What the changes say
- Tariff exposure broadened to future U.S. trade authorities, changing rates, and potential anti-U.S. sentiment.
- New risks cover Amplify execution, AI adoption and misuse, acquisition-related impairment, and OECD Pillar Two taxes.
- Store renovation and modernization now carry explicit disruption and return-on-investment risks.
- Capital-return disclosures updated to a $0.40 quarterly dividend and a $3.00 billion repurchase authorization.
What changed since the prior 10-K
New
- NewRisks Related to Macroeconomic Conditions
the Section 301 investigations relating to forced labor practices, imposing new tariff rates ranging from 10% to 12.5% on most imports from certain countries, effective upon the expiration of the temporary Section 122 tariffs
Future tariffs, including 10%–12.5% Section 301 rates after temporary Section 122 tariffs, could raise costs, disrupt suppliers, and damage U.S. sentiment.
- NewRisks Related to our Business and our Industry
The successful implementation of the Company’s 2028 growth strategy, Amplify, is key to the long-term success of our business
Failure to execute the four-pillar Amplify 2028 strategy could prevent Tapestry from achieving planned growth and profitability.
- NewRisks Related to our Business and our Industry
may also be incurred in the integration of our business and the acquired business. Additionally, the full benefits of an acquisition may not be realized if the combined business does not perform as expected or demand for the combined company’s services does not meet our expectations
Acquisitions could create goodwill or intangible-asset impairment charges if combined businesses underperform or expected demand does not materialize.
- NewRisks Related to Information Security and Technology
The development, use, or misuse of AI technologies, and the failure to effectively adopt such technologies, may not be successful and could negatively impact our business
AI outputs may be inaccurate, biased, infringe intellectual property, expose sensitive information, or trigger liability, regulatory, cybersecurity, and reputational harm.
- NewRisks Related to Global Economic Conditions and Legal and Regulatory Matters
excise tax on share repurchases. The CAMT was effective at the beginning of fiscal 2024 and did not have a material impact on the Company’s effective tax rate
OECD Pillar Two’s 15% global minimum tax, particularly QDMTT, began negatively affecting Tapestry’s effective tax rate in fiscal 2026.
Dropped
- DroppedRisks Related to Ownership of our Common Stock
decisions with respect to our securities do so at their own risk. We take no responsibility for any losses suffered as a result of such changes in our stock price
Reworded
- 69% rewrittenRisks Related to Global Economic Conditions and Legal and Regulatory Matters
Fluctuations in our tax obligations and effective tax rate may result in volatility of our financial results and stock price
No substantive change; the risk still concerns jurisdictional audits, uncertain tax positions, earnings mix, and future tax-law changes.
- 65% rewrittenRisks Related to Macroeconomic Conditions
We face risks associated with potential changes to international trade and policy agreements and the imposition of additional tariffs on importing our products
The CBP detention and adverse-effect language was removed, while the risk still covers tariffs, quotas, trade barriers, and trade-agreement changes.
Was: We face risks associated with potential changes to international trade agreements and the imposition of additional tariffs on importing our products
- 48% rewrittenRisks Related to Ownership of our Common Stock
If we are unable to pay quarterly dividends or conduct stock repurchases at intended levels, our reputation and stock price may be negatively impacted
The dividend increased from $0.35 to $0.40 per share, and the repurchase program changed to $3.00 billion, replacing authorization with $561.7 million remaining.
- 40% rewrittenRisks Related to Ownership of our Common Stock
Our stock price may periodically fluctuate based on the accuracy of our earnings guidance or other forward-looking statements regarding our financial performance, including our ability to return value to investors
No substantive change; it still addresses stock-price volatility from earnings guidance and other forward-looking financial statements.
- 35% rewrittenRisks Related to our Business and our Industry
As we outsource functions, we will become more dependent on the third parties performing these functions
Only wording changed: cost-effective enhancement was hyphenated; the third-party service, pricing, timing, and data-breach risks remain the same.
- 34% rewrittenRisks Related to our Business and our Industry
Mergers, acquisitions and other strategic investments may not be successful in achieving intended benefits, cost savings and synergies and may disrupt current operations
Only wording changed from “any newly acquired company” to “these transactions”; the acquisition integration and synergy risks remain unchanged.
- 31% rewrittenRisks Related to our Business and our Industry
The growth of our business depends on the successful execution of our global omni-channel expansion efforts and our ability to execute our digital and e-commerce priorities and our multi-channel strategies
Added renovation and modernization risks, including upfront investment, store disruption, and uncertain effects on traffic, sales, productivity, and profitability.
Was: The growth of our business depends on the successful execution of our global omni-channel expansion efforts and our ability to execute our digital and e-commerce priorities
- 29% rewrittenRisks Related to our Business and our Industry
Our success depends, in part, on attracting, developing and retaining qualified employees, including key personnel
Only grammar changed from “depends” to “depend”; employee attraction, retention, succession, and leadership risks remain unchanged.
- 26% rewrittenRisks Related to Global Economic Conditions and Legal and Regulatory Matters
We may be unable to protect our intellectual property and curb the sale of counterfeit merchandise, which can cause harm to our reputation and business
- 25% rewrittenRisks Related to Information Security and Technology
A delay, disruption in, failure of, or inability to upgrade our information technology systems precisely and efficiently could materially adversely affect our business, financial condition or results of operations and cash flow
- 24% rewrittenRisks Related to our Business and our Industry
Significant competition in our industry could adversely affect our business
- 23% rewrittenRisks Related to our Business and our Industry
Our business may be materially impacted if our fulfillment centers face significant interruptions in operations
Was: Our business may be materially impacted if our fulfillment centers face significant interruptions and operations
- 21% rewrittenRisks Related to our Indebtedness
We have incurred a substantial amount of indebtedness, which could restrict our ability to engage in additional transactions or incur additional indebtedness
All 34 risk factors
Headings as the filing states them, in filing order.
Risks Related to Macroeconomic Conditions
- 01Economic conditions, such as an economic recession, downturn, periods of inflation or uncertainty, could materially adversely affect our financial condition, results of operations and consumer purchases of discretionary items
- 02We face risks associated with potential changes to international trade and policy agreements and the imposition of additional tariffs on importing our products65% rewritten
- 03the Section 301 investigations relating to forced labor practices, imposing new tariff rates ranging from 10% to 12.5% on most imports from certain countries, effective upon the expiration of the temporary Section 122 tariffsNew
Risks Related to our Business and our Industry
- 04We face risks associated with operating in international markets
- 05Our business is subject to the risks inherent in global sourcing activities
- 06A decline in the volume of traffic to our stores could have a negative impact on our net sales
- 07The success of our business depends on our ability to retain the value of our brands and respond to changing consumer preferences and fashion trends in a timely manner
- 08The growth of our business depends on the successful execution of our global omni-channel expansion efforts and our ability to execute our digital and e-commerce priorities and our multi-channel strategies31% rewritten
- 09The successful implementation of the Company’s 2028 growth strategy, Amplify, is key to the long-term success of our businessNew
- 10Significant competition in our industry could adversely affect our business24% rewritten
- 11Our success depends, in part, on attracting, developing and retaining qualified employees, including key personnel29% rewritten
- 12Mergers, acquisitions and other strategic investments may not be successful in achieving intended benefits, cost savings and synergies and may disrupt current operations34% rewritten
- 13may also be incurred in the integration of our business and the acquired business. Additionally, the full benefits of an acquisition may not be realized if the combined business does not perform as expected or demand for the combined company’s services does not meet our expectationsNew
- 14We may seek to sell one or more lines of our business in an effort to maximize shareholder value, which may adversely affect our business, our reputation, our results of operations and financial position or our stock price
- 15Our business may be materially impacted if our fulfillment centers face significant interruptions in operations23% rewritten
- 16Our business may be subject to increased costs due to excess inventories and a decline in profitability as a result of increasing pressure on margins if we misjudge the demand for our products
- 17As we outsource functions, we will become more dependent on the third parties performing these functions35% rewritten
- 18Our wholesale business could suffer as a result of consolidations, liquidations, restructurings and other ownership changes in the wholesale industry
- 19Our operating results are subject to seasonal and quarterly fluctuations, which could adversely affect the market price of the Company's common stock
- 20We rely on our licensing partners to preserve the value of our licenses and the failure to maintain such partners could harm our business
Risks Related to Information Security and Technology
- 21Computer system disruption and cyber security threats, including a personal data or security breach, could damage our relationships with our customers, harm our reputation, expose us to litigation and adversely affect our business
- 22A delay, disruption in, failure of, or inability to upgrade our information technology systems precisely and efficiently could materially adversely affect our business, financial condition or results of operations and cash flow25% rewritten
- 23The development, use, or misuse of AI technologies, and the failure to effectively adopt such technologies, may not be successful and could negatively impact our businessNew
Risks Related to our Indebtedness
- 24We have incurred a substantial amount of indebtedness, which could restrict our ability to engage in additional transactions or incur additional indebtedness21% rewritten
Risks Related to Corporate Responsibility
- 25The risks associated with climate change and other environmental impacts and increased focus by stakeholders on climate change, could negatively affect our business and operations
- 26Increased scrutiny from investors and others regarding our Corporate Responsibility initiatives, including matters of significance relating to sustainability, could result in additional costs or risks and adversely impact our reputation
Risks Related to Global Economic Conditions and Legal and Regulatory Matters
- 27Fluctuations in our tax obligations and effective tax rate may result in volatility of our financial results and stock price69% rewritten
- 28excise tax on share repurchases. The CAMT was effective at the beginning of fiscal 2024 and did not have a material impact on the Company’s effective tax rateNew
- 29Our business is exposed to foreign currency exchange rate fluctuations
- 30We may be unable to protect our intellectual property and curb the sale of counterfeit merchandise, which can cause harm to our reputation and business26% rewritten
Risks Related to Ownership of our Common Stock
- 31If we are unable to pay quarterly dividends or conduct stock repurchases at intended levels, our reputation and stock price may be negatively impacted48% rewritten
- 32Our stock price may periodically fluctuate based on the accuracy of our earnings guidance or other forward-looking statements regarding our financial performance, including our ability to return value to investors40% rewritten
- 33Certain provisions of the Company's charter, bylaws and Maryland law may delay or prevent an acquisition of the Company by a third party
- 34Our rights and the rights of our stockholders to recover claims against our directors and officers are limited, which could reduce your and our recovery against them if they cause us to incur losses
Other Tapestry 10-Ks
- FY2025 10-K risk factors30 risks
Tapestry faces significant debt of $2.39 billion with $1.50 billion in senior notes issued in fiscal 2025. International operations generate 40.0% of net sales, exposing the company to global trade, sourcing, and currency risks.
Filed Aug 14, 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.