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ULTAUlta Beauty

Consumer discretionary · Specialty Retail · Nasdaq
ULTA quote by TradingView
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The 10-K against last year's

142 changes: 36 added, 32 removed, 72 reworded, 2 quiet changes

10-K Mar 26, 2026 vs Mar 27, 2025
Risk FactorsRedline ↓
41.1%
of the text changed · 9,797 words now
MD&ARedline ↓
22.9%
of the text changed · 5,820 words now
Accounting PoliciesRedline ↓
24.4%
of the text changed · 4,616 words now

10-K 0001104659-26-035243 (2026-03-26) vs 10-K 0001558370-25-003810 (2025-03-27) Not compared: Legal Proceedings.

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.

Risk Factors 271 words changed in this paragraph; it is 34% similar to last year's version.
We offer most of our beauty products for sale through our Ulta.com website and through our mobile applications. As a result, we encounter risks and difficulties frequently experienced by internet-based businesses, including risks related to our ability to attract and retain customers guests on a cost-effective basis and our ability to operate, support, expand, and develop our internet operations, website, mobile applications and software, and other related operational systems. Although we believe that our omnichannel participation is a distinct advantage for us due to synergies and the potential for new customers, supporting product offerings through these channels can create issues that have the potential to adversely affect our results of operations. For example, if our e-commerce platform successfully grows, it may do so in part by attracting existing guests, rather than new guests, who choose to purchase products from us online or through our mobile applications rather than from our physical stores, thereby reducing the financial performance of our stores. In addition, offering different products through each channel could cause conflicts and cause some of our current or potential internet or mobile customers to consider competing distributors of beauty products. Offering products through our internet channel or through our mobile applications could also cause some of our current or potential vendors to consider competing internet or mobile offerings of their products either on their own or through competing distributors. Additionally, omnichannel retailing continues to rapidly evolve, and we must keep pace with changing guest expectations and new developments by our competitors. As we continue to grow our e-commerce platform, the impact of attracting existing rather than new guests, conflicts between product offerings online or through our mobile applications and through our stores, and opening up our channels to increased competition from pure-play e-commerce companies could have a material adverse effect on our business, financial condition, profitability, and cash flows. In addition, if we are unable to make, improve, or develop relevant guest-facing technology in a timely manner, our ability to compete and our results of operations could be adversely affected.

Source: Item 1A, 10-K 0001104659-26-035243 vs Item 1A, 10-K 0001558370-25-003810

MD&A 198 words changed in this paragraph; it is 45% similar to last year's version.
On March 13, 2024, August 27, 2025, we entered into Amendment No. 3 4 to the Second Amended and Restated Loan Agreement (as so amended, the Loan Agreement) “Loan Agreement”) with Wells Fargo Bank, National Association, as Administrative Agent, Collateral Agent Agent, and a Lender thereunder; Wells Fargo Bank, National Association and JPMorgan Chase Bank, N.A., as Lead Arrangers and Bookrunners; JPMorgan Chase Bank, N.A., as Syndication Agent and a Lender; PNC Bank, National Association, as Documentation Agent and a Lender; and the other lenders party thereto. The Loan Agreement matures on March 13, 2029, provides maximum revolving loans equal to the lesser of $800.0 million or a percentage of eligible owned inventory and eligible owned receivables (which borrowing base may, at the election of the Company and satisfaction of certain conditions, include a percentage of qualified cash), contains a $50.0 million subfacility for letters of credit and allows the Company to increase the revolving facility by an additional $200.0 million, subject to the consent by each lender and other conditions. The Loan Agreement contains a requirement to maintain a fixed charge coverage ratio of not less than 1.0 to 1.0 during such periods when availability under the Loan Agreement falls below a specified threshold. Substantially all of the Company’s assets are pledged as collateral for outstanding borrowings under the Loan Agreement. Outstanding borrowings bear interest, at the Company’s election, at either a base rate plus a margin of 0.5% to 1.0% or the Term Secured Overnight Financing Rate plus a margin of 1.5% to 2.0%, and a credit spread adjustment of 0.10%, with such margins based on the Company’s borrowing availability, and the unused line fee is 0.25% to 0.375% per annum.

Source: Item 7, 10-K 0001104659-26-035243 vs Item 7, 10-K 0001558370-25-003810

Accounting Policies 34 words changed in this paragraph; it is 73% similar to last year's version.
Selling, general and administrative (SG&A) expenses includes payroll, bonus, and benefit costs for retail store and corporate employees; advertising and marketing costs, offset by vendor income that is a reimbursement of specific, incremental, and identifiable costs; occupancy costs related to our corporate office facilities; stock-based compensation expense; depreciation and amortization for all assets, except those related to our retail stores and distribution operations, which are included in cost of sales; and legal, finance, information systems, and other corporate overhead costs.

Source: Item 8, Note 2 – Summary of significant accounting policies, 10-K 0001104659-26-035243 vs Item 8, Note 2 – Summary of significant accounting policies, 10-K 0001558370-25-003810

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of ULTA's Risk Factors and MD&A, 10-K 2026-03-26 against 10-K 2025-03-27. Each links to the text at sec.gov.

All 142 Added 36Removed 32Reworded 72Quiet changes 2

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 listadverse, 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, would
AddedRisk Factors
We have historically experienced and expect to continue to experience seasonal fluctuations in our net sales, operating income, and net income. A significant portion of our net sales and profits is driven by holidays, such as Valentine’s Day and Mother’s Day in the first and second quarters and the November/December holiday season in the fourth quarter. We must carry a significant amount of inventory, particularly before these selling periods. If we miscalculate demand for our products generally or for our product mix during certain holiday seasons, our net sales could decline or we could accumulate excess inventory, which would harm our financial performance. If we are not successful in selling our inventory during these periods, we may be forced to rely on markdowns or promotional sales to dispose of the excess inventory or may not be able to sell the inventory at all, which could have a material adverse effect on our business, financial condition, and results of operations.

Read it in 10-K 2026-03-26 at sec.gov ↗

AddedRisk Factors
We must maintain sufficient inventory levels of merchandise that our guests desire to successfully operate our business. A shortage of popular merchandise could reduce our net sales. Conversely, we also must seek to avoid accumulating excess inventory to maintain appropriate in-stock levels. If we overstock unpopular merchandise, then we may be forced to take significant inventory markdowns or miss opportunities for the sale of other merchandise, both of which could have a negative impact on our profitability, and, in turn, our sales may decline or we may be required to sell the merchandise we have obtained at lower prices. If we are not successful in managing our inventory balances, our results of operations may be negatively affected.

Read it in 10-K 2026-03-26 at sec.gov ↗

AddedRisk Factors
Failure to adapt to a rapidly changing technological environment or failure to adopt emerging technologies, including advances relating to AI and agentic commerce, in a timely manner could negatively affect our business. For example, if we are unable to match or surpass the advances in technologies and capabilities of our competitors for either external (guest)-facing or internal use cases, our competitive position could be adversely affected. In addition, if we adopt new technologies such as AI and fail to deploy them effectively or if we, our associates, or third parties acting at our direction use them incorrectly, unethically, or illegally, it could have a negative impact on our business, reputation, and financial results. The development of AI technologies is complex, and there are technical and other challenges associated with achieving the desired level of accuracy, efficiency, and reliability. The algorithms and models utilized in generative AI systems may have limitations, including biases, errors, or the inability to handle certain data types or scenarios. Additionally, there is a risk of system failures, disruptions, or vulnerabilities that could compromise the integrity, security, or privacy of data inputs or generated content. These limitations or failures could result in reputational harm, legal liabilities, or loss of guest, employee, or business partner confidence. Uncertainty regarding the regulation of AI and other burgeoning technologies may require significant resources to modify and maintain business practices to comply with U.S. and non-U.S. laws, the nature of which cannot be determined at this time. An increasing number of jurisdictions around the globe, including several U.S. states, have already proposed or enacted laws governing AI. Other jurisdictions may decide to adopt similar or more restrictive legislation that may render the use of such technologies challenging. These obligations may make it harder for us to conduct our business using AI, lead to regulatory fines or

Read it in 10-K 2026-03-26 at sec.gov ↗

AddedRisk Factors
Recent or potential future legislative initiatives may seek to increase the federal minimum wage in the United States, as well as the minimum wages in certain individual states or markets. As federal or state minimum wage rates increase, we may need to increase not only the wage rates of our minimum wage associates, but also the wages paid to our other hourly associates. Further, should we fail to increase our wages competitively in response to increasing wage rates, the quality of our workforce could decline, causing our customer service to suffer. Any increase in the cost of our labor could have an adverse effect on our operating costs, financial condition, and results of operations. If we are unable to hire and retain store-level associates capable of providing a high level of customer service, skilled distribution center associates, and other qualified personnel, our business could be materially adversely affected.

Read it in 10-K 2026-03-26 at sec.gov ↗

AddedRisk Factors
Although none of our associates are currently covered under collective bargaining agreements, we cannot guarantee that our associates will not elect to be represented by labor unions in the future. If some or all of our workforce were to become unionized and collectively bargained terms were significantly different from our current compensation arrangements or work practice, it could have a material adverse effect on our business, financial condition, and results of operations.

Read it in 10-K 2026-03-26 at sec.gov ↗

AddedRisk Factors
We offer most of our beauty products for sale through our Ulta.com website and through our mobile applications. As a result, we encounter risks and difficulties frequently experienced by internet-based businesses, including risks related to our ability to attract and retain guests on a cost-effective basis and our ability to operate, support, expand, and develop our internet operations, website, mobile applications and software, and other related operational systems. Although we

Read it in 10-K 2026-03-26 at sec.gov ↗

Show the other 61
AddedRisk Factors
Our financial performance could be affected by our ability to successfully grow and optimize our retail store footprint. There is no assurance that we will be able to locate and lease adequate desirable locations that meet our criteria. Additionally, our ability to negotiate favorable lease terms depends on conditions in the real estate markets, including competition for desirable properties, our relationships with current and prospective property owners or shopping center operators, and other factors that may be outside our control. Our financial performance could be further adversely affected if we are unable to successfully optimize our existing retail store fleet, including by opening new stores and relocating existing stores in desirable locations, renewing or extending leases, restructuring leases to obtain more favorable renewal terms, refreshing and remodeling existing stores, and, if necessary, closing underperforming and poorly located stores. If any aspect of our real estate growth and/or optimization strategy does not achieve the results we expect, in whole or in part, we may fail to meet our performance expectations.

Read it in 10-K 2026-03-26 at sec.gov ↗

AddedRisk Factors
In 2025, we expanded internationally through our acquisition of Space NK and the establishment of a joint venture in Mexico and a franchise relationship in the Middle East. Although our international activities are not significant to our financial results, our increasing international presence exposes us to additional risks. We have relatively little operating experience in international markets and may be challenged in replicating our business model in other countries. It is costly to establish, develop, and maintain international operations and promote our brand internationally. For these and other reasons, our international operations may not become profitable on a sustained basis. As international physical, e-commerce, and omnichannel retail and other services grow, competition will intensify, including through adoption of evolving business models. Local companies may have a substantial competitive advantage because of their greater understanding of, and focus on, the local customer, as well as their more established local brand names.

Read it in 10-K 2026-03-26 at sec.gov ↗

AddedRisk Factors
In addition, our international operations are subject to a number of unique risks, including those relating to local economic and political conditions; government regulation; restrictive trade policies; restrictions on the sale or distribution of certain products or services; uncertainty regarding liability for products, services, and content, including uncertainty as a result of unfamiliar local laws and legal systems; business licensing or certification requirements; limited fulfillment and technology infrastructure; laws and regulations regarding privacy, data use, data protection, data security, data localization, network security, consumer protection, payments, advertising, and restrictions on pricing or discounts; compliance with the U.S. Foreign Corrupt Practices Act and other applicable U.S. and foreign laws prohibiting corrupt payments to government officials and other third parties; laws and policies of the U.S. and other jurisdictions affecting trade, foreign investment, loans, and taxes; and geopolitical events, including war and terrorism.

Read it in 10-K 2026-03-26 at sec.gov ↗

RemovedRisk Factors
Our continued and future growth largely depends on our ability to implement our long-range strategic, operational and financial plans and successfully open and operate new stores profitably. There can be no assurance that we will be successful in implementing our growth plans, long-range strategic imperatives and/or operational excellence priorities, including continuous improvement and supply chain optimization, and our failure to do so could have a material adverse effect on our business, financial condition, profitability, and cash flows.

Read it in 10-K 2025-03-27 at sec.gov ↗

RemovedRisk Factors
Our comparable sales and quarterly results of operations have fluctuated in the past, and we expect them to continue to fluctuate in the future. A variety of factors affect our comparable sales and quarterly financial performance, including:

Read it in 10-K 2025-03-27 at sec.gov ↗

RemovedRisk Factors
timing and concentration of new store openings, including additional human resource requirements and related pre-opening and other start-up costs;

Read it in 10-K 2025-03-27 at sec.gov ↗

RemovedRisk Factors
Given the pervasive use of social media platforms, including blogs, social media websites, and other forms of internet-based and mobile communications, negative commentary regarding us or the products we sell may be adverse to our reputation or business. Customers value readily available information and often act on such information without further investigation and without regard to its accuracy or source. The harm may be immediate without affording us an opportunity for redress or correction.

Read it in 10-K 2025-03-27 at sec.gov ↗

RemovedRisk Factors
We also use social media platforms as marketing tools. For example, we maintain Facebook, X (formerly Twitter), Instagram, TikTok, Pinterest, and LinkedIn accounts. As laws and regulations evolve to govern the use of these platforms and devices, the failure by us, our employees, or third parties acting at our direction to abide by applicable laws and regulations in the use of these platforms and devices could adversely impact our business, financial condition, profitability, and cash flows.

Read it in 10-K 2025-03-27 at sec.gov ↗

RemovedRisk Factors
As a result of our real estate strategy, most of our stores are located in off-mall shopping areas known as power centers. Power centers typically contain three to five big-box anchor stores along with a variety of smaller specialty tenants. As a consequence of most of our stores being located in such shopping areas, our sales are derived, in part, from the volume of traffic generated by the other destination retailers and the anchor stores in power centers where our stores are located. Customer traffic to these shopping areas may be adversely affected by the closing of such destination retailers or anchor stores, or by a reduction in traffic to such stores resulting from a regional or global economic downturn, a public health crisis, a general downturn in the local area where our store is located, or a decline in the desirability of the shopping environment of a particular power center. Such a reduction in customer traffic would reduce our sales and leave us with excess inventory, which could have a material adverse effect on our business, financial condition, profitability, and cash flows. We may respond by increasing markdowns, initiating marketing promotions, or transferring product to other stores to reduce excess inventory, which would further decrease our gross profits and net income.

Read it in 10-K 2025-03-27 at sec.gov ↗

RemovedRisk Factors
Anti-takeover provisions in our organizational documents and Delaware law may discourage or prevent a change in control, even if a sale of the Company would be beneficial to our stockholders, which could cause our stock price to decline and prevent attempts by our stockholders to replace or remove our current management.

Read it in 10-K 2025-03-27 at sec.gov ↗

RemovedRisk Factors
Our certificate of incorporation and bylaws contain provisions that may delay or prevent a change in control, discourage bids at a premium over the market price of our common stock, and harm the market price of our common stock and diminish the voting and other rights of the holders of our common stock. These provisions include:

Read it in 10-K 2025-03-27 at sec.gov ↗

RewordedRisk Factors
Our failure to comply with federal, state, or local requirements when we advertise our products (including prices) or services, or engage in other promotional activities, in digital (including social media), television, or print may result in enforcement actions and imposition of penalties or otherwise harm the distribution and sale of our products.Our associates or others may engage in misconduct or other improper activities, including noncompliance with our policies and procedures.We are exposed to the risk of misconduct or other improper activities by our associates and third parties such as independent contractors or agents. contractors, agents, and business partners.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedRisk Factors
Although As we currently do not operate stores outside expand internationally, the United States, magnitude of the effects of geopolitical events, including the ongoing conflicts in Ukraine and the Middle East, have caused East and cartel violence and related unrest in Mexico, on the Company’s business, financial condition, profitability, and/or cash flow could be greater uncertainty in than when the global economy and exacerbated the inflation situation.The Company’s operations were solely U.S.-based.The health of the economy may affect consumer purchases of discretionary items such as beauty products and salon services, which could have a material adverse effect on our business, financial condition, profitability, and cash flows.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedRisk Factors
We With regard to beauty and wellness products, we compete against a diverse group of retailers, both small and large, including regional and national department stores, mass merchandisers, specialty retailers, drug stores, mass merchandisers, high-end and discount salon chains, locally owned beauty retailers and salons, online capabilities of national retailers, pure-play e-commerce companies, online marketplaces, catalog retailers, marketplaces (including those operated by social media platforms), and direct response television, including television home shopping retailers and infomercials. drug stores.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedRisk Factors
Our failure to comply with federal, state, or local requirements when we advertise our products (including prices) or services, or engage in other promotional activities, in digital (including social media), television, or print may result in enforcement actions and imposition of penalties or otherwise harm the distribution and sale of our products.Our associates or others may engage in misconduct or other improper activities, including noncompliance with our policies and procedures.We are exposed to the risk of misconduct or other improper activities by our associates and third parties such as independent contractors or agents. products.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedRisk Factors
The formulation, manufacturing, packaging, labeling, distribution, sale, and storage of our vendors’ products and our Ulta Beauty branded products are also subject to extensive regulation by various federal agencies, agencies in the U.S., including FDA, FTC, CPSC, the Food and Drug Administration (FDA), Federal Trade Commission (FTC), Consumer Product Safety Commission (CPSC), Environmental Protection Agency (EPA), and various state and local agencies, such as State AGs Attorneys General and District Attorneys. Attorneys, as well as similar analogous authorities in our international markets.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedRisk Factors
Many of our competitors are, and many of our potential competitors may be, larger and have greater financial, marketing, and other resources and therefore, therefore may be able to adapt to changes in customer requirements more quickly, devote greater resources to the marketing and sale of their products, generate greater national brand recognition, or adopt more aggressive pricing policies than we can.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedRisk Factors
If we are unable to protect our intellectual property rights and our brand name, our brand and reputation could be harmed, which Any of these factors could have a material adverse effect on our business, financial condition, profitability, and cash flows.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedRisk Factors
In particular, Our failure to adequately comply with the following legal requirements address some or all of these risks could have a material adverse effect on our business, results of operations, and financial condition, profitability, and cash flows. condition.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedRisk Factors
Factors that could affect consumers’ willingness to make such discretionary purchases include: general business conditions, inflationary pressures, levels of employment, interest rates, tax rates, the availability of consumer credit, consumer confidence in future economic conditions, tariffs, tariffs or other trade restrictions (including uncertainty as to the scale and short- and long-term effects of currently proposed or future tariffs), risks related to epidemics or pandemics, geopolitical events events, and recessionary concerns.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedRisk Factors
Our principal intellectual property rights include registered and common law trademarks on “The Possibilities are Beautiful.®,” “Ulta Beauty®,” “Ulta®,” and other marks incorporating our name and “All Things Beauty. trademarks, copyrights in

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedRisk Factors
Complex local, state state, national, and national international/foreign laws and regulations regulations, such as the California Consumer Privacy Act and the EU General Data Protection Regulation, apply to the collection, use, retention, protection, disclosure, transfer, and other processing of personal data.

Read it in 10-K 2026-03-26 at sec.gov ↗

Quiet changesRisk Factors
Additionally, the adoption of new regulations or changes in the interpretations of existing regulations may could result in significant compliance costs or discontinuation of product sales and may impair the marketability of our vendors’ products or our Ulta Beauty branded products, resulting in significant loss of net sales.

Read it in 10-K 2026-03-26 at sec.gov ↗

AddedMD&A
Today, our U.S. operations (“Ulta U.S.”) make us the largest specialty beauty retailer in the United States and the premier beauty destination for cosmetics, fragrance, skin care, bath and body products, hair care, salon styling tools, wellness products, and salon services. In addition to our U.S. operations, we are expanding our presence internationally through our subsidiary, Space NK, a luxury beauty retailer operating in the U.K. and Ireland, our joint venture in Mexico, and our franchise in the Middle East.

Read it in 10-K 2026-03-26 at sec.gov ↗

AddedMD&A
Ulta Beauty’s wholly owned subsidiary, Space NK, maintains a multi-currency revolving credit facility (the “Facility Agreement”) with National Westminster Bank plc, providing up to £40.0 million for working capital requirements. The Facility Agreement, maturing on April 17, 2028, allows Space NK to increase the revolving facility by an additional £10.0 million with lender consent. The facility is secured by the assets of Space NK and contains a requirement to maintain an interest coverage ratio not less than 4.0 to 1.0 and a leverage ratio not to exceed 2.0 to 1.0 for any relevant period. Borrowings bear interest at either the compound or term Sterling Overnight Index Average plus a margin of 1.75%, and an unused line fee of 0.60% per annum. As of January 31, 2026, there was $62.3 million outstanding under the Facility Agreement.

Read it in 10-K 2026-03-26 at sec.gov ↗

AddedMD&A
Business combinations are accounted for using the acquisition method of accounting, which requires that once control is obtained, all the assets acquired and liabilities assumed are recorded at their respective fair values at the date of acquisition. The determination of the acquisition date fair values of identifiable assets acquired and liabilities assumed requires estimates and the use of valuation techniques when fair value is not readily available and requires judgment. For the valuation of indefinite-lived intangible assets acquired in a business combination, the Company typically uses the relief from royalty method, which utilizes the present value of the after-tax royalty savings attributable to owning the intangible assets as opposed to paying a third party for its use. The significant assumptions used to estimate the fair values of intangible assets include projected revenues, discount rate, remaining useful life, and estimated royalty rate. Although the Company believes its estimates of acquisition date fair values are reasonable, actual financial results could differ from those estimates due to the inherent uncertainty involved in making such estimates. Changes in assumptions concerning future financial results or other underlying assumptions could have a significant impact on the determination of the fair values of the intangible assets acquired.

Read it in 10-K 2026-03-26 at sec.gov ↗

AddedMD&A
If the subsequent actual results and updated projections of the underlying business activity change compared with the assumptions and projections used to develop these values, we could record impairment charges. In addition, we have estimated the economic lives of certain acquired tangible and intangible assets and these lives are used to calculate depreciation and amortization expense. If our estimates of the economic lives change, depreciation or amortization expenses could increase or decrease, or the acquired asset could be impaired.

Read it in 10-K 2026-03-26 at sec.gov ↗

RemovedMD&A
40 basis points of deleverage in merchandise margins driven by lapping favorable price increase impacts from the prior year and higher promotional activity;

Read it in 10-K 2025-03-27 at sec.gov ↗

RemovedMD&A
80 basis points of deleverage in merchandise margins driven by higher promotional activity and category mix, as well as lapping of benefits from price increases; and

Read it in 10-K 2025-03-27 at sec.gov ↗

RemovedMD&A
50 basis points of leverage in other revenue primarily due to credit card income growth, an increase in royalty income from our partnership with Target, and higher loyalty point redemptions; and

Read it in 10-K 2025-03-27 at sec.gov ↗

RewordedMD&A
Key aspects points of our business strategic differentiation include: a differentiated assortment of approximately 29,000 beauty products established and emerging brands across a variety of categories and price points as well as a variety of beauty services, including salon services, in more than 1,400 stores predominantly located in convenient, high-traffic locations; engaging digital experiences delivered points; our convenient omnichannel footprint, offering products through our website, Ulta.com, stores, delivering immersive and personalized experiences through our mobile applications; digital platforms, and providing the Ulta Beauty experience internationally through our partnerships; our best-in-class loyalty program that enables members to earn points for every dollar spent on products and beauty services and provides us with deep, proprietary customer insights; a deep understanding of our customers and their preferences; and our ability to cultivate human connection with warm and welcoming guest experiences across all of our channels.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedMD&A
The decrease in net income was primarily due to a $114.0 $487.8 million increase in SG&A expenses expenses, a $16.9 million increase in net interest expense, a $3.9 million increase in equity net loss of affiliate, and a $5.2 $2.1 million increase in pre-opening expenses, partially offset by a $25.7 $458.0 million increase in gross profit and a $5.1 million decrease in income taxes and a $6.2 million increase in gross profit. taxes.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedMD&A
The decrease increase in net cash provided by operating activities in fiscal 2024 2025 compared to fiscal 2023 2024 is mainly due to the decrease in net income, a larger lower increase in merchandise inventories in fiscal 2024, 2025 and timing of deferred income taxes, prepaid expenses and other current assets, accrued liabilities, accounts payable, liabilities and deferred revenue.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedMD&A
The Company’s fiscal years ended January 31, 2026 (fiscal 2025), February 1, 2025 (fiscal 2024), and February 3, 2024 (fiscal 2023), 2023) were 52-, 52-, and January 28, 2023 (fiscal 2022) were 52, 53, and 52 week 53-week years, respectively.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedMD&A
As of February 1, 2025 and February 3, 2024, we had no borrowings outstanding under the credit facility and January 31, 2026, we were in compliance with all terms and covenants of the Loan Agreement and Facility Agreement.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedMD&A
Net sales increased $88.4 million, $1.1 billion, or 0.8%, 9.7%, to $12.4 billion in fiscal 2025 compared to $11.3 billion in fiscal 2024 compared to $11.2 billion in fiscal 2023. 2024.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedMD&A
The increase in net cash used in financing investing activities in fiscal 2024 2025 relative to fiscal 2023 2024 was primarily due to an increase the acquisition of Space NK in share repurchases. the second quarter of fiscal 2025.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedMD&A
SG&A expenses increased $114.0 $487.8 million, or 4.2%, 17.4%, to $3.3 billion in fiscal 2025 compared to $2.8 billion in fiscal 2024 compared to $2.7 billion in fiscal 2023. 2024.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedMD&A
Merchandise inventories, net were $2.2 billion at January 31, 2026, compared to $2.0 billion at February 1, 2025, compared to $1.7 billion at February 3, 2024, representing an increase of $226.1 $212.9 million or 13.0%. 10.8%.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedMD&A
Gross profit as a percentage of net sales decreased 30 basis points increased to 39.1% in fiscal 2025 compared to 38.8% in fiscal 2024 compared to 39.1% in fiscal 2023. 2024.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedMD&A
The increase in total inventory is primarily due to new brand launches, the following: acquisition of Space NK, and the addition of new Ulta Beauty stores in the U.S.

Read it in 10-K 2026-03-26 at sec.gov ↗

RewordedMD&A
As a percentage of net sales, SG&A expenses increased 90 basis points to 26.6% in fiscal 2025 compared to 24.9% in fiscal 2024 compared to 24.0% in fiscal 2023. 2024.

Read it in 10-K 2026-03-26 at sec.gov ↗

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