 117000000 830000000 74000000 -1918000000 -822000000 1000000 -1718000000 106000000 106000000 -1000000 -1000000 -1000000 106000000 105000000 0.20 44000000 44000000 3000000 99000000 99000000 2000000 11000000 86000000 -99000000 0 0 8000000 8000000 217000000 115000000 827000000 73000000 -1942000000 -822000000 1000000 -1748000000 216000000 115000000 829000000 71000000 -1578000000 -822000000 2000000 -1383000000 246000000 246000000 2000000 0 2000000 2000000 246000000 248000000 0.60 126000000 126000000 11000000 343000000 343000000 6000000 41000000 296000000 -343000000 0 13000000 -1000000 12000000 205000000 109000000 801000000 73000000 -1754000000 -822000000 1000000 -1592000000 225000000 120000000 838000000 75000000 -1838000000 -822000000 1000000 -1626000000 345000000 345000000 -2000000 -2000000 -2000000 345000000 343000000 0.60 134000000 134000000 9000000 348000000 348000000 5000000 28000000 315000000 -348000000 0 1000000 17000000 17000000 217000000 115000000 827000000 73000000 -1942000000 -822000000 1000000 -1748000000 246000000 345000000 191000000 211000000 25000000 31000000 8000000 0 0 39000000 -1000000 -103000000 -36000000 -24000000 516000000 470000000 390000000 65000000 -124000000 -124000000 14000000 9000000 225000000 -69000000 174000000 166000000 9000000 0 0 40000000 2000000 -12000000 -167000000 -114000000 0 202000000 344000000 349000000 126000000 134000000 8000000 16000000 11000000 13000000 -8000000 4000000 -497000000 -710000000 1000000 0 -438000000 -893000000 674000000 1084000000 236000000 191000000 Description of Business and Basis of Presentation
Description of Business
Bath & Body Works, Inc. (the “Company”) is a global omnichannel retailer focused on personal care and home fragrance. The Company sells merchandise through its retail stores in the United States of America (“U.S.”) and Canada, and through its websites and other channels, under the Bath & Body Works®, White Barn® and other brand names. The Company’s international business is conducted through franchise, license and wholesale partners.
Fiscal Year
The Company’s fiscal year ends on the Saturday nearest to January 31. As used herein, “third quarter of 2025” and “third quarter of 2024” refer to the thirteen-week periods ended November 1, 2025 and November 2, 2024, respectively. “Year-to-date 2025” and “year-to-date 2024” refer to the thirty-nine-week periods ended November 1, 2025 and November 2, 2024, respectively. References to “quarter” and “year” each refer to the fiscal calendar period.
Basis of Consolidation
The Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Company accounts for investments in unconsolidated entities where it exercises significant influence, but does not have control, using the equity method. Under the equity method of accounting, the Company recognizes its share of the investee’s net income or loss. Losses are only recognized to the extent the Company has positive carrying value related to the investee. Carrying values are only reduced below zero if the Company has an obligation to provide funding to the investee. The Company’s share of net income or loss of all unconsolidated entities is included in Other Income, Net in the Consolidated Statements of Income. The Company’s equity method investments are required to be reviewed for impairment when it is determined there may be an other-than-temporary loss in value.
Interim Financial Statements
The Consolidated Financial Statements as of and for the periods ended November 1, 2025 and November 2, 2024 are unaudited and are presented pursuant to the rules and regulations of the Securities and Exchange Commission. These Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes thereto contained in the Company’s 2024 Annual Report on Form 10-K.
In the opinion of management, the accompanying Consolidated Financial Statements reflect all adjustments that are of a normal recurring nature and necessary for a fair presentation of the results for the interim periods.
Seasonality of Business
The Company’s operations are seasonal in nature and consist of two principal selling seasons: Spring (the first and second quarters) and Fall (the third and fourth quarters). Typically, the Company’s sales are highest during the fourth quarter of the fiscal year due to seasonal and holiday-related sales patterns. Due to the seasonal variations in the retail industry, the results of operations for the interim periods are not necessarily indicative of the results expected for the full fiscal year.
Derivative Financial Instruments
The Company’s Canadian dollar denominated earnings are subject to exchange rate risk as substantially all the Company’s merchandise sold in Canada is sourced through U.S. dollar transactions. The Company uses foreign currency forward contracts designated as cash flow hedges to mitigate this foreign currency exposure. Amounts are reclassified from Accumulated Other Comprehensive Income upon sale of the hedged merchandise to the customer. These gains and losses are recognized in Costs of Goods Sold, Buying and Occupancy in the Consolidated Statements of Income. All designated cash flow hedges are recorded on the Consolidated Balance Sheets at fair value. The fair value of designated cash flow hedges is not significant for any period presented. The Company does not use derivative financial instruments for trading purposes.
Supplier Finance Program
In the fourth quarter of 2024, the Company implemented a supply chain finance (“SCF”) program agreement with a third-party financial institution, whereby the Company’s merchandise suppliers have the opportunity to settle outstanding payment obligations early, at a discount, facilitated by the financial institution. Since implementation, merchandise suppliers have continued to join the program. The Company’s obligations to its suppliers, including amounts due and scheduled payment terms, are not impacted by suppliers’ participation in the arrangement and the Company provides no guarantees to any third parties under the SCF program. Amounts due under the SCF program are included in Accounts Payable in the Consolidated
Balance Sheets and within Operating Activities in the Consolidated Statements of Cash Flows. Amounts due under the SCF program were $231 million and $7 million as of November 1, 2025 and February 1, 2025, respectively.
Concentration of Credit Risk
The Company maintains cash and cash equivalents and derivative contracts with various major financial institutions. The Company monitors the relative credit standing of financial institutions with whom it transacts and limits the amount of credit exposure with any one entity. The Company’s investment portfolio is primarily composed of U.S. government obligations, U.S. Treasury and AAA-rated money market funds, commercial paper and bank deposits.
The Company also periodically reviews the relative credit standing of franchise, license and wholesale partners and other entities to which it grants credit terms in the normal course of business. The Company determines the required allowance for expected credit losses using information such as customer credit history and financial condition. Amounts are recorded to the allowance when it is determined that expected credit losses may occur.
Easton Investments
The Company has land and other investments in Easton, a planned community in Columbus, Ohio, that integrates office, hotel, retail, residential and recreational space. Beginning in the fourth quarter of 2024, certain of these investments met all of the required criteria for held for sale presentation, which requires assets to be reported at the lower of their carrying value or fair value less costs to sell. The investments classified as held for sale, consisting primarily of undeveloped land, are reported at their carrying value, which was $81 million and $96 million as of November 1, 2025 and February 1, 2025, respectively, within Current Assets on the Consolidated Balance Sheets.
During the second quarter of 2025, the Company changed its plan of sale for its Easton investments, causing certain of these investments to no longer meet the held for sale criteria. As a result of this change, the Company reclassified $17 million of carrying value from Current Assets to long-term Other Assets during the second quarter of 2025. The Company’s Easton investments not presented as held for sale and reported in Other Assets were $38 million as of November 1, 2025, $26 million as of February 1, 2025 and $120 million as of November 2, 2024.
Previously included in the Company’s Easton investments were equity interests in Easton Town Center, LLC (“ETC”) and Easton Gateway, LLC (“EG”), entities that own and develop commercial entertainment and shopping centers. The Company’s investments in ETC and EG were accounted for using the equity method of accounting. In the second quarter of 2024, the Company sold its entire interest in the business associated with EG and its entire interest in ETC. The Company received aggregate cash proceeds of $50 million at the closing of these sales, and recognized a pre-tax gain of $39 million, which is included in Other Income, Net, in the year-to-date 2024 Consolidated Statement of Income.
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period, as well as the related disclosure of contingent assets and liabilities at the date of the financial statements. Actual results may differ from those estimates, and the Company revises its estimates and assumptions as new information becomes available.
Recently Issued Accounting Pronouncements
In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Improvements to Income Tax Disclosures, which requires enhanced income tax disclosures, primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. This standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted, and may be applied either prospectively or retrospectively. The Company is currently evaluating the impact of adopting this standard on its disclosures.
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses, which requires disclosures of disaggregated information about certain prescribed expense categories within relevant income statement expense captions. This standard is effective for annual reporting of fiscal years beginning after December 15, 2026, and for interim periods in the following year, with early adoption permitted. This standard should be applied prospectively, with retrospective application permitted. The Company is currently evaluating the impact of adopting this standard on its disclosures.
In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software, which is intended to modernize the accounting for software costs by removing project stages from capitalization criteria and further clarifies the threshold entities apply to begin capitalizing costs. This standard is effective for annual reporting of fiscal years beginning after December 15, 2027, and for interim periods within those fiscal years, with early adoption permitted. This standard can be applied prospectively, retrospectively or through a modified transition approach. The Company is currently evaluating the impacts of adopting this standard.
Description of Business
Bath & Body Works, Inc. (the “Company”) is a global omnichannel retailer focused on personal care and home fragrance. The Company sells merchandise through its retail stores in the United States of America (“U.S.”) and Canada, and through its websites and other channels, under the Bath & Body Works®, White Barn® and other brand names. The Company’s international business is conducted through franchise, license and wholesale partners.
Fiscal Year
The Company’s fiscal year ends on the Saturday nearest to January 31. As used herein, “third quarter of 2025” and “third quarter of 2024” refer to the thirteen-week periods ended November 1, 2025 and November 2, 2024, respectively. “Year-to-date 2025” and “year-to-date 2024” refer to the thirty-nine-week periods ended November 1, 2025 and November 2, 2024, respectively. References to “quarter” and “year” each refer to the fiscal calendar period.
Basis of Consolidation
The Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Company accounts for investments in unconsolidated entities where it exercises significant influence, but does not have control, using the equity method. Under the equity method of accounting, the Company recognizes its share of the investee’s net income or loss. Losses are only recognized to the extent the Company has positive carrying value related to the investee. Carrying values are only reduced below zero if the Company has an obligation to provide funding to the investee. The Company’s share of net income or loss of all unconsolidated entities is included in Other Income, Net in the Consolidated Statements of Income. The Company’s equity method investments are required to be reviewed for impairment when it is determined there may be an other-than-temporary loss in value.
Interim Financial Statements
The Consolidated Financial Statements as of and for the periods ended November 1, 2025 and November 2, 2024 are unaudited and are presented pursuant to the rules and regulations of the Securities and Exchange Commission. These Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes thereto contained in the Company’s 2024 Annual Report on Form 10-K.
In the opinion of management, the accompanying Consolidated Financial Statements reflect all adjustments that are of a normal recurring nature and necessary for a fair presentation of the results for the interim periods.
Seasonality of Business
The Company’s operations are seasonal in nature and consist of two principal selling seasons: Spring (the first and second quarters) and Fall (the third and fourth quarters). Typically, the Company’s sales are highest during the fourth quarter of the fiscal year due to seasonal and holiday-related sales patterns. Due to the seasonal variations in the retail industry, the results of operations for the interim periods are not necessarily indicative of the results expected for the full fiscal year.
2
Derivative Financial Instruments
The Company’s Canadian dollar denominated earnings are subject to exchange rate risk as substantially all the Company’s merchandise sold in Canada is sourced through U.S. dollar transactions. The Company uses foreign currency forward contracts designated as cash flow hedges to mitigate this foreign currency exposure. Amounts are reclassified from Accumulated Other Comprehensive Income upon sale of the hedged merchandise to the customer. These gains and losses are recognized in Costs of Goods Sold, Buying and Occupancy in the Consolidated Statements of Income. All designated cash flow hedges are recorded on the Consolidated Balance Sheets at fair value. The fair value of designated cash flow hedges is not significant for any period presented. The Company does not use derivative financial instruments for trading purposes.
Supplier Finance Program
In the fourth quarter of 2024, the Company implemented a supply chain finance (“SCF”) program agreement with a third-party financial institution, whereby the Company’s merchandise suppliers have the opportunity to settle outstanding payment obligations early, at a discount, facilitated by the financial institution. Since implementation, merchandise suppliers have continued to join the program. The Company’s obligations to its suppliers, including amounts due and scheduled payment terms, are not impacted by suppliers’ participation in the arrangement and the Company provides no guarantees to any third parties under the SCF program. Amounts due under the SCF program are included in Accounts Payable in the Consolidated
Balance Sheets and within Operating Activities in the Consolidated Statements of Cash Flows. Amounts due under the SCF program were $231 million and $7 million as of November 1, 2025 and February 1, 2025, respectively.
231000000 7000000
Concentration of Credit Risk
The Company maintains cash and cash equivalents and derivative contracts with various major financial institutions. The Company monitors the relative credit standing of financial institutions with whom it transacts and limits the amount of credit exposure with any one entity. The Company’s investment portfolio is primarily composed of U.S. government obligations, U.S. Treasury and AAA-rated money market funds, commercial paper and bank deposits.
The Company also periodically reviews the relative credit standing of franchise, license and wholesale partners and other entities to which it grants credit terms in the normal course of business. The Company determines the required allowance for expected credit losses using information such as customer credit history and financial condition. Amounts are recorded to the allowance when it is determined that expected credit losses may occur.
Easton Investments
The Company has land and other investments in Easton, a planned community in Columbus, Ohio, that integrates office, hotel, retail, residential and recreational space. Beginning in the fourth quarter of 2024, certain of these investments met all of the required criteria for held for sale presentation, which requires assets to be reported at the lower of their carrying value or fair value less costs to sell. The investments classified as held for sale, consisting primarily of undeveloped land, are reported at their carrying value, which was $81 million and $96 million as of November 1, 2025 and February 1, 2025, respectively, within Current Assets on the Consolidated Balance Sheets.
During the second quarter of 2025, the Company changed its plan of sale for its Easton investments, causing certain of these investments to no longer meet the held for sale criteria. As a result of this change, the Company reclassified $17 million of carrying value from Current Assets to long-term Other Assets during the second quarter of 2025. The Company’s Easton investments not presented as held for sale and reported in Other Assets were $38 million as of November 1, 2025, $26 million as of February 1, 2025 and $120 million as of November 2, 2024.
Previously included in the Company’s Easton investments were equity interests in Easton Town Center, LLC (“ETC”) and Easton Gateway, LLC (“EG”), entities that own and develop commercial entertainment and shopping centers. The Company’s investments in ETC and EG were accounted for using the equity method of accounting. In the second quarter of 2024, the Company sold its entire interest in the business associated with EG and its entire interest in ETC. The Company received aggregate cash proceeds of $50 million at the closing of these sales, and recognized a pre-tax gain of $39 million, which is included in Other Income, Net, in the year-to-date 2024 Consolidated Statement of Income.
81000000 96000000 -17000000 17000000 38000000 26000000 120000000 50000000 39000000
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period, as well as the related disclosure of contingent assets and liabilities at the date of the financial statements. Actual results may differ from those estimates, and the Company revises its estimates and assumptions as new information becomes available.
Recently Issued Accounting Pronouncements
In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Improvements to Income Tax Disclosures, which requires enhanced income tax disclosures, primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. This standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted, and may be applied either prospectively or retrospectively. The Company is currently evaluating the impact of adopting this standard on its disclosures.
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses, which requires disclosures of disaggregated information about certain prescribed expense categories within relevant income statement expense captions. This standard is effective for annual reporting of fiscal years beginning after December 15, 2026, and for interim periods in the following year, with early adoption permitted. This standard should be applied prospectively, with retrospective application permitted. The Company is currently evaluating the impact of adopting this standard on its disclosures.
In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software, which is intended to modernize the accounting for software costs by removing project stages from capitalization criteria and further clarifies the threshold entities apply to begin capitalizing costs. This standard is effective for annual reporting of fiscal years beginning after December 15, 2027, and for interim periods within those fiscal years, with early adoption permitted. This standard can be applied prospectively, retrospectively or through a modified transition approach. The Company is currently evaluating the impacts of adopting this standard.
Revenue Recognition
Accounts receivable, net from revenue-generating activities were $71 million as of November 1, 2025, $81 million as of February 1, 2025 and $94 million as of November 2, 2024. These accounts receivable primarily relate to amounts due from the Company’s franchise, license and wholesale partners. Under these arrangements, payment terms are typically 45 to 75 days.
The Company records deferred revenue when cash payments are received in advance of transfer of control of goods or services. Deferred revenue primarily relates to gift cards, loyalty points and rewards, and direct channel shipments not received by the customer, which are all impacted by seasonal and holiday-related sales patterns. Deferred revenue, which is recorded within Accrued Expenses and Other on the Consolidated Balance Sheets, was $182 million as of November 1, 2025, $197 million as of February 1, 2025 and $170 million as of November 2, 2024. The Company recognized $104 million as revenue year-to-date 2025 from amounts recorded as deferred revenue at the beginning of the Company’s fiscal year.
The following table provides a disaggregation of Net Sales for the third quarters of and year-to-date 2025 and 2024:
Third QuarterYear-to-Date
2025202420252024
(in millions)
Stores - U.S. and Canada (a)$1,222 $1,220 $3,529 $3,425 
Direct - U.S. and Canada299 321 815 879 
International (b)73 69 223 216 
Total Net Sales$1,594 $1,610 $4,567 $4,520 
_______________
(a)Results include fulfilled buy online pick up in store orders.
(b)Results include royalties associated with franchised stores and wholesale sales.
The Company’s Net Sales outside of the U.S. include sales from Company-operated stores and its e-commerce site in Canada, royalties associated with franchised stores and wholesale sales. Certain of these sales are subject to the impact of fluctuations in foreign currency. The Company’s Net Sales outside of the U.S. totaled $162 million and $163 million for the third quarters of 2025 and 2024, respectively, and $461 million and $452 million for year-to-date 2025 and 2024, respectively 71000000 81000000 94000000 P45D P75D 182000000 197000000 170000000 104000000
The following table provides a disaggregation of Net Sales for the third quarters of and year-to-date 2025 and 2024:
Third QuarterYear-to-Date
2025202420252024
(in millions)
Stores - U.S. and Canada (a)$1,222 $1,220 $3,529 $3,425 
Direct - U.S. and Canada299 321 815 879 
International (b)73 69 223 216 
Total Net Sales$1,594 $1,610 $4,567 $4,520 
_______________
(a)Results include fulfilled buy online pick up in store orders.
(b)Results include royalties associated with franchised stores and wholesale sales.
1222000000 1220000000 3529000000 3425000000 299000000 321000000 815000000 879000000 73000000 69000000 223000000 216000000 1594000000 1610000000 4567000000 4520000000 162000000 163000000 461000000 452000000 Net Income Per Share and Shareholders’ Equity (Deficit)
Net Income Per Share
Net Income per Basic Share is computed based on the weighted-average number of common shares outstanding. Net Income per Diluted Share includes the weighted-average effect of dilutive restricted share units, performance share units and stock options (collectively, “Dilutive Awards”) on the weighted-average common shares outstanding.
The following table provides the weighted-average shares utilized for the calculation of Net Income per Basic and Diluted Share for the third quarters of and year-to-date 2025 and 2024:
 Third QuarterYear-to-Date
2025202420252024
(in millions)
Common Shares220 233 225 237 
Treasury Shares(15)(15)(15)(15)
Basic Shares205 218 210 222 
Effect of Dilutive Awards1 1 1 1 
Diluted Shares206 219 211 223 
Anti-dilutive Awards (a)— 1 — 1 
 _______________
(a)These awards were excluded from the calculation of Net Income per Diluted Share because their inclusion would have been anti-dilutive.
Common Stock Repurchases and Retirements
Under the authority of the Company’s Board of Directors, the Company repurchased shares of its common stock under the following repurchase programs during year-to-date 2025 and 2024:
Repurchase
Program		Amount
Authorized		Shares
Repurchased		Amount
Repurchased		Average Stock Price
202520242025202420252024
(in millions)(in thousands)(in millions)
February 2022$1,500 NA842 NA$39 NA$46.08 
January 2024500 460 8,121 $17 309 $37.67 38.05 
January 2025500 10,990 NA326 NA29.64 NA
Total11,450 8,963 $343 $348 
The January 2024 Program had $139 million of remaining authority as of February 1, 2025 and $191 million as of November 2, 2024. There were share repurchases of $1 million as of February 1, 2025 and November 2, 2024 reflected in Accounts Payable on the Consolidated Balance Sheets.
On February 27, 2025, the Company cancelled the remaining $121 million authorization available under the January 2024 Program and began repurchasing shares under the January 2025 Program. There were no share repurchases reflected in Accounts Payable on the November 1, 2025 Consolidated Balance Sheet. The January 2025 Program had $174 million of remaining authority as of November 1, 2025.
Shares repurchased under these programs are retired and cancelled upon repurchase. As a result, the Company retired the 11.450 million and 8.963 million shares repurchased during year-to-date 2025 and 2024, respectively.
Dividends
The Company paid the following dividends during the first, second and third quarters of 2025 and 2024:
Ordinary DividendsTotal Paid
(per share)(in millions)
2025
First Quarter$0.20 $43 
Second Quarter0.20 42 
Third Quarter0.20 41 
Total$0.60 $126 
2024
First Quarter$0.20 $45 
Second Quarter0.20 45 
Third Quarter0.20 44 
Total$0.60 $134 
In November 2025, the Company declared its fourth quarter 2025 ordinary dividend of $0.20 per share payable on December 5, 2025 to shareholders of record at the close of business on November 21, 2025.
The following table provides the weighted-average shares utilized for the calculation of Net Income per Basic and Diluted Share for the third quarters of and year-to-date 2025 and 2024:
 Third QuarterYear-to-Date
2025202420252024
(in millions)
Common Shares220 233 225 237 
Treasury Shares(15)(15)(15)(15)
Basic Shares205 218 210 222 
Effect of Dilutive Awards1 1 1 1 
Diluted Shares206 219 211 223 
Anti-dilutive Awards (a)— 1 — 1 
 _______________
(a)These awards were excluded from the calculation of Net Income per Diluted Share because their inclusion would have been anti-dilutive.
220000000 233000000 225000000 237000000 15000000 15000000 15000000 15000000 205000000 218000000 210000000 222000000 1000000 1000000 1000000 1000000 206000000 219000000 211000000 223000000 0 1000000 0 1000000
Under the authority of the Company’s Board of Directors, the Company repurchased shares of its common stock under the following repurchase programs during year-to-date 2025 and 2024:
Repurchase
Program		Amount
Authorized		Shares
Repurchased		Amount
Repurchased		Average Stock Price
202520242025202420252024
(in millions)(in thousands)(in millions)
February 2022$1,500 NA842 NA$39 NA$46.08 
January 2024500 460 8,121 $17 309 $37.67 38.05 
January 2025500 10,990 NA326 NA29.64 NA
Total11,450 8,963 $343 $348 
1500000000 842000 39000000 46.08 500000000 460000 8121000 17000000 309000000 37.67 38.05 500000000 10990000 326000000 29.64 11450000 8963000 343000000 348000000 139000000 191000000 1000000 1000000 121000000 174000000 11450000 8963000
The Company paid the following dividends during the first, second and third quarters of 2025 and 2024:
Ordinary DividendsTotal Paid
(per share)(in millions)
2025
First Quarter$0.20 $43 
Second Quarter0.20 42 
Third Quarter0.20 41 
Total$0.60 $126 
2024
First Quarter$0.20 $45 
Second Quarter0.20 45 
Third Quarter0.20 44 
Total$0.60 $134 
0.20 43000000 0.20 42000000 0.20 41000000 0.60 126000000 0.20 45000000 0.20 45000000 0.20 44000000 0.60 134000000 0.20 Inventories
The following table provides details of Inventories as of November 1, 2025, February 1, 2025 and November 2, 2024:
November 1,
2025		February 1,
2025		November 2,
2024
(in millions)
Finished Goods Merchandise$1,043 $589 $1,003 
Raw Materials and Merchandise Components208 145 175 
Total Inventories$1,251 $734 $1,178 
Inventories are principally valued at the lower of cost or net realizable value, on an average cost basis.
The following table provides details of Inventories as of November 1, 2025, February 1, 2025 and November 2, 2024:
November 1,
2025		February 1,
2025		November 2,
2024
(in millions)
Finished Goods Merchandise$1,043 $589 $1,003 
Raw Materials and Merchandise Components208 145 175 
Total Inventories$1,251 $734 $1,178 
1043000000 589000000 1003000000 208000000 145000000 175000000 1251000000 734000000 1178000000
Inventories are principally valued at the lower of cost or net realizable value, on an average cost basis.
Long-lived Assets
The following table provides details of Property and Equipment, Net as of November 1, 2025, February 1, 2025 and November 2, 2024:
November 1,
2025		February 1,
2025		November 2,
2024
(in millions)
Property and Equipment, at Cost$3,356 $3,217 $3,197 
Accumulated Depreciation and Amortization(2,214)(2,090)(2,039)
Property and Equipment, Net$1,142 $1,127 $1,158 
Depreciation expense was $63 million and $69 million for the third quarters of 2025 and 2024, respectively. Depreciation expense was $191 million and $211 million for year-to-date 2025 and 2024, respectively. Capital Expenditures of $51 million and $24 million remained unpaid as of November 1, 2025 and February 1, 2025, respectively.
The following table provides details of Property and Equipment, Net as of November 1, 2025, February 1, 2025 and November 2, 2024:
November 1,
2025		February 1,
2025		November 2,
2024
(in millions)
Property and Equipment, at Cost$3,356 $3,217 $3,197 
Accumulated Depreciation and Amortization(2,214)(2,090)(2,039)
Property and Equipment, Net$1,142 $1,127 $1,158 
3356000000 3217000000 3197000000 2214000000 2090000000 2039000000 1142000000 1127000000 1158000000 63000000 69000000 191000000 211000000 51000000 24000000 Income Taxes
The provision for income taxes is based on the current estimate of the annual effective tax rate and is adjusted as necessary for quarterly events.
For the third quarter of 2025, the Company’s effective tax rate was 25.3% compared to 26.7% in the third quarter of 2024. The 2025 third quarter rate was consistent with the Company’s combined estimated federal and state statutory rates. The 2024 third quarter rate was higher than the Company’s combined estimated federal and state statutory rates primarily due to accrued interest expense related to unrecognized tax benefits.
For year-to-date 2025, the Company’s effective tax rate was 28.5% compared to 17.2% for year-to-date 2024. The 2025 year-to-date rate was higher than the Company’s combined estimated federal and state statutory rates largely due to accrued interest expense related to unrecognized tax benefits. The 2024 year-to-date rate was lower than the Company’s combined estimated federal and state statutory rates primarily due to the sales of Easton investments during the period, which resulted in the release of a valuation allowance on a deferred tax asset.
Income taxes paid were $214 million and $285 million for year-to-date 2025 and 2024, respectively.
On July 4, 2025, H.R.1 was enacted in the U.S., which includes various tax reform provisions, including extending and modifying certain key Tax Cuts and Jobs Act provisions, and provisions allowing accelerated tax deductions for qualified property and research expenditures. This legislation did not have a material impact to the Company’s results of operations, financial condition or cash flows as of and for the thirty-nine-week period ended November 1, 2025.
0.253 0.267 0.285 0.172 214000000 285000000 Long-term Debt and Borrowing Facility
The following table provides the Company’s outstanding Long-term Debt balances, net of unamortized debt issuance costs and discounts, as of November 1, 2025, February 1, 2025 and November 2, 2024:
November 1,
2025		February 1,
2025		November 2,
2024
(in millions)
Senior Debt with Subsidiary Guarantee
$500 million, 9.375% Fixed Interest Rate Notes due July 2025 (“2025 Notes”)
$— $— $314 
$284 million, 6.694% Fixed Interest Rate Notes due January 2027 (“2027 Notes”)
279 277 276 
$444 million, 5.250% Fixed Interest Rate Notes due February 2028 (“2028 Notes”)
444 443 443 
$482 million, 7.500% Fixed Interest Rate Notes due June 2029 (“2029 Notes”)
477 476 476 
$844 million, 6.625% Fixed Interest Rate Notes due October 2030 (“2030 Notes”)
839 838 838 
$802 million, 6.875% Fixed Interest Rate Notes due November 2035 (“2035 Notes”)
797 796 796 
$575 million, 6.750% Fixed Interest Rate Notes due July 2036 (“2036 Notes”)
571 571 571 
Total Senior Debt with Subsidiary Guarantee3,407 3,401 3,714 
Senior Debt
$284 million, 6.950% Fixed Interest Rate Debentures due March 2033 (“2033 Notes”)
283 283 283 
$201 million, 7.600% Fixed Interest Rate Notes due July 2037 (“2037 Notes”)
200 200 200 
Total Senior Debt483 483 483 
Total Debt3,890 3,884 4,197 
Current Debt— — (314)
Total Long-term Debt, Net of Current Portion$3,890 $3,884 $3,883 
Cash paid for interest was $181 million and $217 million for year-to-date 2025 and 2024, respectively.
Repurchases of Notes
The Company did not repurchase any outstanding senior notes during the third quarter of and year-to-date 2025.
The Company did not repurchase any outstanding senior notes during the third quarter of 2024. For year-to-date 2024, the Company repurchased in the open market and extinguished $200 million principal amounts of its outstanding senior notes. The aggregate repurchase price for these notes was $202 million, resulting in a pre-tax loss of $3 million, including the write-off of unamortized issuance costs. This loss is included in Other Income, Net in the year-to-date 2024 Consolidated Statement of Income.
The following table provides details of the outstanding principal amounts of senior notes repurchased and extinguished during year-to-date and full year of 2024:
2024
Year-to-DateFull Year
(in millions)
2025 Notes$— $314 
2027 Notes14 14 
2028 Notes17 17 
2029 Notes17 17 
2030 Notes94 94 
2033 Notes10 10 
2035 Notes10 10 
2036 Notes38 38 
Total$200 $514 
Asset-backed Revolving Credit Facility
The Company and certain of the Company’s 100% owned subsidiaries guarantee and pledge collateral to secure an asset-backed revolving credit facility (“ABL Facility”). The ABL Facility, which allows borrowings and letters of credit in U.S. and Canadian dollars, has aggregate commitments of $750 million.
In May 2025, the Company entered into an amendment and restatement (“Amendment”) of the ABL Facility. The Amendment removed the interest rate credit spread adjustment of 0.10%, extended the expiration date from August 2026 to May 2030 and included certain other technical amendments.
Availability under the ABL Facility is the lesser of (i) the borrowing base, determined primarily based on the Company’s eligible U.S. and Canadian credit card receivables, accounts receivable, inventory and eligible real property, or (ii) the aggregate commitment. If at any time the outstanding amount under the ABL Facility exceeds the lesser of (i) the borrowing base and (ii) the aggregate commitment, the Company is required to repay the outstanding amounts under the ABL Facility to the extent of such excess. As of November 1, 2025, the Company’s borrowing base was in excess of the aggregate commitments of $750 million, and it had no borrowings outstanding under the ABL Facility.
The ABL Facility supports the Company’s letter of credit program. The Company had $9 million of outstanding letters of credit as of November 1, 2025 that reduced its availability under the ABL Facility. As of November 1, 2025, the Company’s availability under the ABL Facility was $741 million.
As of November 1, 2025, the ABL Facility fees related to committed and unutilized amounts were 0.30% per annum, and the fees related to outstanding letters of credit were 1.25% per annum. In addition, the interest rate on outstanding U.S. dollar borrowings was the Term Secured Overnight Financing Rate plus 1.25% per annum. The interest rate on outstanding Canadian dollar-denominated borrowings was the Canadian Overnight Repo Rate Average plus 1.25% per annum.
The ABL Facility requires the Company to maintain a fixed charge coverage ratio of not less than 1.00 to 1.00 during an event of default or any period commencing on any day when specified excess availability is less than the greater of (i) $70 million or (ii) 10% of the maximum borrowing amount. As of November 1, 2025, the Company was not required to maintain this ratio.
The following table provides the Company’s outstanding Long-term Debt balances, net of unamortized debt issuance costs and discounts, as of November 1, 2025, February 1, 2025 and November 2, 2024:
November 1,
2025		February 1,
2025		November 2,
2024
(in millions)
Senior Debt with Subsidiary Guarantee
$500 million, 9.375% Fixed Interest Rate Notes due July 2025 (“2025 Notes”)
$— $— $314 
$284 million, 6.694% Fixed Interest Rate Notes due January 2027 (“2027 Notes”)
279 277 276 
$444 million, 5.250% Fixed Interest Rate Notes due February 2028 (“2028 Notes”)
444 443 443 
$482 million, 7.500% Fixed Interest Rate Notes due June 2029 (“2029 Notes”)
477 476 476 
$844 million, 6.625% Fixed Interest Rate Notes due October 2030 (“2030 Notes”)
839 838 838 
$802 million, 6.875% Fixed Interest Rate Notes due November 2035 (“2035 Notes”)
797 796 796 
$575 million, 6.750% Fixed Interest Rate Notes due July 2036 (“2036 Notes”)
571 571 571 
Total Senior Debt with Subsidiary Guarantee3,407 3,401 3,714 
Senior Debt
$284 million, 6.950% Fixed Interest Rate Debentures due March 2033 (“2033 Notes”)
283 283 283 
$201 million, 7.600% Fixed Interest Rate Notes due July 2037 (“2037 Notes”)
200 200 200 
Total Senior Debt483 483 483 
Total Debt3,890 3,884 4,197 
Current Debt— — (314)
Total Long-term Debt, Net of Current Portion$3,890 $3,884 $3,883 
Cash paid for interest was $181 million and $217 million for year-to-date 2025 and 2024, respectively.
500000000 0.09375 0 0 314000000 284000000 0.06694 279000000 277000000 276000000 444000000 0.05250 444000000 443000000 443000000 482000000 0.07500 477000000 476000000 476000000 844000000 0.06625 839000000 838000000 838000000 802000000 0.06875 797000000 796000000 796000000 575000000 0.06750 571000000 571000000 571000000 3407000000 3401000000 3714000000 284000000 0.06950 283000000 283000000 283000000 201000000 0.07600 200000000 200000000 200000000 483000000 483000000 483000000 3890000000 3884000000 4197000000 0 0 314000000 3890000000 3884000000 3883000000 181000000 217000000 200000000 202000000 -3000000
The following table provides details of the outstanding principal amounts of senior notes repurchased and extinguished during year-to-date and full year of 2024:
2024
Year-to-DateFull Year
(in millions)
2025 Notes$— $314 
2027 Notes14 14 
2028 Notes17 17 
2029 Notes17 17 
2030 Notes94 94 
2033 Notes10 10 
2035 Notes10 10 
2036 Notes38 38 
Total$200 $514 
0 314000000 14000000 14000000 17000000 17000000 17000000 17000000 94000000 94000000 10000000 10000000 10000000 10000000 38000000 38000000 200000000 514000000 1 750000000 0.0010 750000000 0 9000000 741000000 0.0030 0.0125 0.0125 0.0125 1.00 70000000 0.10 Fair Value Measurements
Cash and Cash Equivalents include cash on hand, deposits with financial institutions and highly liquid investments with original maturities of less than 90 days. The Company’s Cash and Cash Equivalents are considered Level 1 fair value measurements as they are valued using unadjusted quoted prices in active markets for identical assets.
The following table provides a summary of the principal value and estimated fair value of the Company’s outstanding debt as of November 1, 2025, February 1, 2025 and November 2, 2024:
November 1,
2025		February 1,
2025		November 2,
2024
(in millions)
Principal Value$3,916 $3,916 $4,230 
Fair Value, Estimated (a)4,037 3,986 4,273 
  _______________
(a)The estimated fair value of the Company’s debt is based on reported transaction prices, which are considered Level 2 inputs in accordance with Accounting Standards Codification 820, Fair Value Measurement. The estimates presented are not necessarily indicative of the amounts that the Company could realize in a current market exchange.
Management believes that the carrying values of the Company’s Accounts Receivable, Accounts Payable and Accrued Expenses approximate their fair values as of November 1, 2025 because of their short maturities.
The following table provides a summary of the principal value and estimated fair value of the Company’s outstanding debt as of November 1, 2025, February 1, 2025 and November 2, 2024:
November 1,
2025		February 1,
2025		November 2,
2024
(in millions)
Principal Value$3,916 $3,916 $4,230 
Fair Value, Estimated (a)4,037 3,986 4,273 
  _______________
(a)The estimated fair value of the Company’s debt is based on reported transaction prices, which are considered Level 2 inputs in accordance with Accounting Standards Codification 820, Fair Value Measurement. The estimates presented are not necessarily indicative of the amounts that the Company could realize in a current market exchange.
3916000000 3916000000 4230000000 4037000000 3986000000 4273000000 Commitments and Contingencies
The Company is subject to various claims and contingencies related to lawsuits, taxes, insurance, regulatory and other matters arising in the ordinary course of business. Actions filed against the Company from time to time may include commercial, tort, intellectual property, tax, customer, employment, wage and hour, data privacy, securities, anti-corruption and other claims, including purported class action lawsuits. Management believes that the ultimate liability arising from such claims and contingencies, if any, is not likely to have a material adverse effect on the Company’s results of operations, financial condition or cash flows.
Lease Guarantees
In connection with the spin-off of Victoria’s Secret & Co., the Company had remaining contingent obligations of $220 million as of November 1, 2025 related to lease payments under the current terms of noncancelable leases, primarily related to office space, expiring at various dates through 2037. These obligations include minimum rent and additional payments covering taxes, common area costs and certain other expenses and relate to leases that commenced prior to the spin-off. The Company’s reserves related to these obligations were not significant for any period presented.
220000000 Segment Reporting
The Company is managed at the consolidated level and therefore operates and reports as a single segment. During the third quarter of 2025, the Company’s Chief Executive Officer was its Chief Operating Decision Maker (“CODM”), and the measure of profitability included in the financial information regularly provided to the CODM was total Company Adjusted Operating Income, or Operating Income in periods where there are no adjustments. The Company’s CODM assesses Adjusted Operating Income performance in comparison to forecasts and historical results to make decisions on the reinvestment of profits into the business and capital allocation strategies.
The following table illustrates significant segment expenses that were regularly provided to the CODM for the third quarters of and year-to-date 2025 and 2024:
Third QuarterYear-to-Date
2025202420252024
 (in millions)
Net Sales$1,594 $1,610 $4,567 $4,520 
Cost of Goods Sold (639)(603)(1,779)(1,734)
Buying and Occupancy(297)(307)(843)(853)
Gross Profit658 700 1,945 1,933 
Selling Expenses (305)(295)(843)(803)
Marketing Expenses (65)(62)(168)(157)
Adjusted General and Administrative Expenses(127)(125)(392)(385)
Adjusted Operating Income161 218 542 588 
Leadership Transition Costs (a)— — (15)— 
Reported Operating Income$161 $218 $527 $588 
 ________________
(a)For year-to-date 2025, the Company recognized pre-tax costs of $15 million due to the transition of certain members of the leadership team, primarily related to severance benefits, which were excluded from General and Administrative Expenses in the Adjusted Operating Income details provided to the CODM.
As a single reportable segment entity, the other disclosures required by ASC 280, Segment Reporting, can be found in the Company’s Consolidated Financial Statements and the Notes thereto, including the Company’s measure of segment assets, which is total consolidated assets.
The following table illustrates significant segment expenses that were regularly provided to the CODM for the third quarters of and year-to-date 2025 and 2024:
Third QuarterYear-to-Date
2025202420252024
 (in millions)
Net Sales$1,594 $1,610 $4,567 $4,520 
Cost of Goods Sold (639)(603)(1,779)(1,734)
Buying and Occupancy(297)(307)(843)(853)
Gross Profit658 700 1,945 1,933 
Selling Expenses (305)(295)(843)(803)
Marketing Expenses (65)(62)(168)(157)
Adjusted General and Administrative Expenses(127)(125)(392)(385)
Adjusted Operating Income161 218 542 588 
Leadership Transition Costs (a)— — (15)— 
Reported Operating Income$161 $218 $527 $588 
 ________________
(a)For year-to-date 2025, the Company recognized pre-tax costs of $15 million due to the transition of certain members of the leadership team, primarily related to severance benefits, which were excluded from General and Administrative Expenses in the Adjusted Operating Income details provided to the CODM.
1594000000 1610000000 4567000000 4520000000 639000000 603000000 1779000000 1734000000 297000000 307000000 843000000 853000000 658000000 700000000 1945000000 1933000000 305000000 295000000 843000000 803000000 65000000 62000000 168000000 157000000 127000000 125000000 392000000 385000000 161000000 218000000 542000000 588000000 0 0 15000000 0 161000000 218000000 527000000 588000000 15000000 false false false false Results include fulfilled buy online pick up in store orders. Results include royalties associated with franchised stores and wholesale sales. These awards were excluded from the calculation of Net Income per Diluted Share because their inclusion would have been anti-dilutive. The estimated fair value of the Company’s debt is based on reported transaction prices, which are considered Level 2 inputs in accordance with Accounting Standards Codification 820, Fair Value Measurement . The estimates presented are not necessarily indicative of the amounts that the Company could realize in a current market exchange.