TSCOTractor Supply
Tractor Supply Company (the “Company” or “Tractor Supply” or “we” or “our” or “us”) is the largest rural lifestyle retailer in the United States (“U.S.”). 10-K, Item 1
- Headquarters
- Brentwood, TN
- CEO
- III Harry A. Lawton
- Next results
- around Jan 28, 2027
3 paragraphs in Risk Factors of the 10-K filed Feb 19, 2026 with nothing like them in the 10-K filed Feb 20, 2025. Quoted exactly. Paragraphs that were only edited are under 10-K change.
Compared with the Risk Factors in the latest 10-K of the other 46 Consumer discretionary companies: a paragraph with at least half its words the same at another company is called similar, and the companies are listed under it. A paragraph most of them have is marked boilerplate. No line means no other company has one like it. This counts text; it does not say how serious a risk is.
bankruptcy protection, which could make it difficult for us to serve the market’s needs and could have a material adverse effect on our business.
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Our increasing use of and investment in artificial intelligence and other emerging technologies could adversely affect our business, financial condition, and reputation.
Similar paragraph at 7 of 46 other Consumer discretionary companies: CMG, CVNA, DASH, DECK, HD, NCLH, RLWe use internally developed and third-party artificial intelligence and machine learning technology systems to operate our retail business more efficiently and to enhance the experiences of our customers and team members. Our integrated use of these technology systems is intended to support more personalized customer experiences and improve forecasting, sourcing, inventory planning, labor planning, and fulfillment for seasonal and weather-sensitive demand. We are investing, and expect to continue to invest, in expanding our artificial intelligence capabilities and to consider the adoption of other emerging technologies. There can be no assurance, however, that our development or use of these technologies will achieve their intended benefits, operate as expected, be cost-effective, or not result in unintended consequences. Further, the rapidly evolving legal and regulatory environment relating to artificial intelligence and privacy could impact our implementation of these and other emerging technologies and increase compliance costs and the risk of non-compliance. Flaws, breaches, or malfunctions in these systems could lead to operational disruptions, data loss, erroneous decision-making, regulatory scrutiny, reputational harm, or legal liability that could adversely affect our business, reputation, and financial condition. In addition, we face risk of competitive disadvantage if our competitors more effectively use emerging technologies to better serve customers, drive internal efficiencies, and create new or enhanced products or services.
Similar paragraph at 1 of 46 other Consumer discretionary companies: LOWRead in the 10-K ↗
New in the latest 10-Q
17 paragraphs in the 10-Q filed Nov 5, 2026 with nothing like them in the 10-Q filed Aug 6, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.
Financial statements and notes
2026 2025 Cash flows from operating activities: Net income $ 749,910 $ 868,680 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 390,377 366,248 Impairment expense 62,747 — Gain on disposition of property and equipment (81,839) (66,046) Share-based compensation expense 48,782 41,290 Deferred income taxes 7,223 16,756 Change in assets and liabilities: Inventories (529,780) (394,426) Prepaid expenses and other current assets (10,540) (8,357) Accounts payable 262,079 301,773 Accrued employee compensation (58,893) (44,722) Other accrued expenses 215,068 109,973 Income taxes (168,548) 57,818 Other (3,968) 61,438 Net cash provided by operating activities 882,618 1,310,425 Cash flows from investing activities: Capital expenditures (651,637) (629,213) Proceeds from sale of property and equipment 160,098 92,238 Acquisition of VIP Petcare, net of cash acquired (129,838) — Acquisition of Allivet, net of cash acquired — (139,895) Net cash used in investing activities (621,377) (676,870) Cash flows from financing activities: Borrowings under debt facilities 4,860,000 2,190,000 Repayments under debt facilities (4,390,000) (2,280,000) Debt issuance costs (7,010) — Principal payments under finance lease liabilities (2,185) (3,048) Repurchase of shares to satisfy tax obligations (14,980) (15,696) Repurchase of common stock (342,704) (244,010) Net proceeds from issuance of common stock 17,362 18,591 Cash dividends paid to stockholders (376,957) (366,244) Net cash used in financing activities (256,474) (700,407) Net increase (decrease) in cash and cash equivalents 4,767 (66,852) Cash and cash equivalents at beginning of period 194,109 251,491 Cash and cash equivalents at end of period $ 198,876 $ 184,639 Supplemental disclosures of cash flow information: Cash paid for interest, net of amounts capitalized $ 41,185 $ 41,009 Cash paid for federal income taxes (a) 208,011 29,979 Cash paid for state income taxes 14,839 25,470 Supplemental disclosures of non-cash activities: Non-cash accruals for property and equipment $ 122,919 $ 123,631 Increase in operating lease liabilities resulting from new or modified right-of-use assets 604,831 629,056 Increase in finance lease liabilities resulting from new or modified right-of-use assets 19,807 4,289
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Preliminary Allocation of the Purchase Price Measurement Period Adjustments Preliminary Allocation of the Purchase Price
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The 2026 Senior Credit Facility consists of the Revolving Credit Facility in the maximum principal amount of $ 1.30 billion (with a sublimit of $ 75.0 million for swingline loans and a sublimit of $ 150.0 million for letters of credit). In addition, the Company has an option to increase the revolving credit facility and/or establish term loans in an amount not to exceed $ 500.0 million in the aggregate, subject to, among other things, the receipt of commitments for the increased amount. The 2026 Senior Credit Facility is unsecured and has a five-year term with two options to request that the lenders extend the maturity date of the commitments held by each lender for one year.
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On August 25, 2026, the Company completed the sale of $ 500 million in aggregate principal amount of its 5.20% Senior Notes. The entire principal amount of the 5.20% Senior Notes is due in full on January 30, 2032. Interest is payable semi-annually in arrears on each January 30 and July 30, commencing January 30, 2027. The terms of the 5.20% Senior Notes are governed by an indenture dated as of October 30, 2020 (the “Base Indenture”) between the Company and Regions Bank, as trustee, as amended and supplemented by a third supplemental indenture dated as of August 25, 2026 (the “Third Supplemental Indenture”) between the Company and Regions Bank, as trustee.
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The 5.20% Senior Notes are senior unsecured debt obligations of the Company and rank equally with the Company’s other senior unsecured liabilities and senior to any future subordinated indebtedness of the Company. The 5.20% Senior Notes are subject to customary covenants restricting the Company’s ability, subject to certain exceptions, to incur debt secured by liens, to enter into sale and leaseback transactions or to merge or consolidate with another entity or sell substantially all of its assets to another person.
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At any time prior to December 30, 2031 (one month prior to the maturity date of the 5.20% Senior Notes), the Company has the right, at its option, to redeem the 5.20% Senior Notes, in whole or in part, at any time and from time to time, at a redemption price equal to the greater of 100% of the principal amount of the 5.20% Senior Notes to be redeemed, or the sum of the present values of the remaining scheduled payments of principal and interest through the par call date, discounted at the applicable Treasury Rate plus 15 basis points, plus, in each case, accrued and unpaid interest to, but not including, the date of redemption. On or after December 30, 2031, the Company may redeem the 5.20% Senior Notes, in whole or in part, at 100% of the principal amount to be redeemed, plus accrued and unpaid interest to, but not including, the date of redemption.
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If a Change of Control Triggering Event (as defined in the Third Supplemental Indenture) occurs, unless the Company has exercised its right to redeem the 5.20% Senior Notes, holders of the 5.20% Senior Notes may require the Company to repurchase all or any part of such holder’s 5.20% Senior Notes at a purchase price of 101% of the principal amount, plus accrued and unpaid interest, if any, on such 5.20% Senior Notes to, but not including, the purchase date. Upon the occurrence of an event of default, which includes payment defaults, defaults in the performance of certain covenants, cross defaults, and bankruptcy and insolvency related defaults, the Company’s obligations under the 5.20% Senior Notes may be accelerated, in which case the entire principal amount of the 5.20% Senior Notes would be due and payable immediately.
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Comparable store sales results for the third quarter of fiscal 2026 included a comparable average ticket increase of 0.7% and a comparable average transaction count decrease of 0.3%. Results benefited from solid performance in seasonal categories including wildlife supplies, equine & livestock and truck, tool & hardware. The Company’s consumable, usable and edible (“C.U.E.”) categories performed above the Company average. Double-digit growth in digital sales also contributed to results.
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These gains were partially offset by continued softness in big-ticket and companion animal categories. While companion animal continued to perform below the Company average, trends have improved steadily since the first quarter.
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Fiscal Nine Months Ended September 26, Impairment and Acquisition Costs (a) September 26,
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to the first nine months of fiscal 2025, as well as the benefit from provisions under the One Big Beautiful Bill Act in the first nine months of fiscal 2025.
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Capital expenditures for existing stores represent continued investments in store remodels, including Project Fusion, targeted merchandising and service enhancements, and improvements to store capacity and operating efficiency.
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Other information
During the Company’s three fiscal months ended September 26, 2026, none of the Company’s directors or officers adopted, modified or terminated any “Rule 10b5-1 trading arrangement” or any “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.
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Item 6
4.1 Base Indenture, dated as of October 30, 2020, by and between Tractor Supply Company and Regions Bank, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on October 30, 2020).
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4.2 Third Supplemental Indenture, dated as of August 25, 2026, by and between Tractor Supply Company and Regions Bank, as trustee (incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed on August 25, 2026)
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4.3 Form of 5.200% Note due 2032 (incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed on August 25, 2026).
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10.1* Form of Non-Qualified Stock Option Agreement under the Tractor Supply Company 2018 Omnibus Incentive Plan (VP and above). +
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The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Nov 5, 2026 against Item 1A of the 10-K filed Feb 19, 2026.
A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed.
Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed,
Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal
(cut words struck through, new words highlighted and underlined).
Text on the page, not a score; each links to the filing at sec.gov.
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