AddedRisk Factors
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.
The 10-K against last year's
81 changes: 7 added, 12 removed, 62 reworded
10-K 0000916365-26-000014 (2026-02-19) vs 10-K 0000916365-25-000076 (2025-02-20)
The redline
The paragraph that changed most in each section
Marked against last year's 10-K:
cut words struck through, new words highlighted and underlined.
MD&A 121 words changed in this paragraph; it is 32% similar to last year's version.
The increase in capital expenditures for new stores, relocated stores, stores and stores not yet opened in fiscal 2025 is primarily attributable driven by the increase in new store openings and the construction of owned, fixed-fee development stores. Capital expenditures for fiscal 2025 included the opening of 99 new Tractor Supply stores compared to increased capital outlay associated with our owned store development program. Spending also reflects an investment in 80 new Tractor Supply stores, 11 new Petsense by Tractor Supply stores, and five store relocations stores during fiscal 2024. In Partially offsetting the increase in total capital expenditures, proceeds from the sale of property and equipment increased in fiscal 2023, we opened 70 new Tractor Supply 2025 primarily driven by the sale of both new, fixed-fee development stores and 13 new Petsense by Tractor Supply existing stores and had eight store relocations. as part of our sale-leaseback program.
Source: Item 7, 10-K 0000916365-26-000014 vs Item 7, 10-K 0000916365-25-000076
Risk Factors 113 words changed in this paragraph; it is 79% similar to last year's version.
We depend on information systems and technology, some of which are managed or provided by third-parties, for many activities important to our business. As do most retailers, we receive and store in our information systems certain personal and other sensitive information about our business, customers, team members, and vendors. Additionally, we also receive and process information permitting cashless payments as part of our in-store and online operations at TractorSupply.com TractorSupply.com, Petsense.com, and Petsense.com Allivet.com, and on our mobile application, some of which depend upon the secure transmission of confidential information over public networks. The information that we receive and store makes us subject to cybersecurity attacks and cyber incidents, which are occurring more frequently, are constantly evolving in nature, are becoming more sophisticated, and are being made by groups and individuals with a wide range of expertise and motives. We are the target of attempted cyber and other security threats and we continuously monitor our information technology networks and infrastructure in an effort to prevent, detect, address and mitigate the risk of unauthorized access, misuse, computer viruses and other events that could have a security impact. While we We have enhanced our cybersecurity processes and procedures in response to the general cybersecurity threat environment in recent years, we years. We are not aware of any discrete cybersecurity threat, including as a result of any previous cybersecurity incidents, that has materially affected or is reasonably likely to materially affect us, including our business strategy, results of operations, or financial condition. However, these security measures cannot provide absolute assurance or guarantee that we will be successful in preventing, detecting, or responding to every such breach or disruption and/or preventing the misuse of confidential information of our business, customers, team members, or vendors. Similar risks exist with respect to the third-party vendors on which we rely for aspects of our information technology support services and administrative functions, even if the attack or breach does not directly impact our systems or information.
Source: Item 1A, 10-K 0000916365-26-000014 vs Item 1A, 10-K 0000916365-25-000076
Accounting Policies 68 words changed in this paragraph; it is 66% similar to last year's version.
In December 2023, the FASB Financial Accounting Standards Board (“FASB”) issued ASU Accounting Standards Update (“ASU”) 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” The ASU requires that an entity disclose specific categories in the effective tax rate reconciliation as well as provide additional information for reconciling items that meet a quantitative threshold. Further, the ASU requires certain disclosures of state versus federal income tax expense and taxes paid. The amendments in Company adopted this ASU are required to be adopted for in fiscal years beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued. The amendments should be applied on a prospective basis although retrospective application is permitted. The Company is currently evaluating the impact of adoption on its financial disclosures. 2025.
Source: Item 8, Note 1 – Significant Accounting Policies, 10-K 0000916365-26-000014 vs Item 8, Note 1 – Significant Accounting Policies, 10-K 0000916365-25-000076
Legal Proceedings 27 words changed in this paragraph; it is 75% similar to last year's version.
At December 28, 2024, 27, 2025, the Company had various non-cancelable obligations contractual commitments of approximately $160.4 million, $198.2 million. Of this amount, $71.4 million relates to the construction of which $58.6 our distribution center in Nampa, Idaho and $37.5 million is related relates to the construction of new stores under the Company’s fee development program. Commitments related to new stores are generally due as construction progresses, with obligations extending through 2025. 2026.
Source: Item 3, via Note 12 – Commitments and Contingencies, 10-K 0000916365-26-000014 vs Item 3, via Note 11 – Commitments and Contingencies, 10-K 0000916365-25-000076
Every change, by type
Sentences and paragraphs added, removed or reworded
Sentences and paragraphs of TSCO's Risk Factors and MD&A, 10-K 2026-02-19 against 10-K 2025-02-20. Each links to the text at sec.gov.
Quiet changes are sentences kept from last year with one to four words changed, at least one of them a hedge, a modal or a qualifier (may, could, will, not, significant, material…). A year or date rolling forward is not counted.
The full word list
adverse, adversely, all, although, anticipate, anticipates, any, approximately, believe, believes, can, cannot, certain, could, expect, expects, generally, however, if, intend, intends, largely, likely, many, material, materially, may, might, most, must, never, no, not, possible, primarily, probable, should, significant, significantly, some, substantial, substantially, unlikely, will, wouldAddedRisk Factors
Our increasing use of and investment in artificial intelligence and other emerging technologies could adversely affect our business, financial condition, and reputation.
AddedRisk Factors
We 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.
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RewordedRisk Factors
A weakening of economic conditions affecting disposable consumer income such as lower employment levels, negative consumer outlook, uncertainty, instability or changes in business or political conditions, social and political causes and movements, including government shutdowns, changes in interest rates, inflation/deflation, higher tax rates, rates or tariffs, changes in the value of the U.S. dollar relative to other currencies, higher fuel and energy costs, higher labor and healthcare costs, the impact of natural disasters or acts of terrorism, general health epidemics or pandemics, and other economic matters could reduce consumer spending or cause consumers to shift their spending to competitors.
RewordedRisk Factors
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RewordedRisk Factors
Our vendors may be forced to reduce their production, shut down their operations or file for 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.
RewordedRisk Factors
We are subject to numerous federal, state, local, and foreign laws and governmental regulations including those relating to competition, environmental protection, personal injury, intellectual property, consumer product safety, building, land use and zoning requirements, workplace regulations, wage and hour, privacy and information security, pricing, record management, and employment law matters. matters, as well as laws, regulations and licensing requirements governing animal health products and services and pet pharmacy activities.
RewordedRisk Factors
New stores build their sales volumes and refine their merchandise selection over time and, as a result, generally have lower gross margins and higher operating expenses as a percentage of net sales than our more mature stores.
RewordedRisk Factors
Further, the imposition of tariffs or other changes in world trade could have an impact on certain U.S. industries and consumers consumers, could cause us to raise our prices and re-evaluate the sourcing of our products, and could consequently negatively impact the consumer demand for products that we sell.
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AddedMD&A
Fiscal Year 2025 2024 Variance (52 weeks) (52 weeks) Net income $ 1,096.1 $ 1,101.2 $ (5.1) Depreciation and amortization 494.0 447.2 46.8 Gain on disposition of property and equipment (93.1) (62.5) (30.6) Share-based compensation expense 57.1 48.4 8.7 Deferred income taxes 61.3 (22.6) 83.9 Inventories and accounts payable (82.3) (137.9) 55.6 Prepaid expenses and other current assets (1.3) 11.5 (12.8) Accrued expenses 38.8 30.3 8.5 Income taxes (5.9) (19.2) 13.3 Other, net 70.6 24.4 46.2 Net cash provided by operating activities $ 1,635.3 $ 1,420.8 $ 214.5
AddedMD&A
Fiscal Year 2025 2024 (52 weeks) (52 weeks) Variance New stores, relocated stores and stores not yet opened $ (376.0) $ (241.2) $ (134.8) Existing stores (223.9) (284.0) 60.1 Information technology (158.1) (153.5) (4.6) Distribution center capacity and improvements (127.8) (95.8) (32.0) Corporate and other (9.0) (9.5) 0.5 Total capital expenditures $ (894.8) $ (784.0) $ (110.8) Proceeds from sale of property and equipment 256.1 140.1 116.0 Acquisition of Allivet, net of cash acquired (139.9) — (139.9) Net cash used in investing activities $ (778.6) $ (643.9) $ (134.7)
AddedMD&A
The decrease in capital expenditures for existing stores in fiscal 2025 primarily reflects a reallocation of funds to construction of the new distribution center in Nampa, Idaho, as well efficiencies and lower average costs related to our continued Project Fusion remodels and side lot garden center transformations.
AddedMD&A
On December 30, 2024, the Company completed its acquisition of Allivet, an online pet pharmacy. Net cash used in investing activities includes the cash used for the acquisition of Allivet, net of cash acquired as part of the transaction.
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RewordedMD&A
Fiscal Year 2025 2024 2023 Variance (52 weeks) (52 weeks) Net borrowings and repayments under debt facilities $ (70.0) $ 100.0 $ 572.0 $ (472.0) (170.0) Repurchase of common stock (361.3) (560.6) (594.4) 33.8 199.3 Cash dividends paid to stockholders (487.7) (472.5) (15.2) Net proceeds from issuance of common stock 23.6 39.4 24.4 15.0 Cash dividends paid to stockholders (472.5) (449.6) (22.9) (15.8) Other, net (18.7) (28.8) (38.8) 10.0 10.1 Net cash used in financing activities $ (914.1) $ (922.5) $ (486.4) $ (436.1) 8.4
RewordedMD&A
Over the past five years, we have experienced considerable growth in stores, growing from 2,024 2,105 stores (1,844 (1,923 Tractor Supply retail stores and 180 182 Petsense by Tractor Supply retail stores) at the end of fiscal 2019 2020 to 2,502 2,602 stores (2,296 (2,395 Tractor Supply retail stores and 206 Petsense by Tractor Supply retail stores) at the end of fiscal 2024, and in net sales, with a compounded annual growth rate of approximately 12.2%.
RewordedMD&A
Gross profit increased 3.2% 4.8% to $5.65 billion in fiscal 2025 from $5.40 billion in fiscal 2024 from $5.23 billion in fiscal 2023, 2024, and gross margin increased 34 16 basis points to 36.4% of net sales in fiscal 2025 from 36.3% of net sales in fiscal 2024 from 35.9% of net sales in fiscal 2023. 2024.
RewordedMD&A
The increase in SG&A as a percentage percent of net sales was primarily attributable to the Company’s planned growth investments, which included higher depreciation investments and amortization and the onboarding of a new distribution center, as well as modest fixed cost deleverage of the Company’s fixed costs given the level of comparable store sales growth.
RewordedMD&A
The increase in capital expenditures for new stores, relocated stores, stores and stores not yet opened in fiscal 2025 is primarily attributable to increased capital outlay associated with our owned driven by the increase in new store openings and the construction of owned, fixed-fee development program. stores.
RewordedMD&A
The capital expenditures include a plan to open approximately 90 100 Tractor Supply stores, continuing continue Project Fusion remodels and side lot garden center transformations, complete construction on our Nampa, Idaho distribution center, and opening approximately 10 new Petsense by Tractor Supply stores. continue investing in store and digital technology.
RewordedMD&A
Operating income margin decreased 30 41 basis points to 9.5% of net sales in fiscal 2025 from 9.9% of net sales in fiscal 2024 from 10.2% of net sales in fiscal 2023. 2024.
RewordedMD&A
For fiscal 2024, 2025, net income was $1.10 billion, or $2.06 per diluted share, compared to $1.10 billion, or $2.04 per diluted share, compared to $1.11 billion, or $2.02 per diluted share, in fiscal 2023. 2024.
RewordedMD&A
Fiscal Year Store Count Information: 2025 2024 2023 Tractor Supply Beginning of period 2,296 2,216 2,147 New stores opened 99 80 70 Stores closed — (1) — End of period 2,395 2,296 2,216 Petsense by Tractor Supply Beginning of period 206 198 186 New stores opened 5 11 13 Stores closed (4) (3) (1) End of period 207 206 198 Consolidated end of period 2,602 2,502 2,414 Stores relocated 7 5 8
RewordedMD&A
Capital expenditures for information technology reflect represent continued support of our store growth and our Digital initiatives, as well as growth, improvements in mobility in our stores, our digital initiatives, increased security and compliance compliance, and other Company-wide strategic initiatives.
RewordedMD&A
Percent of Net Sales Fiscal Year Product Category: 2025 2024 2023 Livestock, Equine, Equine & Agriculture 27% 26% 27% Companion Animal 25 25 24 24 Seasonal & Recreation 23 22 24 24 Truck, Tool, Tool & Hardware 16 15 16 Clothing, Gift, Gift & Décor 10 10 Total 100% 100% Note:
RewordedMD&A
In fiscal 2024, 2025, we opened 80 99 new Tractor Supply stores in 34 36 states and 11 five new Petsense by Tractor Supply stores in seven states. four states and closed four Petsense by Tractor Supply stores.