Macy's (M) risk factors, FY2026 10-K

Macy's's FY2026 10-K, filed Mar 27, 2026, lists 32 risk factors in 2 groups. Against the prior year's 30: 2 new, 10 substantially reworded.

Risk factors listed
322 groups
New this year
2vs 30 last year
Dropped
0since the prior 10-K
Substantially reworded
10of those kept
Section length
9k wordsItem 1A

What the changes say

  • Macy's is executing its Bold New Chapter strategy, closing underperforming stores, and facing impairments.

What changed since the prior 10-K

New

  • NewStrategic, Operational and Competitive Risks

    Our advertising, marketing and loyalty programs may not be successful

    The success of advertising, marketing, and loyalty programs is critical for driving sales and creating personalized experiences.

  • NewFinancial Risks

    We have incurred losses due to impairment of tangible and intangible long-lived assets

    Macy's incurred substantial asset and goodwill impairments, including $160 million in fiscal 2025, largely tied to store closures.

Reworded

  • 69% rewrittenStrategic, Operational and Competitive Risks

    Minimum wage increases by states and wage and benefit increases to attract and retain workers in a tight labor market have increased labor costs in the retail sector. These increased costs pressure our margins and could have a negative impact on our financial results

    Shifted focus from employee health benefit cost drivers like high-cost claimants to broader retail wage inflation and minimum wage increases.

  • 66% rewrittenStrategic, Operational and Competitive Risks

    Our strategic plans and initiatives may not be successful, which could negatively affect our profitability and growth

    Updated progress on the Bold New Chapter strategy, noting the completion of year two, 125 reimagined Macy's stores, and the new China Grove fulfillment center.

  • 63% rewrittenStrategic, Operational and Competitive Risks

    AI creates business, legal and ethical challenges

    Expanded AI risk disclosures to explicitly mention risks regarding personal or business information used to train models and algorithmic bias.

  • 53% rewrittenStrategic, Operational and Competitive Risks

    The Company faces significant competition and depends on its ability to differentiate itself in retail ' s ever-changing environment

    No substantive textual changes made regarding competitive retail market conditions.

    Was: The Company faces significant competition and challenges as consumers continue to migrate to other shopping channels and depends on its ability to differentiate itself in retail's ever-changing environment

  • 51% rewrittenStrategic, Operational and Competitive Risks

    In addition, shifts from sales through our proprietary credit cards to debit products and alternative buy-now-pay-later payment methods may result in increased costs and could have a negative impact to credit card revenues due to potentially reduced credit card receivable balances

    Updated credit card late fee regulations, noting that a federal court vacated the CFPB's $8 late fee rule in April 2025.

  • 42% rewrittenStrategic, Operational and Competitive Risks

    The Company's business is subject to discretionary consumer spending, unfavorable economic and political conditions and other related risks

    No substantive textual changes made regarding discretionary consumer spending and macroeconomic factors.

  • 34% rewrittenStrategic, Operational and Competitive Risks

    We depend on vendors and other sources of merchandise, goods and services outside the U.S. Our business has been and could in the future continue to be affected by disruptions in, or other legal, regulatory, political, economic or public health issues associated with, our supply network

    No substantive textual changes made regarding foreign merchandise sourcing and supply chain dependencies.

  • 30% rewrittenStrategic, Operational and Competitive Risks

    Climate change, or legal, regulatory, or market measures to address climate change, could adversely affect our business and results of operations

    No substantive textual changes made regarding physical and regulatory climate change risks.

  • 28% rewrittenStrategic, Operational and Competitive Risks

    We may not timely identify or effectively respond to consumer needs, expectations, or trends, which could adversely affect our relationship with customers, the demand for our products and services and our market share

  • 21% rewrittenStrategic, Operational and Competitive Risks

    Legislation, litigation, regulatory requirements or non-compliance could adversely affect our business and results of operations

    Was: Litigation, legislation, regulatory developments or non-compliance could adversely affect our business and results of operations

All 32 risk factors

Headings as the filing states them, in filing order.

Strategic, Operational and Competitive Risks

  1. 01Our strategic plans and initiatives may not be successful, which could negatively affect our profitability and growth66% rewritten
  2. 02We may not timely identify or effectively respond to consumer needs, expectations, or trends, which could adversely affect our relationship with customers, the demand for our products and services and our market share28% rewritten
  3. 03Our advertising, marketing and loyalty programs may not be successfulNew
  4. 04Our sales and operating results depend on our ability to manage our inventory, merchandise selection and protect against inventory shortage
  5. 05The Company faces significant competition and depends on its ability to differentiate itself in retail ' s ever-changing environment53% rewritten
  6. 06Our ability to grow depends in part on our stores remaining relevant and attractive to customers
  7. 07We may not be able to successfully execute our real estate strategy
  8. 08Our revenues and cash requirements are affected by the seasonal nature of our business
  9. 09We depend on our ability to attract, train, develop and retain quality colleagues
  10. 10Minimum wage increases by states and wage and benefit increases to attract and retain workers in a tight labor market have increased labor costs in the retail sector. These increased costs pressure our margins and could have a negative impact on our financial results69% rewritten
  11. 11If revenue from our private label and co-branded credit cards decline, our financial and operational results may be negatively impacted
  12. 12In addition, shifts from sales through our proprietary credit cards to debit products and alternative buy-now-pay-later payment methods may result in increased costs and could have a negative impact to credit card revenues due to potentially reduced credit card receivable balances51% rewritten
  13. 13Our defined benefit plan funding requirements or plan settlement expense could impact our financial results and cash flow
  14. 14If our Company's reputation and brand image are not maintained at a high level, our operations and financial results may suffer
  15. 15If we are unable to protect our intellectual property, our brands and business could be damaged
  16. 16Unforeseen disruptions in our distribution and fulfillment centers could have an adverse impact on our business and operations
  17. 17Failure of a key information technology system or process could adversely affect our business
  18. 18AI creates business, legal and ethical challenges63% rewritten
  19. 19Disruptions in our customer-facing technology systems could impair our digital retail strategy and give rise to negative customer experiences
  20. 20A breach of our information technology systems could adversely affect our reputation, business partner and customer relationships and operations and result in higher costs
  21. 21We depend on vendors and other sources of merchandise, goods and services outside the U.S. Our business has been and could in the future continue to be affected by disruptions in, or other legal, regulatory, political, economic or public health issues associated with, our supply network34% rewritten
  22. 22Disruption of global sourcing activities and quality and other concerns over our own brands could negatively impact brand reputation and earnings
  23. 23Material disruptions in relationships with third-parties with whom the Company does business could adversely affect its operations
  24. 24The Company's business is subject to discretionary consumer spending, unfavorable economic and political conditions and other related risks42% rewritten
  25. 25Our business could be materially adversely affected by extreme weather conditions, natural disasters or regional or global health pandemics
  26. 26Natural disasters such as hurricanes, tornadoes and earthquakes, or a combination of these or other factors, could damage or destroy our facilities or make it difficult for customers to travel to our stores, thereby negatively affecting our business and results of operations
  27. 27Legislation, litigation, regulatory requirements or non-compliance could adversely affect our business and results of operations21% rewritten
  28. 28Changes in applicable environmental regulations, including increased or additional regulations to limit carbon emissions or other greenhouse gases may result in increased compliance costs, capital expenditures and other financial obligations which could affect our profitability
  29. 29Climate change, or legal, regulatory, or market measures to address climate change, could adversely affect our business and results of operations30% rewritten

Financial Risks

  1. 30We have incurred losses due to impairment of tangible and intangible long-lived assetsNew
  2. 31Inability to access capital markets could adversely affect our business or financial condition
  3. 32Our level of indebtedness may adversely affect our ability to operate our business, remain in compliance with debt covenants, react to changes in our business or the industry in which we operate, or prevent us from making payments on our indebtedness

Other Macy's 10-Ks

  • FY2025 10-K risk factors
    30 risks

    Macy's faces significant risk from executing its Bold New Chapter strategy and First 50 Stores initiative.

    Filed Mar 21, 2025

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.