Designer Brands (DBI) risk factors, FY2025 10-K

Designer Brands's FY2025 10-K, filed Mar 24, 2025, lists 17 risk factors in 4 groups. There is no earlier 10-K to compare against, so the most company-specific risks are listed below.

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Risk factors listed
174 groups
Section length
8k wordsItem 1A

Designer Brands's biggest risks in the FY2025 10-K

  • Designer Brands faces intense competition in the footwear market and must adapt to rapid fashion trends.
  • Sourcing merchandise internationally in places like China exposes the company to global supply risks.
  • Controlling shareholder Jay L. Schottenstein and affiliates hold 67 percent of combined voting power through Class B shares.

The risks most specific to Designer Brands

  • RISKS RELATING TO MACROECONOMIC AND INDUSTRY CONDITIONS

    We may be unable to compete in the highly competitive footwear market, which could have a material adverse effect on our business

    The footwear market is highly competitive with few barriers to entry, pitting the company against online retailers, specialty stores, and discounters.

  • RISKS RELATING TO OUR BUSINESS AND OPERATIONS

    Our failure to protect the value of our banners, Owned Brands, or our reputation could have a material adverse effect on our brands

    Failure to protect the reputation of company banners and Owned Brands could impair the customer base and brand value.

  • RISKS RELATING TO OUR BUSINESS AND OPERATIONS

    We are dependent on our customer retail reward programs and marketing to drive traffic, sales, and loyalty, and any decrease in membership or purchases from members could have a material adverse effect on our business

    The VIP customer reward programs in the U.S. and Canada are essential for driving customer traffic, purchase frequency, and sales.

  • RISKS RELATING TO OUR BUSINESS AND OPERATIONS

    Future acquisitions of and investments in new businesses and brands and other growth strategies could disrupt our ongoing business and adversely impact our financial condition and results of operations

    Acquisitions such as Rubino in the first quarter of 2024 and other growth strategies carry integration risks that may not materialize.

  • RISKS RELATING TO OUR BUSINESS AND OPERATIONS

    Our failure to retain existing and secure new store locations under acceptable lease terms for our retail segments could have a material adverse effect on our business

    The business relies on securing long-term retail store leases in desirable locations under acceptable terms.

  • RISKS RELATING TO EXTERNAL FACTORS

    Our international operations and reliance on foreign-sourced merchandise exposes us to risks associated with international matters

    International operations in Canada and China and reliance on foreign-sourced merchandise expose the company to cross-border risks.

  • RISKS RELATING TO OUR COMMON SHARES

    Entities owned by or controlled by Jay L. Schottenstein, the Executive Chairman of our Board, and members of his family (the "Schottenstein Affiliates") directly control or substantially influence the outcome of matters submitted for shareholder votes, and their interests may differ from other shareholders

    Jay L. Schottenstein and family affiliates control 67 percent of the combined voting power through Class B shares, allowing them to dictate shareholder votes.

  • RISKS RELATING TO OUR COMMON SHARES

    We do not expect a trading market for the Company's Class B common shares to develop and, therefore, any investment in the Company's Class B common shares may be effectively illiquid, unless such shares are converted into the Company's Class A common shares

    Class B common shares lack a public trading market and are effectively illiquid unless converted into Class A common shares.

All 17 risk factors

Headings as the filing states them, in filing order.

RISKS RELATING TO MACROECONOMIC AND INDUSTRY CONDITIONS

  1. 01A downturn in global economic conditions or a decline in consumer confidence in the economy has adversely affected discretionary consumer spending and may continue to do so, which has impacted, and likely will continue to impact, our business
  2. 02We may be unable to compete in the highly competitive footwear market, which could have a material adverse effect on our business

RISKS RELATING TO OUR BUSINESS AND OPERATIONS

  1. 03We may be unable to anticipate and respond to rapidly changing consumer preferences, customer expectations, and fashion trends, which could have a material adverse effect on our business
  2. 04Losses or disruptions associated with our distribution systems, including our distribution centers and stores, could have a material adverse effect on our business and operations
  3. 05The loss or disruption of IT services could affect our operations and have a material adverse effect on our business
  4. 06Our failure to protect the value of our banners, Owned Brands, or our reputation could have a material adverse effect on our brands
  5. 07We are dependent on our customer retail reward programs and marketing to drive traffic, sales, and loyalty, and any decrease in membership or purchases from members could have a material adverse effect on our business
  6. 08Future acquisitions of and investments in new businesses and brands and other growth strategies could disrupt our ongoing business and adversely impact our financial condition and results of operations
  7. 09Our failure to retain our existing senior management team or continue to attract qualified new personnel could have a material adverse effect on our business
  8. 10Our failure to retain existing and secure new store locations under acceptable lease terms for our retail segments could have a material adverse effect on our business
  9. 11Our ABL Revolver and Term Loan contain restrictions that could limit our ability to fund operations, which could adversely affect our business

RISKS RELATING TO EXTERNAL FACTORS

  1. 12Our international operations and reliance on foreign-sourced merchandise exposes us to risks associated with international matters
  2. 13Compliance with laws or changes in existing or new laws and regulations or regulatory enforcement priorities could adversely affect our business. Our failure to comply with applicable laws and regulations could have a material adverse effect on our business
  3. 14Extreme or unseasonable weather conditions in locations where we and our vendors operate could have a material adverse effect on our business

RISKS RELATING TO OUR COMMON SHARES

  1. 15Our amended and restated articles of incorporation, amended and restated code of regulations, and Ohio state law contain provisions that may have the effect of delaying or preventing a change in control of the Company. This could adversely affect the value of our Class A common shares
  2. 16Entities owned by or controlled by Jay L. Schottenstein, the Executive Chairman of our Board, and members of his family (the "Schottenstein Affiliates") directly control or substantially influence the outcome of matters submitted for shareholder votes, and their interests may differ from other shareholders
  3. 17We do not expect a trading market for the Company's Class B common shares to develop and, therefore, any investment in the Company's Class B common shares may be effectively illiquid, unless such shares are converted into the Company's Class A common shares

Other Designer Brands 10-Ks

  • FY2026 10-K risk factors
    23 risks6 new7 reworded

    Tariff policy changes and U.S. Supreme Court IEEPA rulings introduced cost uncertainties. VIP membership dropped to 30.0 million, though generating 89% of retail sales. Artificial intelligence tools and payment processing risks were added.

    Filed Mar 30, 2026

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.