m-20250503

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

________________________________

FORM 10-Q

________________________________


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended May 3, 2025.


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 1-13536

________________________________

Macy's, Inc.

(Exact name of registrant as specified in its charter)

________________________________


Delaware			13-3324058
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

151 West 34th Street, New York, New York 10001

(Address of Principal Executive Offices, including Zip Code)

(212) 494-1621

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $.01 par value per share	M	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

Accelerated Filer

Non-Accelerated Filer

Smaller Reporting Company

Emerging Growth Company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.


Class						Outstanding at May 31, 2025
Common Stock, $.01 par value per share						271,539,526 shares


		Page
PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	3
	Consolidated Statements of Income	3
	Consolidated Statements of Comprehensive Income	4
	Consolidated Balance Sheets	5
	Consolidated Statements of Changes in Shareholders' Equity	6
	Consolidated Statements of Cash Flows	8
	Notes to Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	24
Item 4.	Controls and Procedures	24
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	25
Item 1A.	Risk Factors	25
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	26
Item 5.	Other Information	27
Item 6.	Exhibits	29
SIGNATURES		30


	13 Weeks Ended
	May 3, 2025		May 4, 2024
Net sales	$	4,599	$	4,846
Other revenue	194		154
Total revenue	4,793		5,000

Cost of sales	(2,795)		(2,946)
Selling, general and administrative expenses	(1,913)		(1,911)
Gains on sale of real estate	16		1
Impairment, restructuring and other costs	(7)		(19)
Operating income	94		125
Benefit plan income, net	4		4

Interest expense, net	(27)		(31)
Loss on extinguishment of debt	(3)		—
Income before income taxes	68		98
Federal, state and local income tax expense	(30)		(36)
Net income	$	38	$	62
Basic earnings per share	$	0.14	$	0.22
Diluted earnings per share	$	0.13	$	0.22


	May 3, 2025		February 1, 2025		May 4, 2024
ASSETS
Current Assets:
Cash and cash equivalents	$	932	$	1,306	$	876
Receivables	241		303		257
Merchandise inventories	4,663		4,468		4,687
Prepaid expenses and other current assets	445		385		442
Income taxes receivable	10		17		—
Total Current Assets	6,291		6,479		6,262
Property and Equipment - net of accumulated depreciation and amortization of $4,292, $4,177 and $4,410	4,964		5,070		5,295
Right of Use Assets	2,226		2,243		2,358
Goodwill	828		828		828
Other Intangible Assets – net	424		425		429
Other Assets	1,356		1,357		1,277
Total Assets	$	16,089	$	16,402	$	16,449
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Short-term debt	$	6	$	6	$	—
Merchandise accounts payable	2,133		1,893		2,347
Accounts payable and accrued liabilities	2,221		2,625		2,226
Income taxes payable	27		—		80
Total Current Liabilities	4,387		4,524		4,653
Long-Term Debt	2,774		2,773		2,998
Long-Term Lease Liabilities	2,884		2,927		3,034
Deferred Income Taxes	721		724		748
Other Liabilities	872		902		932






Shareholders' Equity	4,451		4,552		4,084
Total Liabilities and Shareholders’ Equity	$	16,089	$	16,402	$	16,449


	Common Stock		Additional Paid-In Capital		Accumulated Equity		Treasury Stock		Accumulated Other Comprehensive Income (Loss)		Total Shareholders' Equity
Balance at February 1, 2025	$	3	$	300	$	6,499	$	(1,801)	$	(449)	$	4,552
Net income					38						38
Common stock dividends ($0.1824 per share)			1		(52)						(51)
Stock repurchases							(101)				(101)
Stock-based compensation expense			13								13
Stock issued under stock plans			(79)				79				—
Balance at May 3, 2025	$	3	$	235	$	6,485	$	(1,823)	$	(449)	$	4,451


	13 Weeks Ended
Revenues	May 3, 2025		May 4, 2024
	(millions)
Women's Accessories, Shoes, Cosmetics and Fragrances	$	1,943	$	2,070
Women's Apparel	1,097		1,145
Men's and Kids'	951		981
Home/Other (a)	608		650
Total Net Sales	4,599		4,846

Credit card revenues, net	$	154	$	117
Macy's Media Network revenue, net (b)	40		37
Other Revenue	194		154

Total Revenue	$	4,793	$	5,000


			Fair Value Measurements
	Total		Level 1		Level 2		Level 3
	(millions)
May 3, 2025	$	36	$	36	$	—	$	—
February 1, 2025	43		43		—		—
May 4, 2024	36		36		—		—


	Notional Amount		Carrying Amount		Fair Value
	(millions)
May 3, 2025	$	2,785	$	2,780	$	2,348
February 1, 2025	2,785		2,779		2,467
May 4, 2024	3,007		2,998		2,766


	First Quarter of 2025							First Quarter of 2024
	Amount			% to Net Sales		% to Total Revenue		Amount			% to Net Sales		% to Total Revenue
	(dollars in millions, except per share figures)
Net sales	$	4,599						$	4,846
Other revenue	194			4.2	%			154			3.2	%
Total revenue	4,793							5,000
Cost of sales	(2,795)			(60.8)	%			(2,946)			(60.8)	%
Selling, general and administrative expenses	(1,913)					(39.9)	%	(1,911)					(38.2)	%
Gains on sale of real estate	16					0.3	%	1					—	%
Impairment, restructuring and other costs	(7)					(0.1)	%	(19)					(0.4)	%
Operating income	$	94				2.0	%	$	125				2.5	%

Net income	$	38						$	62

Diluted earnings per share	$	0.13						$	0.22

Supplemental Financial Measures
Gross margin	$	1,804		39.2	%			$	1,900		39.2	%

Decrease in comparable sales on an owned basis	(2.0)		%					(1.2)		%

Supplemental Non-GAAP Financial Measures
Decrease in comparable sales on an owned-plus-licensed-plus-marketplace basis	(1.2)		%					(0.3)		%
Adjusted diluted earnings per share	$	0.16						$	0.27
Adjusted EBITDA	$	324						$	364
Core adjusted EBITDA	$	308						$	363


	First Quarter of 2025			First Quarter of 2024
SG&A expenses	$	(1,913)		$	(1,911)
As a percent to total revenue	39.9		%	38.2		%


	First Quarter of 2025		First Quarter of 2024
Net interest expense	$	(27)	$	(31)


	13 Weeks Ended
	May 3, 2025		May 4, 2024
	(millions)
401(k) Qualified Defined Contribution Plan	$	23	$	23
Pension Plan

Interest cost	$	17	$	18
Expected return on assets	(28)		(29)
Recognition of net actuarial loss	1		1
	$	(10)	$	(10)
Supplementary Retirement Plan
Interest cost	$	5	$	5
Recognition of net actuarial loss	2		2
	$	7	$	7

Total Retirement Expense	$	20	$	20

Postretirement Obligations
Interest cost	$	1	$	1
Recognition of net actuarial gain	(2)		(2)

	$	(1)	$	(1)


	First Quarter of 2025		First Quarter of 2024
Effective tax rate	44.1	%	36.7	%
Federal income statutory rate	21	%	21	%


	2025		2024
Net cash (used) provided by operating activities	$	(64)	$	129
Net cash used by investing activities	(133)		(217)
Net cash used by financing activities	(178)		(70)


	May 3, 2025		February 1, 2025
	(in millions)
ASSETS
Current Assets	$	1,023	$	1,160
Noncurrent Assets	5,673		5,727
LIABILITIES
Current Liabilities	$	1,479	$	1,744
Noncurrent Liabilities (a)	6,789		6,493


	13 Weeks Ended May 3, 2025
	(in millions)
Net sales	$	171
Consignment commission income (a)	701
Other revenue	33
Cost of sales	(87)
Operating loss	(361)
Loss before income taxes (b)	(51)
Net loss	48


	13 Weeks Ended May 3, 2025
	Macy's, Inc.		Macy's
Decrease in comparable sales on an owned basis (Note 1)	(2.0	%)	(2.9	%)
Impact of departments licensed to third parties and marketplace sales (Note 2)	0.8	%	0.8	%
Decrease in comparable sales on an owned-plus-licensed-plus-marketplace basis	(1.2	%)	(2.1	%)


	13 Weeks Ended May 3, 2025
	Macy's, Inc. go-forward business		Macy's go-forward business		Bloomingdale's		Bluemercury
Increase (decrease) in comparable sales on an owned basis (Note 1)	(1.8)	%	(2.7)	%	3.0	%	1.5	%
Impact of departments licensed to third parties and marketplace sales (Note 2)	0.9	%	0.8	%	0.8	%	—	%
Increase (decrease) in comparable sales on an owned-plus-licensed-plus-marketplace basis	(0.9	%)	(1.9	%)	3.8	%	1.5	%


	13 Weeks Ended May 3, 2025
	Macy's Reimagine 125 locations
Decrease in comparable sales on an owned basis (Note 1)	(1.3	%)
Impact of departments licensed to third parties (Note 2)	0.5	%
Decrease in comparable sales on an owned-plus-licensed basis	(0.8	%)


	13 Weeks Ended May 4, 2024
	Macy's, Inc.
Decrease in comparable sales on an owned basis (Note 1)	(1.2	%)
Impact of departments licensed to third parties and marketplace sales (Note 2)	0.9	%
Decrease in comparable sales on an owned-plus-licensed-plus-marketplace basis	(0.3	%)


	Total Number of Shares Purchased	Average Price Paid per Share ($)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (a)	Maximum Dollar Value of Shares that may yet be Purchased Under the Plans or Programs (a) ($)
	(thousands)			(thousands)	(millions)
February 2, 2025 - March 1, 2025	3	$	14.35	—	$	1,375
March 2, 2025 - April 5, 2025	2,638	12.77		2,637	1,341
April 6, 2025 - May 3, 2025	6,023	11.18		6,023	1,274
	8,664	$	11.66	8,660








10.1†						Fourth Amendment to Credit Agreement, dated as of April 9, 2025, by and among Macy’s Inventory Funding LLC, Macy’s Inventory Holdings LLC, the lenders party thereto and Bank of America, N.A., as agent, issuer and swing line lender (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed April 9, 2025)

10.2+						2025-2027 Performance-Based Restricted Stock Unit Terms and Conditions under the 2024 Equity and Incentive Compensation Plan*

10.3						Form of Time-Based Restricted Stock Unit Terms and Conditions under the 2024 Equity and Incentive Compensation Plan*

22						List of Subsidiary Guarantors (incorporated by reference to Exhibit 22 to the Company’s Annual Report on Form 10-K (File No. 1-13536) for the fiscal year ended January 28, 2023)

31.1						Certification of Chief Executive Officer pursuant to Rule 13a-14(a)

31.2						Certification of Chief Financial Officer pursuant to Rule 13a-14(a)

32.1						Certification by Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act

32.2						Certification by Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act

101						The following financial statements from Macy's, Inc.'s Quarterly Report on Form 10-Q for the quarter ended May 3, 2025, filed on June 5, 2025, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Consolidated Statements of Income, (ii) Consolidated Statements of Comprehensive Income, (iii) Consolidated Balance Sheets, (iv) Consolidated Statements of Changes in Shareholders' Equity, (v) Consolidated Statements of Cash Flows, and (vi) the Notes to Consolidated Financial Statements.

104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


	MACY'S, INC.

	By:	/s/ TRACY M. PRESTON
		Tracy M. Preston Chief Legal Officer and Corporate Secretary

	By:	/s/ PAUL GRISCOM
		Paul Griscom Senior Vice President and Controller

Date: June 5, 2025

SEC Form 10-Q filed by Macy's Inc