Burlington Stores (BURL) 10-Q21 Nov 232024 Q3 Quarterly reportFinancial data

Company Profile

Document and Entity Information

Document and Entity Information	9 Months Ended
Document and Entity Information	Oct. 28, 2023 shares
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Oct. 28, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Trading Symbol	BURL
Entity Registrant Name	BURLINGTON STORES, INC.
Entity Central Index Key	0001579298
Current Fiscal Year End Date	--01-28
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Common Stock, Shares Outstanding	64,525,262
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity File Number	001-36107
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	80-0895227
Entity Address, Address Line One	2006 Route 130 North
Entity Address, City or Town	Burlington
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	08016
City Area Code	609
Local Phone Number	387-7800
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common stock
Security Exchange Name	NYSE
Document Quarterly Report	true
Document Transition Report	false

Condensed Consolidated Statemen

Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 28, 2023	Oct. 29, 2022	Oct. 28, 2023	Oct. 29, 2022
REVENUES:
Net sales	$ 2,284,673	$ 2,035,927	$ 6,587,912	$ 5,945,459
Type of Revenue [Extensible List]	us-gaap:ProductMember	us-gaap:ProductMember	us-gaap:ProductMember	us-gaap:ProductMember
Other revenue	$ 4,673	$ 4,760	$ 13,197	$ 12,862
Total revenue	2,289,346	2,040,687	6,601,109	5,958,321
COSTS AND EXPENSES:
Cost of sales	1,297,805	1,198,126	3,795,661	3,546,340
Selling, general and administrative expenses	826,822	726,926	2,357,736	2,092,756
Costs related to debt amendments			97
Depreciation and amortization	76,087	67,634	219,749	201,908
Impairment charges - long-lived assets	814	10,599	6,367	17,556
Other income - net	(12,384)	(2,828)	(27,549)	(18,833)
Loss on extinguishment of debt	13,630		38,274	14,657
Interest expense	19,680	17,412	58,570	47,454
Total costs and expenses	2,222,454	2,017,869	6,448,905	5,901,838
Income before income tax expense	66,892	22,818	152,204	56,483
Income tax expense	18,341	6,035	40,013	11,560
Net income	$ 48,551	$ 16,783	$ 112,191	$ 44,923
Net income per common share - basic	$ 0.75	$ 0.26	$ 1.73	$ 0.68
Net income per common share - diluted	$ 0.75	$ 0.26	$ 1.73	$ 0.68
Weighted average number of common stock - basic	64,707	65,362	64,852	65,815
Weighted average number of common stock - diluted	64,802	65,504	65,024	66,058

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Oct. 28, 2023	Oct. 29, 2022	Oct. 28, 2023	Oct. 29, 2022
Statement of Comprehensive Income [Abstract]
Net income	$ 48,551	$ 16,783	$ 112,191	$ 44,923
Interest rate derivative contracts:
Net unrealized gain arising during the period	7,618	22,402	17,029	35,693
Net reclassification into earnings during the period	(1,386)	851	(3,391)	5,772
Other comprehensive income, net of tax	6,232	23,253	13,638	41,465
Total comprehensive income	$ 54,783	$ 40,036	$ 125,829	$ 86,388

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Oct. 28, 2023	Jan. 28, 2023	Oct. 29, 2022
Current assets:
Cash and cash equivalents	$ 615,863	$ 872,623	$ 428,583
Restricted cash and cash equivalents		6,582	6,582
Accounts receivable—net	91,579	71,091	80,641
Merchandise inventories	1,329,129	1,181,982	1,445,087
Assets held for disposal	23,299	19,823	7,054
Prepaid and other current assets	154,962	131,691	131,834
Total current assets	2,214,832	2,283,792	2,099,781
Property and equipment—net	1,767,626	1,668,005	1,666,523
Operating lease assets	3,130,574	2,945,932	2,951,614
Tradenames	238,000	238,000	238,000
Goodwill	47,064	47,064	47,064
Deferred tax assets	2,870	3,205	3,643
Other assets	92,734	83,599	94,885
Total assets	7,493,700	7,269,597	7,101,510
Current liabilities:
Accounts payable	939,658	955,793	953,680
Current operating lease liabilities	412,303	401,111	391,056
Other current liabilities	588,645	541,413	520,145
Current maturities of long term debt	13,970	13,634	13,528
Total current liabilities	1,954,576	1,911,951	1,878,409
Long term debt	1,397,618	1,462,072	1,464,563
Long term operating lease liabilities	2,982,549	2,825,292	2,828,574
Other liabilities	70,572	69,386	68,687
Deferred tax liabilities	237,909	205,991	222,549
Commitments and contingencies (Note 11)
Stockholders’ equity:
Preferred stock, $0.0001 par value: authorized: 50,000,000 shares; no shares issued and outstanding
Common stock, $0.0001 par value: Authorized: 500,000,000 shares Issued: 82,354,291 shares, 82,037,994 shares and 81,933,895 shares, respectively Outstanding: 64,525,262 shares, 65,019,713 shares and 65,191,267 shares, respectively	8	8	7
Additional paid-in-capital	2,086,798	2,015,625	1,984,821
Accumulated earnings	756,606	644,415	459,215
Accumulated other comprehensive income	42,386	28,748	37,024
Treasury stock, at cost	(2,035,322)	(1,893,891)	(1,842,339)
Total stockholders' equity	850,476	794,905	638,728
Total liabilities and stockholders' equity	$ 7,493,700	$ 7,269,597	$ 7,101,510

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Oct. 28, 2023	Jan. 28, 2023	Oct. 29, 2022
Statement of Financial Position [Abstract]
Preferred Stock, Par Value	$ 0.0001	$ 0.0001	$ 0.0001
Preferred Stock, Authorized	50,000,000	50,000,000	50,000,000
Preferred Stock, Issued	0	0	0
Preferred Stock, Outstanding	0	0	0
Common Stock, Par Value	$ 0.0001	$ 0.0001	$ 0.0001
Common Stock, Authorized	500,000,000	500,000,000	500,000,000
Common Stock, Shares Issued	82,354,291	82,037,994	81,933,895
Common Stock, Shares Outstanding	64,525,262	65,019,713	65,191,267

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands		9 Months Ended
		Oct. 28, 2023	Oct. 29, 2022
OPERATING ACTIVITIES
Net income		$ 112,191	$ 44,923
Adjustments to reconcile net income to net cash provided by (used in) operating activities
Depreciation and amortization		219,749	201,908
Impairment charges—long-lived assets		6,367	17,556
Amortization of deferred financing costs		2,380	2,731
Accretion of long term debt instruments		706	713
Deferred income taxes		27,254	(12,339)
Loss on extinguishment of debt		38,274	14,657
Non-cash stock compensation expense	[1]	57,792	51,195
Non-cash lease expense		(4,068)	674
Cash received from landlord allowances		7,739	9,799
Changes in assets and liabilities:
Accounts receivable		(20,611)	(26,801)
Merchandise inventories		(147,146)	(424,078)
Prepaid and other current assets		(23,271)	238,680
Accounts payable		(20,249)	(133,305)
Other current liabilities		17,197	20,163
Other long term assets and long term liabilities		1,113	(1,135)
Other operating activities		(5,221)	4,236
Net cash provided by operating activities		270,196	9,577
INVESTING ACTIVITIES
Cash paid for property and equipment		(304,442)	(338,979)
Lease acquisition costs		(20,481)	(3,515)
Proceeds from sale of property and equipment and assets held for sale		13,639	23,383
Net cash used in investing activities		(311,284)	(319,111)
FINANCING ACTIVITIES
Proceeds from long term debt-Convertible Notes		297,069
Principal payment on long term debt-Convertible Notes		(386,519)	(78,236)
Purchase of treasury shares		(140,482)	(265,344)
Proceeds from stock option exercises		13,380	6,073
Other financing activities		1,509	(8,256)
Net cash used in financing activities		(222,254)	(352,974)
Decrease in cash, cash equivalents, restricted cash and restricted cash equivalents		(263,342)	(662,508)
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period		879,205	1,097,673
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period		615,863	435,165
Supplemental disclosure of cash flow information:
Interest paid		62,083	36,944
Income tax payments (refund) - net		70,232	(228,107)
Non-cash investing and financing activities:
Finance lease modification			(6,042)
Accrued purchases of property and equipment		98,642	75,746
Senior Secured Term B-6 Loans
FINANCING ACTIVITIES
Principal payments on long term debt		$ (7,211)	$ (7,211)

[1] The amounts presented in the table above exclude taxes. For the three and nine month periods ended October 28, 2023, the tax benefit related to the Company’s non-cash stock compensation was approximately $4.1 million and $10.9 million, respectively. For the three and nine month periods ended October 29, 2022 , the tax benefit related to the Company’s non-cash stock compensation was approximately $ 3.2 million and $ 9.5 million, respectively .

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Oct. 28, 2023	Jul. 29, 2023	Apr. 29, 2023	Oct. 29, 2022	Jul. 30, 2022	Apr. 30, 2022	Oct. 28, 2023	Oct. 29, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ 48,551	$ 30,892	$ 32,748	$ 16,783	$ 11,966	$ 16,174	$ 112,191	$ 44,923

Insider Trading Arrangements

Insider Trading Arrangements	9 Months Ended
Insider Trading Arrangements	Oct. 28, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Oct. 28, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	1. Summary of Significant Accounting Policies Basis of Presentation As of October 28, 2023, Burlington Stores, Inc., a Delaware corporation (collectively with its subsidiaries, the Company), through its indirect subsidiary Burlington Coat Factory Warehouse Corporation (BCFWC), operated 977 retail stores. These unaudited Condensed Consolidated Financial Statements include the accounts of Burlington Stores, Inc. and its subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. The Condensed Consolidated Financial Statements are unaudited, but in the opinion of management reflect all adjustments (which are of a normal and recurring nature) necessary for the fair presentation of the results of operations for the interim periods presented. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted. These Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 28, 2023 (Fiscal 2022 10-K). The balance sheet at January 28, 2023 presented herein has been derived from the audited Consolidated Financial Statements contained in the Fiscal 2022 10-K. Because the Company’s business is seasonal in nature, the operating results for the three and nine month periods ended October 28, 2023 are not necessarily indicative of results for the fiscal year. Accounting policies followed by the Company are described in Note 1, “Summary of Significant Accounting Policies,” included in Part II, Item 8 of the Fiscal 2022 10-K. Fiscal Year The Company defines its fiscal year as the 52- or 53-week period ending on the Saturday closest to January 31. Fiscal 2023 is defined as the 53-week year ending February 3, 2024 and Fiscal 2022 is defined as the 52-week year ended January 28, 2023. The first, second and third quarters of Fiscal 2023 and Fiscal 2022 each consist of 13 weeks. Recently Adopted Accounting Standards There were no new accounting standards that had a material impact on the Company’s Condensed Consolidated Financial Statements and notes thereto during the three and nine month periods ended October 28, 2023, and there were no new accounting standards or pronouncements that were issued but not yet effective as of October 28, 2023 that the Company expects to have a material impact on its financial position or results of operations upon becoming effective.

Stockholders_ Equity

Stockholders’ Equity	9 Months Ended
Stockholders’ Equity	Oct. 28, 2023
Stockholders' Equity Note [Abstract]
Stockholders’ Equity	2. Stockholders’ Equity Activity for the three and nine month periods ended October 28, 2023 and October 29, 2022 in the Company’s stockholders’ equity is summarized below: (in thousands, except share data) Common Stock Additional Accumulated Accumulated Treasury Stock Shares Amount Capital Earnings (Loss) Income Shares Amount Total Balance at January 28, 2023 82,037,994 $ 8 $ 2,015,625 $ 644,415 $ 28,748 ( 17,018,281 ) $ ( 1,893,891 ) $ 794,905 Net income — — — 32,748 — — — 32,748 Stock options exercised 90,971 — 10,764 — — — — 10,764 Shares used for tax withholding — — — — — ( 9,457 ) ( 1,962 ) ( 1,962 ) Shares purchased as part of publicly announced program, inclusive of $ 0.4 million related to excise tax — — — — — ( 245,414 ) ( 51,823 ) ( 51,823 ) Vesting of restricted shares 28,536 — — — — — — — Stock based compensation — — 16,722 — — — — 16,722 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 0.3 million — — — — 947 — — 947 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 0.3 million — — — — ( 827 ) — — ( 827 ) Balance at April 29, 2023 82,157,501 $ 8 $ 2,043,111 $ 677,163 $ 28,868 ( 17,273,152 ) $ ( 1,947,676 ) $ 801,474 Net income — — — 30,892 — — — 30,892 Stock options exercised 15,236 — 1,512 — — — — 1,512 Shares used for tax withholding — — — — — ( 48,938 ) ( 8,626 ) ( 8,626 ) Shares purchased as part of publicly announced program, inclusive of $ 0.1 million related to excise tax — — — — — ( 154,358 ) ( 26,104 ) ( 26,104 ) Vesting of restricted shares 153,739 — — — — — — — Stock based compensation — — 19,425 — — — — 19,425 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 3.1 million — — — — 8,465 — — 8,465 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 0.4 million — — — — ( 1,179 ) — — ( 1,179 ) Balance at July 29, 2023 82,326,476 $ 8 $ 2,064,048 $ 708,055 $ 36,154 ( 17,476,448 ) $ ( 1,982,406 ) $ 825,859 Net income — — — 48,551 — — — 48,551 Stock options exercised 8,101 — 1,105 — — — — 1,105 Shares used for tax withholding — — — — — ( 3,633 ) ( 537 ) ( 537 ) Shares purchased as part of publicly announced program, inclusive of $ 0.5 million related to excise tax — — — — — ( 348,948 ) ( 52,379 ) ( 52,379 ) Vesting of restricted shares 19,714 — — — — — — — Stock based compensation — — 21,645 — — — — 21,645 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 2.8 million — — — — 7,618 — — 7,618 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 0.5 million — — — — ( 1,386 ) — — ( 1,386 ) Balance at October 28, 2023 82,354,291 $ 8 $ 2,086,798 $ 756,606 $ 42,386 ( 17,829,029 ) $ ( 2,035,322 ) $ 850,476 (in thousands, except share data) Common Stock Additional Accumulated (Deficit) Accumulated Treasury Stock Shares Amount Capital Earnings Loss Shares Amount Total Balance at January 29, 2022 81,677,315 $ 7 $ 1,927,554 $ 414,292 $ ( 4,441 ) ( 15,185,760 ) $ ( 1,576,995 ) $ 760,417 Net income — — — 16,174 — — — 16,174 Stock options exercised 41,673 — 4,721 — — — — 4,721 Shares used for tax withholding — — — — — ( 30,090 ) ( 5,673 ) ( 5,673 ) Shares purchased as part of publicly announced program — — — — — ( 512,905 ) ( 99,090 ) ( 99,090 ) Vesting of restricted shares, net of forfeitures of 199 restricted shares 81,832 — — — — — — — Stock based compensation — — 16,705 — — — — 16,705 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 7.4 million — — — — 20,060 — — 20,060 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 1.1 million — — — — 2,842 — — 2,842 Balance at April 30, 2022 81,800,820 $ 7 $ 1,948,980 $ 430,466 $ 18,461 ( 15,728,755 ) $ ( 1,681,758 ) $ 716,156 Net income — — — 11,966 — — — 11,966 Stock options exercised 23,088 — 1,230 — — — — 1,230 Shares used for tax withholding — — — — — ( 34,028 ) ( 6,923 ) ( 6,923 ) Shares purchased as part of publicly announced program — — — — — ( 598,278 ) ( 101,035 ) ( 101,035 ) Vesting of restricted shares 83,620 — — — — — — — Stock based compensation — — 17,173 — — — — 17,173 Unrealized losses on interest rate derivative contracts, net of related taxes of $ 2.6 million — — — — ( 6,769 ) — — ( 6,769 ) Amount reclassified from accumulated other comprehensive loss into earnings, net of related taxes of $ 0.8 million — — — — 2,079 — — 2,079 Balance at July 30, 2022 81,907,528 $ 7 $ 1,967,383 $ 442,432 $ 13,771 ( 16,361,061 ) $ ( 1,789,716 ) $ 633,877 Net income — — — 16,783 — — — 16,783 Stock options exercised 984 — 121 — — — — 121 Shares used for tax withholding — — — — — ( 10,968 ) ( 1,535 ) ( 1,535 ) Shares purchased as part of publicly announced program — — — — — ( 370,599 ) ( 51,088 ) ( 51,088 ) Vesting of restricted shares 25,383 — — — — — — — Stock based compensation — — 17,317 — — — — 17,317 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 8.2 million — — — — 22,402 — — 22,402 Amount reclassified from accumulated other comprehensive loss into earnings, net of related taxes of $ 0.3 million — — — — 851 — — 851 Balance at October 29, 2022 81,933,895 $ 7 $ 1,984,821 $ 459,215 $ 37,024 ( 16,742,628 ) $ ( 1,842,339 ) $ 638,728

Lease Commitments

Lease Commitments	9 Months Ended
Lease Commitments	Oct. 28, 2023
Leases [Abstract]
Lease Commitments	3. Lease Commitments The Company’s leases primarily consist of stores, distribution facilities and office space under operating and finance leases that will expire principally during the next 30 years. The leases typically include renewal options at five-year intervals and escalation clauses. Lease renewals are only included in the lease liability to the extent that they are reasonably assured of being exercised. The Company’s leases typically provide for contingent rentals based on a percentage of gross sales. Contingent rentals are not included in the lease liability, and they are recognized as variable lease cost when incurred. The following is a schedule of the Company’s future lease payments: (in thousands) Fiscal Year Operating Finance 2023 (remainder) $ 124,260 $ 1,485 2024 612,850 5,733 2025 575,288 3,604 2026 535,851 3,640 2027 494,978 3,640 2028 446,644 3,447 Thereafter 1,431,867 20,786 Total future minimum lease payments 4,221,738 42,335 Amount representing interest ( 826,886 ) ( 11,864 ) Total lease liabilities 3,394,852 30,471 Less: current portion of lease liabilities ( 412,303 ) (4,356 ) Total long term lease liabilities $ 2,982,549 $ 26,115 Weighted average discount rate 5.5% 5.9% Weighted average remaining lease term (years) 8.0 11.8 The above schedule excludes approximately $605.8 million for 61 stores and one warehouse that the Company has committed to open or relocate but has not yet taken possession of the space. The discount rates used in valuing the Company’s leases are not readily determinable, and are based on the Company’s incremental borrowing rate on a fully collateralized basis. The following is a schedule of net lease costs for the periods indicated: (in thousands) Three Months Ended Nine Months Ended October 28, 2023 October 29, 2022 October 28, 2023 October 29, 2022 Finance lease cost: Amortization of finance lease asset (a) $ 877 $ 1,052 $ 2,630 $ 3,333 Interest on lease liabilities (b) 454 627 1,425 2,046 Operating lease cost (c) 147,270 132,984 427,072 387,318 Variable lease cost (c) 58,915 52,141 168,864 152,689 Total lease cost 207,516 186,804 599,991 545,386 Less all rental income (d) (1,383 ) ( 1,507 ) (4,224 ) ( 4,195 ) Total net rent expense (e) $ 206,133 $ 185,297 $ 595,767 $ 541,191 (a) Included in the line item “Depreciation and amortization” in the Company’s Condensed Consolidated Statements of Income. (b) Included in the line item “Interest expense” in the Company’s Condensed Consolidated Statements of Income. (c) Includes real estate taxes, common area maintenance, insurance and percentage rent. Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. (d) Included in the line item “Other revenue” in the Company’s Condensed Consolidated Statements of Income. (e) Excludes an immaterial amount of short-term lease cost. Supplemental cash flow disclosures related to leases are as follows: (in thousands) Nine Months Ended October 28, 2023 October 29, 2022 Cash paid for amounts included in the measurement of lease liabilities: Cash payments arising from operating lease liabilities (a) $ 431,200 $ 387,209 Cash payments for the principal portion of finance lease liabilities (b) $ 2,975 $ 3,517 Cash payments for the interest portion of finance lease liabilities (a) $ 1,425 $ 2,046 Supplemental non-cash information: Operating lease liabilities arising from obtaining right-of-use assets $ 494,327 $ 609,567 (a) Included within operating activities in the Company’s Condensed Consolidated Statements of Cash Flows. (b) Included within financing activities in the Company’s Condensed Consolidated Statements of Cash Flows.

Long Term Debt

Long Term Debt	9 Months Ended
Long Term Debt	Oct. 28, 2023
Debt Disclosure [Abstract]
Long Term Debt	4. Long Term Debt Long term debt consists of: (in thousands) October 28, January 28, October 29, 2023 2023 2022 Senior secured term loan facility (Term B-6 Loans), adjusted SOFR (with a floor of 0.00 %) plus 2.00 %, matures on June 24, 2028 $ 935,507 $ 942,012 $ 944,178 Convertible senior notes, 2.25 %, mature on April 15, 2025 156,155 507,687 507,687 Convertible senior notes, 1.25 %, mature on December 15, 2027 297,069 — — ABL senior secured revolving facility, SOFR plus spread based on average outstanding balance, matures on December 22, 2026 — — — Finance lease obligations 30,471 33,447 34,386 Unamortized deferred financing costs ( 7,614 ) ( 7,440 ) ( 8,160 ) Total debt 1,411,588 1,475,706 1,478,091 Less: current maturities ( 13,970 ) ( 13,634 ) ( 13,528 ) Long term debt, net of current maturities $ 1,397,618 $ 1,462,072 $ 1,464,563 Term Loan Facility The Term Loan Facility is collateralized by a first lien on the Company's favorable leases, real estate and property & equipment and a second lien on the Company's inventory and receivables. On May 11, 2023, the Company amended the Term Loan Credit Agreement to, effective as of June 30, 2023, change one of the reference interest rates for borrowings under the Term Loan Facility from the Term Loan Adjusted LIBOR Rate to the Adjusted Term SOFR Rate (as defined in the Term Loan Credit Agreement). The Adjusted Term SOFR Rate includes a credit spread adjustment of 0.11 % for an interest period of one-month’s duration, 0.26 % for an interest period of three-months’ duration and 0.43 % for an interest period of six-months’ duration, with a floor of 0.00 %. In connection with the execution of this amendment, the Company incurred fees of $ 0.1 million, primarily related to legal fees, which were recorded in the line item “Costs related to debt amendments” in the Company’s Condensed Consolidated Statement of Income. Interest rates for the Term Loan Facility are based on: (i) for SOFR rate loans, a rate per annum equal to the Adjusted Term SOFR Rate for the applicable interest period, plus an applicable margin; and (ii) for prime rate loans, a rate per annum equal to the highest of (a) the variable annual rate of interest then announced by JPMorgan Chase Bank, N.A. at its head office as its “prime rate,” (b) the federal reserve bank of New York rate in effect on such date plus 0.50 % per annum, and (c) the Adjusted Term SOFR Rate for the applicable class of term loans for one-month plus 1.00 %, plus, in each case, an applicable margin. At October 28, 2023 and October 29, 2022 , the interest rate related to the Term Loan Facility was 7.4 % and 5.1 %, respectively. 2025 Convertible Notes On April 16, 2020, the Company issued $ 805.0 million of its 2.25 % Convertible Senior Notes due 2025 (2025 Convertible Notes). The 2025 Convertible Notes are general unsecured obligations of the Company. The 2025 Convertible Notes bear interest at a rate of 2.25 % per year, payable semi-annually in cash, in arrears, on April 15 and October 15 of each year. The 2025 Convertible Notes will mature on April 15, 2025 , unless earlier converted, redeemed or repurchased. During the first quarter of Fiscal 2022, the Company entered into separate, privately negotiated exchange agreements with certain holders of the 2025 Convertible Notes. Under the terms of the exchange agreements, the holders exchanged $ 64.6 million in aggregate principal amount of 2025 Convertible Notes held by them for $ 78.2 million in cash. These exchanges resulted in aggregate pre-tax debt extinguishment charges of $ 14.7 million. During the first quarter of Fiscal 2023, the Company entered into separate, privately negotiated exchange agreements with certain holders of the 2025 Convertible Notes. Under the terms of the exchange agreements, the holders exchanged $ 110.3 million in aggregate principal amount of 2025 Convertible Notes held by them for $ 133.3 million in cash. These exchanges resulted in aggregate pre-tax debt extinguishment charges of $ 24.6 million. Prior to the close of business on the business day immediately preceding January 15, 2025, the 2025 Convertible Notes will be convertible at the option of the holders only upon the occurrence of certain events and during certain periods. Thereafter, the 2025 Convertible Notes will be convertible at the option of the holders at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. The 2025 Convertible Notes have an initial conversion rate of 4.5418 shares per $1,000 principal amount of 2025 Convertible Notes (equivalent to an initial conversion price of approximately $220.18 per share of the Company’s common stock), subject to adjustment if certain events occur. The initial conversion price represents a conversion premium of approximately 32.50% over $166.17 per share, the last reported sale price of the Company’s common stock on April 13, 2020 (the pricing date of the offering) on the New York Stock Exchange. During the first quarter of Fiscal 2021, the Company made an irrevocable settlement election for any conversions of the 2025 Convertible Notes. Upon conversion, the Company will pay cash for the principal amount. For any excess above principal, the Company will deliver shares of its common stock. The Company was not permitted to redeem the 2025 Convertible Notes prior to April 15, 2023. From and after April 15, 2023, the Company is able to redeem for cash all or any portion of the 2025 Convertible Notes, at its option, if the last reported sale price of the Company’s common stock is equal to or greater than 130% of the conversion price for a specified period of time, at a redemption price equal to 100% of the principal aggregate amount of the 2025 Convertible Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. Holders of the 2025 Convertible Notes may require the Company to repurchase their 2025 Convertible Notes upon the occurrence of certain events that constitute a fundamental change under the indenture governing the 2025 Convertible Notes at a purchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the date of repurchase. In connection with certain corporate events or if the Company issues a notice of redemption, it will, under certain circumstances, increase the conversion rate for holders who elect to convert their 2025 Convertible Notes in connection with such corporate event or during the relevant redemption period for such 2025 Convertible Notes. The effective interest rate is 2.8%. 2027 Convertible Notes On September 12, 2023, the Company closed the issuance of approximately $ 297.1 million aggregate principal amount of its 1.25 % Convertible Senior Notes due 2027 (2027 Convertible Notes) pursuant to separate, privately negotiated exchange and subscription agreements with a limited number of holders of its 2025 Convertible Notes and certain investors, in each case pursuant to exemptions from registration under the Securities Act of 1933. The Company exchanged approximately $ 241.2 million in aggregate principal amount of the 2025 Convertible Notes for approximately $ 255.0 million in aggregate principal amount of the 2027 Convertible Notes. This exchange resulted in aggregate pre-tax debt extinguishment charges of $13.6 million. The Company also issued approximately $ 42.1 million in aggregate principal amount of 2027 Convertible Notes in a private placement to certain investors. An aggregate of up to 1,422,568 shares of common stock may be issued upon conversion of the 2027 Convertible Notes, which number is subject to adjustment up to an aggregate of 1,911,372 shares following certain corporate events that occur prior to the maturity date or if the Company issues a notice of redemption, and which is also subject to certain anti-dilution adjustments. The 2027 Convertible Notes will bear interest at a rate of 1.25% per year, payable semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2023. The 2027 Convertible Notes will mature on December 15, 2027, unless earlier converted, redeemed or repurchased. Prior to the close of business on the business day immediately preceding September 15, 2027, the 2027 Convertible Notes will be convertible at the option of the holders only upon the occurrence of certain events and during certain periods. Thereafter, the 2027 Convertible Notes will be convertible at the option of the holders at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. The 2027 Convertible Notes have an initial conversion rate of 4.8560 shares per $ 1,000 principal amount of 2027 Convertible Notes (equivalent to an initial conversion price of approximately $ 205.93 per share of the Company’s common stock), subject to adjustment if certain events occur. The initial conversion price represents a conversion premium of approximately 32.50 % over $ 155.42 per share, the last reported sale price of the Company’s common stock on September 7, 2023 on The New York Stock Exchange. Upon conversion, the Company will pay cash up to the aggregate principal amount of 2027 Convertible Notes being converted, and pay (and deliver, if applicable) cash, shares of the Company’s common stock or a combination thereof, at its election, in respect of the remainder (if any) of the Company’s conversion obligation in excess of such aggregate principal amount. The Company will not be able to redeem the 2027 Convertible Notes prior to December 20, 2025. On or after December 20, 2025 and prior to the 21st scheduled trading day immediately preceding December 15, 2027, the Company will be able to redeem for cash all or any portion of the 2027 Convertible Notes, at its option, if the last reported sale price of the Company’s common stock is equal to or greater than 130 % of the conversion price for a specified period of time, at a redemption price equal to 100 % of the aggregate principal amount of the 2027 Convertible Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Company undergoes a fundamental change, subject to certain conditions, holders of the 2027 Convertible Notes may require the Company to repurchase for cash all or any portion of their 2027 New Convertible Notes. The fundamental change repurchase price will be 100% of the aggregate principal amount of the 2027 Convertible Notes to be repurchased plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The effective interest rate is 1.7%. ABL Line of Credit On July 20, 2022, BCFWC entered into a Fourth Amendment to the Second Amended and Restated Credit Agreement (the Amendment). The Amendment increased the aggregate principal amount of the commitments of its current asset-based lending facility (the ABL Line of Credit) from $ 650.0 million to $ 900.0 million and replaced the LIBOR-based interest rate benchmark provisions with interest rate benchmark provisions based on a term secured overnight financing rate (SOFR) or a daily SOFR rate (in the case of daily SOFR, available for borrowings up to $ 100 million, or up to the full amount of the commitments if the term SOFR rate is not available). The applicable SOFR rate includes a credit spread adjustment of 0.10 %. On June 26, 2023, BCFWC entered into a Fifth Amendment to the Second Amended and Restated Credit Agreement, which increased the sublimit for letters of credit thereunder from $ 150 million to $ 250 million. The letter of credit sublimit will automatically be reduced to (i) $ 237.5 million on April 1, 2024, (ii) $ 225 million on July 1, 2024, (iii) $ 212.5 million on October 1, 2024, and (iv) $ 200 million on January 1, 2025. BCFWC and the agent may extend the foregoing dates under clauses (i) through (iii), as long as the sublimit is reduced to $ 200 million no later than January 1, 2025. At October 28, 2023 , the Company had $ 824.0 million available under the ABL Line of Credit. There were no borrowings under the ABL Line of Credit during the three and nine month periods ended October 28, 2023. At October 29, 2022 , the Company had $ 850.0 million available under the ABL Line of Credit. There were no borrowings under the ABL Line of Credit during the three and nine month periods ended October 29, 2022 .

Derivative Instruments and Hedg

Derivative Instruments and Hedging Activities	9 Months Ended
Derivative Instruments and Hedging Activities	Oct. 28, 2023
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Instruments and Hedging Activities	5. Derivative Instruments and Hedging Activities The Company accounts for derivatives and hedging activities in accordance with ASC 815, “Derivatives and Hedging” (ASC 815). As required by ASC 815, the Company records all derivatives on the balance sheet at fair value and adjusts to market on a quarterly basis. In addition, to comply with the provisions of ASC 820, “Fair Value Measurements” (ASC 820), credit valuation adjustments, which consider the impact of any credit enhancements to the contracts, are incorporated in the fair values to account for potential nonperformance risk. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered any applicable credit enhancements such as collateral postings, thresholds, mutual puts, and guarantees. In accordance with ASC 820, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. There is no impact of netting, because the Company has only one derivative. The Company classifies its derivative valuations in Level 2 of the fair value hierarchy. On December 17, 2018, the Company entered into an interest rate swap, which hedged $ 450 million of the variable rate exposure under the Term Loan Facility at a rate of 2.72 %. On June 24, 2021, the Company terminated this previous interest rate swap, and entered into a new interest rate swap, which hedges $ 450 million of the variable rate exposure on the Term Loan Facility at a blended rate of 2.19 %, and is designated as a cash flow hedge. During the second quarter of Fiscal 2023, the Company amended its interest rate swap to be based on SOFR rather than LIBOR, which resulted in an updated swap rate of 2.16 %. This amendment was covered under the guidance in ASC 848 and did not impact the hedge accounting relationship. The amount of loss deferred for the previous interest rate swap was $ 26.9 million. The Company is amortizing this amount from accumulated other comprehensive income into interest expense over the original life of the previous interest rate swap, which had an original maturity date of December 29, 2023 . The new interest rate swap had a liability fair value at inception of $ 26.9 million. The Company will accrete this amount into accumulated other comprehensive income as a benefit to interest expense over the life of the new interest rate swap, which has a maturity date of June 24, 2028 . Cash Flow Hedges of Interest Rate Risk The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. As of October 28, 2023, the Company had the following outstanding interest rate derivative that was designated as a cash flow hedge of interest rate risk: Interest Rate Derivative Number of Notional Aggregate Principal Amount Interest Swap Rate Maturity Date Interest rate swap contract One $ 450.0 million 2.16 % June 24, 2028 Tabular Disclosure The table below presents the fair value of the Company’s derivative financial instruments on a gross basis as well as their classification on the Company’s Condensed Consolidated Balance Sheets: (in thousands) Fair Values of Derivative Instruments October 28, 2023 January 28, 2023 October 29, 2022 Derivatives Designated as Hedging Instruments Balance Fair Balance Fair Balance Fair Interest rate swap contracts Other assets $ 43,031 Other assets $ 29,152 Other assets $ 41,687 The following table presents the unrealized gains and losses deferred to accumulated other comprehensive income resulting from the Company’s derivative financial instruments for each of the reporting periods. (in thousands) Three Months Ended Nine Months Ended Interest Rate Derivatives: October 28, 2023 October 29, 2022 October 28, 2023 October 29, 2022 Unrealized gains (losses), before taxes $ 10,416 $ 30,599 $ 23,269 $ 48,746 Income tax (expense) benefit ( 2,798 ) ( 8,197 ) ( 6,240 ) ( 13,053 ) Unrealized gains (losses), net of taxes $ 7,618 $ 22,402 $ 17,029 $ 35,693 The following table presents information about the reclassification of gains and losses from accumulated other comprehensive income into earnings related to the Company’s derivative instruments for each of the reporting periods. (in thousands) Three Months Ended Nine Months Ended Component of Earnings: October 28, 2023 October 29, 2022 October 28, 2023 October 29, 2022 Interest (benefit) expense $ ( 1,892 ) $ 1,162 $ ( 4,631 ) $ 7,901 Income tax expense (benefit) 506 ( 311 ) 1,240 ( 2,129 ) Net reclassification into earnings $ ( 1,386 ) $ 851 $ ( 3,391 ) $ 5,772 The Company estimates that approximately $ 15.3 million will be reclassified from accumulated other comprehensive income as a reduction to interest expense during the next twelve months.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
Fair Value Measurements	Oct. 28, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements	6. Fair Value Measurements The Company accounts for fair value measurements in accordance with ASC 820, which defines fair value, establishes a framework for measurement and expands disclosure about fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price), and classifies the inputs used to measure fair value into the following hierarchy: Level 1: Quoted prices for identical assets or liabilities in active markets. Level 2: Quoted market prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3: Pricing inputs that are unobservable for the assets and liabilities and include situations where there is little, if any, market activity for the assets and liabilities. The inputs into the determination of fair value require significant management judgment or estimation. The carrying amounts of cash equivalents, accounts receivable and accounts payable approximate fair value due to the short-term nature of these instruments. Refer to Note 5, “Derivative Instruments and Hedging Activities,” for further discussion regarding the fair value of the Company’s interest rate swap contract. Financial Assets The fair values of the Company’s financial assets and the hierarchy of the level of inputs as of October 28, 2023, January 28, 2023 and October 29, 2022 are summarized below: (in thousands) Fair Value Measurements at October 28, January 28, October 29, 2023 2023 2022 Level 1 Cash equivalents (including restricted cash equivalents) $ 269,241 $ 548,986 $ 92,424 Long-lived assets are measured at fair value on a non-recurring basis for purposes of calculating impairment using the fair value hierarchy of ASC 820. The fair value of the Company’s long-lived assets is calculated using a discounted cash-flow model that used level 3 inputs. In calculating future cash flows, the Company makes estimates regarding future operating results and market rent rates, based on its experience and knowledge of market factors in which the retail location is located. Impairment charges on long-lived assets were $ 0.8 million during the third quarter of Fiscal 2023, related to declines in revenue and operating results for eight stores. Impairment charges on long-lived assets were $ 10.6 million during the third quarter of Fiscal 2022, related to two owned stores sold below net carrying value and declines in revenue and operating results for eight stores. Impairment charges on long-lived assets were $ 3.7 million during the nine months ended October 28, 2023, related to declines in revenue and operating results for 11 stores, as well as lease asset impairment of $ 2.6 million related to three of those stores. Impairment charges on long-lived assets were $ 17.6 million during the nine months ended October 29, 2022, related to three owned stores sold below net carrying value, declines in revenue and operating results for eight stores, and unrecoverable fixed assets at two relocating stores. During the nine months ended October 28, 2023 and the nine months ended October 29, 2022, the assets impaired had a remaining carrying value after impairments of $ 75.0 million and $ 69.4 million, respectively. Financial Liabilities The fair values of the Company’s financial liabilities are summarized below: (in thousands) October 28, 2023 January 28, 2023 October 29, 2022 Principal Fair Principal Fair Principal Fair Term B-6 Loans $ 939,783 $ 935,671 $ 946,994 $ 938,708 $ 949,397 $ 911,421 2025 Convertible Notes 156,155 150,519 507,687 619,409 507,687 513,982 2027 Convertible Notes 297,069 262,202 — — — — ABL Line of Credit (a) — — — — — — Total debt (b) $ 1,393,007 $ 1,348,392 $ 1,454,681 $ 1,558,117 $ 1,457,084 $ 1,425,403 (a) To the extent the Company has any outstanding borrowings under the ABL Line of Credit, the fair value would approximate its reported value, because the interest rate is variable and reflects current market rates, due to its short term nature. (b) The table above excludes finance lease obligations, debt discount and deferred debt costs. The fair values presented herein are based on pertinent information available to management as of the respective period end dates. The estimated fair values of the Company’s debt are classified as Level 2 in the fair value hierarchy, and are based on current market quotes received from inactive markets.

Income Taxes

Income Taxes	9 Months Ended
Income Taxes	Oct. 28, 2023
Income Tax Disclosure [Abstract]
Income Taxes	7. Income Taxes Income tax expense was $ 18.3 million during the third quarter of Fiscal 2023 compared with $ 6.0 million during the third quarter of Fiscal 2022. The effective tax rate for the third quarter of Fiscal 2023 was 27.4 % compared with 26.4 % during the third quarter of Fiscal 2022. The increase in income tax expense and tax rate is due to higher pre-tax income and the disallowance of certain debt extinguishment costs related to partial repurchase of the 2025 Convertible Notes during the third quarter of Fiscal 2023, respectively. Income tax expense was $40.0 million during the nine month period ended October 28, 2023 compared with $11.6 million during the nine month period ended October 29, 2022. The effective tax rate for the nine month period ended October 28, 2023 was 26.3% compared with 20.5% during the nine month period ended October 29, 2022. The increase in income tax expense and tax rate is due to higher pre-tax income, higher tax expense from stock based compensation and the disallowance of certain debt extinguishment costs related to partial repurchase of the 2025 Convertible Notes, respectively. Net deferred taxes are as follows: (in thousands) October 28, January 28, October 29, 2023 2023 2022 Deferred tax asset $ 2,870 $ 3,205 $ 3,643 Deferred tax liability 237,909 205,991 222,549 Net deferred tax liability $ 235,039 $ 202,786 $ 218,906 Net deferred tax assets relate to Puerto Rico deferred balances that have a future net benefit for tax purposes. Net deferred tax liabilities primarily relate to intangible assets and depreciation expense where the Company has a future obligation for tax purposes. As of October 28, 2023, the Company had a deferred tax asset related to net operating losses of $7.5 million, inclusive of $7.2 million related to state net operating losses that expire at various dates between 2024 and 2041, as well as $0.3 million related to Puerto Rico net operating losses that will expire in 2025. As of October 28, 2023, the Company had a deferred tax asset related to tax credit carry-forwards of $9.9 million, inclusive of $9.5 million of state tax credit carry-forwards, which will begin to expire in 2024, and $0.4 million of deferred tax assets recorded for Puerto Rico alternative minimum tax credits that have an indefinite life. As of October 28, 2023, January 28, 2023 and October 29, 2022 , valuation allowances amounted to $10.7 million, $13.1 million and $10.6 million, respectively, related to state and Puerto Rico net operating losses and state tax credit carry-forwards. The Company believes that it is more likely than not that this portion of state and Puerto Rico net operating losses and state tax credit carry-forwards will not be realized.

Capital Stock

Capital Stock	9 Months Ended
Capital Stock	Oct. 28, 2023
Capital Stock [Abstract]
Capital Stock	8. Capital Stock Treasury Stock The Company accounts for treasury stock under the cost method. Shares Used to Satisfy Tax Withholding During the nine month period ended October 28, 2023 , the Company acquired 62,028 shares of common stock from employees for approximately $ 11.1 million to satisfy their minimum statutory tax withholdings related to the vesting of restricted stock and restricted stock unit awards, which was recorded in the line item “Treasury stock, at cost” on the Company’s Condensed Consolidated Balance Sheets, and the line item “Purchase of treasury shares” on the Company’s Condensed Consolidated Statements of Cash Flows. Share Repurchase Program On February 16, 2022, the Company's Board of Directors authorized the repurchase of up to $ 500 million of common stock, which is authorized to be executed through February 2024 . On August 15, 2023, the Company's Board of Directors authorized the repurchase of up to an additional $ 500 million of common stock, which is authorized to be executed through August 2025 . During the nine month period ended October 28, 2023 , the Company repurchased 748,720 shares of common stock for $ 129.3 million under its repurchase program, which was recorded in the line item “Treasury stock, at cost” on the Company’s Condensed Consolidated Balance Sheets, and the line item “Purchase of treasury shares” on the Company’s Condensed Consolidated Statements of Cash Flows. As of October 28, 2023, the Company had an aggregate of $ 718.0 million remaining under its share repurchase authorizations.

Net Income Per Share

Net Income Per Share	9 Months Ended
Net Income Per Share	Oct. 28, 2023
Earnings Per Share [Abstract]
Net Income Per Share	9. Net Income Per Share Basic net income per share is calculated by dividing net income by the weighted-average number of common shares outstanding. Diluted net income per share is calculated by dividing net income by the weighted-average number of common shares and potentially dilutive securities outstanding during the period using the treasury stock method for the Company’s stock-based compensation grants and the if-converted method for the 2025 Convertible Notes and the 2027 Convertible Notes. The following table presents the computation of basic and diluted net income per share: (in thousands, except per share data) Three Months Ended Nine Months Ended October 28, October 29, October 28, October 29, 2023 2022 2023 2022 Basic net income per share Net income $ 48,551 $ 16,783 $ 112,191 $ 44,923 Weighted average number of common shares – basic 64,707 65,362 64,852 65,815 Net income per common share – basic $ 0.75 $ 0.26 $ 1.73 $ 0.68 Diluted net income per share Net income $ 48,551 $ 16,783 $ 112,191 $ 44,923 Shares for basic and diluted net income per share: Weighted average number of common shares – basic 64,707 65,362 64,852 65,815 Assumed exercise of stock options and vesting of restricted stock 95 142 172 243 Assumed conversion of convertible debt — — — — Weighted average number of common shares – diluted 64,802 65,504 65,024 66,058 Net income per common share – diluted $ 0.75 $ 0.26 $ 1.73 $ 0.68 Approximately 1,820,000 and 1,526,000 shares of the Company’s stock-based compensation grants were excluded from diluted net income per share for the three and nine month periods ended October 28, 2023, respectively, since their effect was anti-dilutive. Approximately 1,498,000 and 1,132,000 shares related to the Company’s stock-based compensation grants were excluded from diluted net income per share for the three and nine month periods ended October 29, 2022, respectively, since their effect was anti-dilutive. During the three and nine months ended October 28, 2023, respectively , shares of common stock issuable upon conversion of the 2025 Convertible Notes and 2027 Convertible Notes have been excluded from the computation of diluted earnings per share as the effect would be anti-dilutive, since the conversion prices of $ 220.18 and $ 205.93 , respectively, exceeded the average market price of the Company’s common stock during the periods.

Stock Based Compensation

Stock Based Compensation	9 Months Ended
Stock Based Compensation	Oct. 28, 2023
Share-Based Payment Arrangement [Abstract]
Stock Based Compensation	10. Stock Based Compensation As of October 28, 2023 , there were 5,167,492 shares of common stock available for issuance under the Company’s 2022 Omnibus Incentive Plan. Non-cash stock compensation expense is as follows: (in thousands) Three Months Ended Nine Months Ended October 28, October 29, October 28, October 29, Type of Non-Cash Stock Compensation 2023 2022 2023 2022 Restricted stock unit grants (a) $ 11,599 $ 9,736 $ 32,143 $ 28,519 Stock option grants (a) 5,417 4,851 14,615 15,144 Performance stock unit grants (a) 4,629 2,730 11,034 7,532 Total (b) $ 21,645 $ 17,317 $ 57,792 $ 51,195 (a) Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. (b) The amounts presented in the table above exclude taxes. For the three and nine month periods ended October 28, 2023, the tax benefit related to the Company’s non-cash stock compensation was approximately $4.1 million and $10.9 million, respectively. For the three and nine month periods ended October 29, 2022 , the tax benefit related to the Company’s non-cash stock compensation was approximately $ 3.2 million and $ 9.5 million, respectively . Stock Options Stock option transactions during the nine month period ended October 28, 2023 are summarized as follows: Number of Weighted Options outstanding, January 28, 2023 1,218,101 $ 193.31 Options granted 368,958 185.22 Options exercised (a) ( 114,308 ) 117.05 Options forfeited ( 46,161 ) 221.51 Options outstanding, October 28, 2023 1,426,590 $ 196.42 (a) Options exercised during the nine month period ended October 28, 2023 had a total intrinsic value of $ 9.3 million . The following table summarizes information about the stock options vested and expected to vest during the contractual term of such options as of October 28, 2023: Options Weighted Weighted Aggregate Options vested and expected to vest 1,426,590 7.3 $ 196.42 $ 3.2 Options exercisable 722,077 5.8 $ 187.79 $ 3.2 The fair value of each stock option granted during the nine month period ended October 28, 2023 was estimated using the Black Scholes option pricing model using the following assumptions on a weighted average basis: Nine Months Ended October 28, 2023 Risk-free interest rate 3.5 % Expected volatility 41.8 % Expected life (years) 4.0 Contractual life (years) 10.0 Expected dividend yield 0 % Grant date fair value of options issued $ 68.89 The expected dividend yield was based on the Company’s expectation of not paying dividends in the near term. To evaluate its volatility factor, the Company uses the historical volatility of its stock price over the expected life of the options. The risk free interest rate was based on the U.S. Treasury rates for U.S. Treasury zero-coupon bonds with maturities similar to those of the expected term of the awards being valued. The expected life of the options was estimated using historical exercise rates. Restricted Stock Restricted stock transactions during the nine month period ended October 28, 2023 are summarized as follows: Number of Weighted Non-vested awards outstanding, January 28, 2023 477,441 $ 222.90 Awards granted 303,957 183.60 Awards vested (a) ( 173,413 ) 211.80 Awards forfeited ( 23,058 ) 228.15 Non-vested awards outstanding, October 28, 2023 584,927 $ 205.57 (a) Restricted stock awards vested during the nine month period ended October 28, 2023 had a total intrinsic value of $30.4 million . The fair value of each share of restricted stock granted during the nine month period ended October 28, 2023 was based upon the closing price of the Company’s common stock on the grant date. Performance Stock Units The Company grants performance-based restricted stock units to its senior executives. Vesting of the performance stock units granted in Fiscal 2020 and Fiscal 2021 is based on continued service and the achievement of pre-established adjusted EBIT margin expansion and sales compounded annual growth rate (CAGR) goals (each weighted equally) over a three-year performance period. Vesting of the performance stock units granted in Fiscal 2022 and Fiscal 2023 are based on continued service and the achievement of specified pre-established adjusted net income per share growth over a three-year performance period, as applicable for each grant. Based on the Company’s achievement of these goals, each award may be earned up to 200 % of the target award. In the event that actual performance is below threshold, no award will be made. Compensation costs recognized on the performance stock units are adjusted, as applicable, for performance above or below the target specified in the award. Performance stock unit transactions during the nine month period ended October 28, 2023 are summarized as follows: Number of Weighted Non-vested awards outstanding, January 28, 2023 196,300 $ 226.05 Awards granted 115,711 185.48 Awards vested (a) ( 29,017 ) 186.50 Awards forfeited ( 51,824 ) 196.53 Non-vested awards outstanding, October 28, 2023 231,170 $ 217.32 (a) Performance-based stock awards vested during the nine month period ended October 28, 2023 had a total intrinsic value of $ 5.9 million.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Oct. 28, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	11. Commitments and Contingencies Legal In the course of business, the Company is party to class or collective actions alleging violations of federal and state wage and hour and other labor statutes, representative claims under the California Private Attorneys’ General Act and various other lawsuits and regulatory proceedings from time to time including, among others, commercial, product, employee, customer, intellectual property and other claims. Actions against us are in various procedural stages. Many of these proceedings raise factual and legal issues and are subject to uncertainties. While no assurance can be given as to the ultimate outcome of these matters, the Company believes that the final resolution of these actions will not have a material adverse effect on the Company’s results of operations, financial position, liquidity or capital resources. Letters of Credit The Company had letters of credit arrangements with various banks in the aggregate amount of $ 76.0 million, $ 51.1 million and $ 50.0 million as of October 28, 2023, January 28, 2023 and October 29, 2022, respectively. Among these arrangements, as of October 28, 2023, January 28, 2023 and October 29, 2022 , the Company had letters of credit outstanding in the amount of $ 75.8 million, $ 47.4 million and $ 47.4 million, respectively, guaranteeing performance under various lease agreements, insurance contracts, and utility agreements. In addition, the Company had outstanding letters of credit arrangements in the amounts of $ 0.2 million, $ 3.7 million and $ 2.6 million at October 28, 2023, January 28, 2023 and October 29, 2022 , respectively, related to certain merchandising agreements. Based on the terms of the agreement governing the ABL Line of Credit, the Company had the ability to enter into letters of credit up to $ 174.0 million, $ 98.9 million and $100 .0 million as of October 28, 2023, January 28, 2023 and October 29, 2022, respectively. Purchase Commitments The Company had $ 1,306.3 million of purchase commitments related to goods that were not received as of October 28, 2023.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Oct. 28, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation As of October 28, 2023, Burlington Stores, Inc., a Delaware corporation (collectively with its subsidiaries, the Company), through its indirect subsidiary Burlington Coat Factory Warehouse Corporation (BCFWC), operated 977 retail stores. These unaudited Condensed Consolidated Financial Statements include the accounts of Burlington Stores, Inc. and its subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. The Condensed Consolidated Financial Statements are unaudited, but in the opinion of management reflect all adjustments (which are of a normal and recurring nature) necessary for the fair presentation of the results of operations for the interim periods presented. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted. These Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 28, 2023 (Fiscal 2022 10-K). The balance sheet at January 28, 2023 presented herein has been derived from the audited Consolidated Financial Statements contained in the Fiscal 2022 10-K. Because the Company’s business is seasonal in nature, the operating results for the three and nine month periods ended October 28, 2023 are not necessarily indicative of results for the fiscal year. Accounting policies followed by the Company are described in Note 1, “Summary of Significant Accounting Policies,” included in Part II, Item 8 of the Fiscal 2022 10-K.
Fiscal Year	Fiscal Year The Company defines its fiscal year as the 52- or 53-week period ending on the Saturday closest to January 31. Fiscal 2023 is defined as the 53-week year ending February 3, 2024 and Fiscal 2022 is defined as the 52-week year ended January 28, 2023. The first, second and third quarters of Fiscal 2023 and Fiscal 2022 each consist of 13 weeks.
Recently Adopted Accounting Standards	Recently Adopted Accounting Standards There were no new accounting standards that had a material impact on the Company’s Condensed Consolidated Financial Statements and notes thereto during the three and nine month periods ended October 28, 2023, and there were no new accounting standards or pronouncements that were issued but not yet effective as of October 28, 2023 that the Company expects to have a material impact on its financial position or results of operations upon becoming effective.

Stockholders_ Equity (Tables)

Stockholders’ Equity (Tables)	9 Months Ended
Stockholders’ Equity (Tables)	Oct. 28, 2023
Stockholders' Equity Note [Abstract]
Company's Stockholders Equity	Activity for the three and nine month periods ended October 28, 2023 and October 29, 2022 in the Company’s stockholders’ equity is summarized below: (in thousands, except share data) Common Stock Additional Accumulated Accumulated Treasury Stock Shares Amount Capital Earnings (Loss) Income Shares Amount Total Balance at January 28, 2023 82,037,994 $ 8 $ 2,015,625 $ 644,415 $ 28,748 ( 17,018,281 ) $ ( 1,893,891 ) $ 794,905 Net income — — — 32,748 — — — 32,748 Stock options exercised 90,971 — 10,764 — — — — 10,764 Shares used for tax withholding — — — — — ( 9,457 ) ( 1,962 ) ( 1,962 ) Shares purchased as part of publicly announced program, inclusive of $ 0.4 million related to excise tax — — — — — ( 245,414 ) ( 51,823 ) ( 51,823 ) Vesting of restricted shares 28,536 — — — — — — — Stock based compensation — — 16,722 — — — — 16,722 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 0.3 million — — — — 947 — — 947 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 0.3 million — — — — ( 827 ) — — ( 827 ) Balance at April 29, 2023 82,157,501 $ 8 $ 2,043,111 $ 677,163 $ 28,868 ( 17,273,152 ) $ ( 1,947,676 ) $ 801,474 Net income — — — 30,892 — — — 30,892 Stock options exercised 15,236 — 1,512 — — — — 1,512 Shares used for tax withholding — — — — — ( 48,938 ) ( 8,626 ) ( 8,626 ) Shares purchased as part of publicly announced program, inclusive of $ 0.1 million related to excise tax — — — — — ( 154,358 ) ( 26,104 ) ( 26,104 ) Vesting of restricted shares 153,739 — — — — — — — Stock based compensation — — 19,425 — — — — 19,425 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 3.1 million — — — — 8,465 — — 8,465 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 0.4 million — — — — ( 1,179 ) — — ( 1,179 ) Balance at July 29, 2023 82,326,476 $ 8 $ 2,064,048 $ 708,055 $ 36,154 ( 17,476,448 ) $ ( 1,982,406 ) $ 825,859 Net income — — — 48,551 — — — 48,551 Stock options exercised 8,101 — 1,105 — — — — 1,105 Shares used for tax withholding — — — — — ( 3,633 ) ( 537 ) ( 537 ) Shares purchased as part of publicly announced program, inclusive of $ 0.5 million related to excise tax — — — — — ( 348,948 ) ( 52,379 ) ( 52,379 ) Vesting of restricted shares 19,714 — — — — — — — Stock based compensation — — 21,645 — — — — 21,645 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 2.8 million — — — — 7,618 — — 7,618 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 0.5 million — — — — ( 1,386 ) — — ( 1,386 ) Balance at October 28, 2023 82,354,291 $ 8 $ 2,086,798 $ 756,606 $ 42,386 ( 17,829,029 ) $ ( 2,035,322 ) $ 850,476 (in thousands, except share data) Common Stock Additional Accumulated (Deficit) Accumulated Treasury Stock Shares Amount Capital Earnings Loss Shares Amount Total Balance at January 29, 2022 81,677,315 $ 7 $ 1,927,554 $ 414,292 $ ( 4,441 ) ( 15,185,760 ) $ ( 1,576,995 ) $ 760,417 Net income — — — 16,174 — — — 16,174 Stock options exercised 41,673 — 4,721 — — — — 4,721 Shares used for tax withholding — — — — — ( 30,090 ) ( 5,673 ) ( 5,673 ) Shares purchased as part of publicly announced program — — — — — ( 512,905 ) ( 99,090 ) ( 99,090 ) Vesting of restricted shares, net of forfeitures of 199 restricted shares 81,832 — — — — — — — Stock based compensation — — 16,705 — — — — 16,705 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 7.4 million — — — — 20,060 — — 20,060 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 1.1 million — — — — 2,842 — — 2,842 Balance at April 30, 2022 81,800,820 $ 7 $ 1,948,980 $ 430,466 $ 18,461 ( 15,728,755 ) $ ( 1,681,758 ) $ 716,156 Net income — — — 11,966 — — — 11,966 Stock options exercised 23,088 — 1,230 — — — — 1,230 Shares used for tax withholding — — — — — ( 34,028 ) ( 6,923 ) ( 6,923 ) Shares purchased as part of publicly announced program — — — — — ( 598,278 ) ( 101,035 ) ( 101,035 ) Vesting of restricted shares 83,620 — — — — — — — Stock based compensation — — 17,173 — — — — 17,173 Unrealized losses on interest rate derivative contracts, net of related taxes of $ 2.6 million — — — — ( 6,769 ) — — ( 6,769 ) Amount reclassified from accumulated other comprehensive loss into earnings, net of related taxes of $ 0.8 million — — — — 2,079 — — 2,079 Balance at July 30, 2022 81,907,528 $ 7 $ 1,967,383 $ 442,432 $ 13,771 ( 16,361,061 ) $ ( 1,789,716 ) $ 633,877 Net income — — — 16,783 — — — 16,783 Stock options exercised 984 — 121 — — — — 121 Shares used for tax withholding — — — — — ( 10,968 ) ( 1,535 ) ( 1,535 ) Shares purchased as part of publicly announced program — — — — — ( 370,599 ) ( 51,088 ) ( 51,088 ) Vesting of restricted shares 25,383 — — — — — — — Stock based compensation — — 17,317 — — — — 17,317 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 8.2 million — — — — 22,402 — — 22,402 Amount reclassified from accumulated other comprehensive loss into earnings, net of related taxes of $ 0.3 million — — — — 851 — — 851 Balance at October 29, 2022 81,933,895 $ 7 $ 1,984,821 $ 459,215 $ 37,024 ( 16,742,628 ) $ ( 1,842,339 ) $ 638,728

Lease Commitments (Tables)

Lease Commitments (Tables)	9 Months Ended
Lease Commitments (Tables)	Oct. 28, 2023
Leases [Abstract]
Future Lease Payments	The following is a schedule of the Company’s future lease payments: (in thousands) Fiscal Year Operating Finance 2023 (remainder) $ 124,260 $ 1,485 2024 612,850 5,733 2025 575,288 3,604 2026 535,851 3,640 2027 494,978 3,640 2028 446,644 3,447 Thereafter 1,431,867 20,786 Total future minimum lease payments 4,221,738 42,335 Amount representing interest ( 826,886 ) ( 11,864 ) Total lease liabilities 3,394,852 30,471 Less: current portion of lease liabilities ( 412,303 ) (4,356 ) Total long term lease liabilities $ 2,982,549 $ 26,115 Weighted average discount rate 5.5% 5.9% Weighted average remaining lease term (years) 8.0 11.8 The above schedule excludes approximately $605.8 million for 61 stores and one warehouse that the Company has committed to open or relocate but has not yet taken possession of the space. The discount rates used in valuing the Company’s leases are not readily determinable, and are based on the Company’s incremental borrowing rate on a fully collateralized basis.
Schedule of Net Lease Costs	The following is a schedule of net lease costs for the periods indicated: (in thousands) Three Months Ended Nine Months Ended October 28, 2023 October 29, 2022 October 28, 2023 October 29, 2022 Finance lease cost: Amortization of finance lease asset (a) $ 877 $ 1,052 $ 2,630 $ 3,333 Interest on lease liabilities (b) 454 627 1,425 2,046 Operating lease cost (c) 147,270 132,984 427,072 387,318 Variable lease cost (c) 58,915 52,141 168,864 152,689 Total lease cost 207,516 186,804 599,991 545,386 Less all rental income (d) (1,383 ) ( 1,507 ) (4,224 ) ( 4,195 ) Total net rent expense (e) $ 206,133 $ 185,297 $ 595,767 $ 541,191 (a) Included in the line item “Depreciation and amortization” in the Company’s Condensed Consolidated Statements of Income. (b) Included in the line item “Interest expense” in the Company’s Condensed Consolidated Statements of Income. (c) Includes real estate taxes, common area maintenance, insurance and percentage rent. Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. (d) Included in the line item “Other revenue” in the Company’s Condensed Consolidated Statements of Income. (e) Excludes an immaterial amount of short-term lease cost.
Schedule of Supplemental Cash Flow Disclosures Related to Leases	Supplemental cash flow disclosures related to leases are as follows: (in thousands) Nine Months Ended October 28, 2023 October 29, 2022 Cash paid for amounts included in the measurement of lease liabilities: Cash payments arising from operating lease liabilities (a) $ 431,200 $ 387,209 Cash payments for the principal portion of finance lease liabilities (b) $ 2,975 $ 3,517 Cash payments for the interest portion of finance lease liabilities (a) $ 1,425 $ 2,046 Supplemental non-cash information: Operating lease liabilities arising from obtaining right-of-use assets $ 494,327 $ 609,567 (a) Included within operating activities in the Company’s Condensed Consolidated Statements of Cash Flows. (b) Included within financing activities in the Company’s Condensed Consolidated Statements of Cash Flows.

Long Term Debt (Tables)

Long Term Debt (Tables)	9 Months Ended
Long Term Debt (Tables)	Oct. 28, 2023
Debt Disclosure [Abstract]
Long Term Debt	Long term debt consists of: (in thousands) October 28, January 28, October 29, 2023 2023 2022 Senior secured term loan facility (Term B-6 Loans), adjusted SOFR (with a floor of 0.00 %) plus 2.00 %, matures on June 24, 2028 $ 935,507 $ 942,012 $ 944,178 Convertible senior notes, 2.25 %, mature on April 15, 2025 156,155 507,687 507,687 Convertible senior notes, 1.25 %, mature on December 15, 2027 297,069 — — ABL senior secured revolving facility, SOFR plus spread based on average outstanding balance, matures on December 22, 2026 — — — Finance lease obligations 30,471 33,447 34,386 Unamortized deferred financing costs ( 7,614 ) ( 7,440 ) ( 8,160 ) Total debt 1,411,588 1,475,706 1,478,091 Less: current maturities ( 13,970 ) ( 13,634 ) ( 13,528 ) Long term debt, net of current maturities $ 1,397,618 $ 1,462,072 $ 1,464,563

Derivative Instruments and He_2

Derivative Instruments and Hedging Activities (Tables)	9 Months Ended
Derivative Instruments and Hedging Activities (Tables)	Oct. 28, 2023
Fair Value of Company's Derivative Financial Instruments on Gross Basis as well as Classification	The table below presents the fair value of the Company’s derivative financial instruments on a gross basis as well as their classification on the Company’s Condensed Consolidated Balance Sheets: (in thousands) Fair Values of Derivative Instruments October 28, 2023 January 28, 2023 October 29, 2022 Derivatives Designated as Hedging Instruments Balance Fair Balance Fair Balance Fair Interest rate swap contracts Other assets $ 43,031 Other assets $ 29,152 Other assets $ 41,687
Summary of Unrealized Gains and Losses Deferred to Accumulated Other Comprehensive Loss	The following table presents the unrealized gains and losses deferred to accumulated other comprehensive income resulting from the Company’s derivative financial instruments for each of the reporting periods. (in thousands) Three Months Ended Nine Months Ended Interest Rate Derivatives: October 28, 2023 October 29, 2022 October 28, 2023 October 29, 2022 Unrealized gains (losses), before taxes $ 10,416 $ 30,599 $ 23,269 $ 48,746 Income tax (expense) benefit ( 2,798 ) ( 8,197 ) ( 6,240 ) ( 13,053 ) Unrealized gains (losses), net of taxes $ 7,618 $ 22,402 $ 17,029 $ 35,693
Reclassification of Gains and Losses from Accumulated Other Comprehensive Income into Earnings	The following table presents information about the reclassification of gains and losses from accumulated other comprehensive income into earnings related to the Company’s derivative instruments for each of the reporting periods. (in thousands) Three Months Ended Nine Months Ended Component of Earnings: October 28, 2023 October 29, 2022 October 28, 2023 October 29, 2022 Interest (benefit) expense $ ( 1,892 ) $ 1,162 $ ( 4,631 ) $ 7,901 Income tax expense (benefit) 506 ( 311 ) 1,240 ( 2,129 ) Net reclassification into earnings $ ( 1,386 ) $ 851 $ ( 3,391 ) $ 5,772
Derivatives Designated as Hedging Instruments
Outstanding Interest Rate Derivative in Qualifying Hedging Relationships	As of October 28, 2023, the Company had the following outstanding interest rate derivative that was designated as a cash flow hedge of interest rate risk: Interest Rate Derivative Number of Notional Aggregate Principal Amount Interest Swap Rate Maturity Date Interest rate swap contract One $ 450.0 million 2.16 % June 24, 2028

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
Fair Value Measurements (Tables)	Oct. 28, 2023
Fair Value Disclosures [Abstract]
Fair Values of Financial Assets and Hierarchy of Level of Inputs	The fair values of the Company’s financial assets and the hierarchy of the level of inputs as of October 28, 2023, January 28, 2023 and October 29, 2022 are summarized below: (in thousands) Fair Value Measurements at October 28, January 28, October 29, 2023 2023 2022 Level 1 Cash equivalents (including restricted cash equivalents) $ 269,241 $ 548,986 $ 92,424
Fair Values of Financial Liabilities	The fair values of the Company’s financial liabilities are summarized below: (in thousands) October 28, 2023 January 28, 2023 October 29, 2022 Principal Fair Principal Fair Principal Fair Term B-6 Loans $ 939,783 $ 935,671 $ 946,994 $ 938,708 $ 949,397 $ 911,421 2025 Convertible Notes 156,155 150,519 507,687 619,409 507,687 513,982 2027 Convertible Notes 297,069 262,202 — — — — ABL Line of Credit (a) — — — — — — Total debt (b) $ 1,393,007 $ 1,348,392 $ 1,454,681 $ 1,558,117 $ 1,457,084 $ 1,425,403 (a) To the extent the Company has any outstanding borrowings under the ABL Line of Credit, the fair value would approximate its reported value, because the interest rate is variable and reflects current market rates, due to its short term nature. (b) The table above excludes finance lease obligations, debt discount and deferred debt costs.

Income Taxes (Tables)

Income Taxes (Tables)	9 Months Ended
Income Taxes (Tables)	Oct. 28, 2023
Income Tax Disclosure [Abstract]
Net Deferred Taxes	Net deferred taxes are as follows: (in thousands) October 28, January 28, October 29, 2023 2023 2022 Deferred tax asset $ 2,870 $ 3,205 $ 3,643 Deferred tax liability 237,909 205,991 222,549 Net deferred tax liability $ 235,039 $ 202,786 $ 218,906 Net deferred tax assets relate to Puerto Rico deferred balances that have a future net benefit for tax purposes. Net deferred tax liabilities primarily relate to intangible assets and depreciation expense where the Company has a future obligation for tax purposes.

Net Income Per Share (Tables)

Net Income Per Share (Tables)	9 Months Ended
Net Income Per Share (Tables)	Oct. 28, 2023
Earnings Per Share [Abstract]
Computation of Basic and Diluted Net Income per Share	The following table presents the computation of basic and diluted net income per share: (in thousands, except per share data) Three Months Ended Nine Months Ended October 28, October 29, October 28, October 29, 2023 2022 2023 2022 Basic net income per share Net income $ 48,551 $ 16,783 $ 112,191 $ 44,923 Weighted average number of common shares – basic 64,707 65,362 64,852 65,815 Net income per common share – basic $ 0.75 $ 0.26 $ 1.73 $ 0.68 Diluted net income per share Net income $ 48,551 $ 16,783 $ 112,191 $ 44,923 Shares for basic and diluted net income per share: Weighted average number of common shares – basic 64,707 65,362 64,852 65,815 Assumed exercise of stock options and vesting of restricted stock 95 142 172 243 Assumed conversion of convertible debt — — — — Weighted average number of common shares – diluted 64,802 65,504 65,024 66,058 Net income per common share – diluted $ 0.75 $ 0.26 $ 1.73 $ 0.68

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	9 Months Ended
Stock-Based Compensation (Tables)	Oct. 28, 2023
Share-Based Payment Arrangement [Abstract]
Non-Cash Stock Compensation Expense	Non-cash stock compensation expense is as follows: (in thousands) Three Months Ended Nine Months Ended October 28, October 29, October 28, October 29, Type of Non-Cash Stock Compensation 2023 2022 2023 2022 Restricted stock unit grants (a) $ 11,599 $ 9,736 $ 32,143 $ 28,519 Stock option grants (a) 5,417 4,851 14,615 15,144 Performance stock unit grants (a) 4,629 2,730 11,034 7,532 Total (b) $ 21,645 $ 17,317 $ 57,792 $ 51,195 (a) Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. The amounts presented in the table above exclude taxes. For the three and nine month periods ended October 28, 2023, the tax benefit related to the Company’s non-cash stock compensation was approximately $4.1 million and $10.9 million, respectively. For the three and nine month periods ended October 29, 2022 , the tax benefit related to the Company’s non-cash stock compensation was approximately $ 3.2 million and $ 9.5 million, respectively .
Stock Option Transactions	Stock option transactions during the nine month period ended October 28, 2023 are summarized as follows: Number of Weighted Options outstanding, January 28, 2023 1,218,101 $ 193.31 Options granted 368,958 185.22 Options exercised (a) ( 114,308 ) 117.05 Options forfeited ( 46,161 ) 221.51 Options outstanding, October 28, 2023 1,426,590 $ 196.42 (a) Options exercised during the nine month period ended October 28, 2023 had a total intrinsic value of $ 9.3 million .
Stock Options Vested and Expected to Vest	The following table summarizes information about the stock options vested and expected to vest during the contractual term of such options as of October 28, 2023: Options Weighted Weighted Aggregate Options vested and expected to vest 1,426,590 7.3 $ 196.42 $ 3.2 Options exercisable 722,077 5.8 $ 187.79 $ 3.2
Weighted Average Assumptions Used to Estimate Fair Value of Each Stock Option Granted	The fair value of each stock option granted during the nine month period ended October 28, 2023 was estimated using the Black Scholes option pricing model using the following assumptions on a weighted average basis: Nine Months Ended October 28, 2023 Risk-free interest rate 3.5 % Expected volatility 41.8 % Expected life (years) 4.0 Contractual life (years) 10.0 Expected dividend yield 0 % Grant date fair value of options issued $ 68.89
Award Grant and Vesting Transactions	Restricted stock transactions during the nine month period ended October 28, 2023 are summarized as follows: Number of Weighted Non-vested awards outstanding, January 28, 2023 477,441 $ 222.90 Awards granted 303,957 183.60 Awards vested (a) ( 173,413 ) 211.80 Awards forfeited ( 23,058 ) 228.15 Non-vested awards outstanding, October 28, 2023 584,927 $ 205.57 (a) Restricted stock awards vested during the nine month period ended October 28, 2023 had a total intrinsic value of $30.4 million .
Performance Stock Unit Transactions	Performance stock unit transactions during the nine month period ended October 28, 2023 are summarized as follows: Number of Weighted Non-vested awards outstanding, January 28, 2023 196,300 $ 226.05 Awards granted 115,711 185.48 Awards vested (a) ( 29,017 ) 186.50 Awards forfeited ( 51,824 ) 196.53 Non-vested awards outstanding, October 28, 2023 231,170 $ 217.32 (a) Performance-based stock awards vested during the nine month period ended October 28, 2023 had a total intrinsic value of $ 5.9 million.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Additional Information (Detail)	Oct. 28, 2023 Store
Summary Of Significant Accounting Policies [Line Items]
Number of stores operated	977

Company's Stockholders' Equity

Company's Stockholders' Equity (Detail) - USD ($) $ in Thousands		3 Months Ended						9 Months Ended
		Oct. 28, 2023	Jul. 29, 2023	Apr. 29, 2023	Oct. 29, 2022	Jul. 30, 2022	Apr. 30, 2022	Oct. 28, 2023	Oct. 29, 2022
Balance at beginning of period		$ 825,859	$ 801,474	$ 794,905	$ 633,877	$ 716,156	$ 760,417	$ 794,905	$ 760,417
Net income		48,551	30,892	32,748	16,783	11,966	16,174	$ 112,191	$ 44,923
Stock options exercised		1,105	1,512	10,764	121	1,230	4,721
Stock options exercised (in shares)	[1]							114,308
Shares used for tax withholding		(537)	(8,626)	(1,962)	(1,535)	(6,923)	(5,673)
Shares purchased as part of publicly announced program		$ (52,379)	(26,104)	(51,823)	$ (51,088)	(101,035)	(99,090)
Vesting of restricted shares, net of forfeitures of restricted shares		95,000			142,000			172,000	243,000
Stock based compensation		$ 21,645	19,425	16,722	$ 17,317	17,173	16,705
Unrealized gains (losses) on interest rate derivative contracts, net of related taxes benefit		7,618	8,465	947	22,402	(6,769)	20,060	$ 17,029	$ 35,693
Amount reclassified from accumulated other comprehensive income (loss) into earnings, net of related taxes		(1,386)	(1,179)	(827)	851	2,079	2,842	(3,391)	5,772
Balance at end of period		850,476	825,859	801,474	638,728	633,877	716,156	850,476	638,728
Common Stock
Balance at beginning of period		$ 8	$ 8	$ 8	$ 7	$ 7	$ 7	$ 8	$ 7
Balance at beginning of period (in shares)		82,326,476	82,157,501	82,037,994	81,907,528	81,800,820	81,677,315	82,037,994	81,677,315
Stock options exercised (in shares)		8,101	15,236	90,971	984	23,088	41,673
Vesting of restricted shares, net of forfeitures of restricted shares		19,714	153,739	28,536	25,383	83,620	81,832
Balance at end of period		$ 8	$ 8	$ 8	$ 7	$ 7	$ 7	$ 8	$ 7
Balance at end of period (in shares)		82,354,291	82,326,476	82,157,501	81,933,895	81,907,528	81,800,820	82,354,291	81,933,895
Additional Paid-in Capital
Balance at beginning of period		$ 2,064,048	$ 2,043,111	$ 2,015,625	$ 1,967,383	$ 1,948,980	$ 1,927,554	$ 2,015,625	$ 1,927,554
Stock options exercised		1,105	1,512	10,764	121	1,230	4,721
Stock based compensation		21,645	19,425	16,722	17,317	17,173	16,705
Balance at end of period		2,086,798	2,064,048	2,043,111	1,984,821	1,967,383	1,948,980	2,086,798	1,984,821
Accumulated (Deficit) Earnings
Balance at beginning of period		708,055	677,163	644,415	442,432	430,466	414,292	644,415	414,292
Net income		48,551	30,892	32,748	16,783	11,966	16,174
Balance at end of period		756,606	708,055	677,163	459,215	442,432	430,466	756,606	459,215
Accumulated Other Comprehensive (Loss) Income
Balance at beginning of period		36,154	28,868	28,748	13,771	18,461	(4,441)	28,748	(4,441)
Unrealized gains (losses) on interest rate derivative contracts, net of related taxes benefit		7,618	8,465	947	22,402	(6,769)	20,060
Amount reclassified from accumulated other comprehensive income (loss) into earnings, net of related taxes		(1,386)	(1,179)	(827)	851	2,079	2,842
Balance at end of period		42,386	36,154	28,868	37,024	13,771	18,461	42,386	37,024
Treasury Stock
Balance at beginning of period		$ (1,982,406)	$ (1,947,676)	$ (1,893,891)	$ (1,789,716)	$ (1,681,758)	$ (1,576,995)	$ (1,893,891)	$ (1,576,995)
Balance at beginning of period (in shares)		(17,476,448)	(17,273,152)	(17,018,281)	(16,361,061)	(15,728,755)	(15,185,760)	(17,018,281)	(15,185,760)
Shares used for tax withholding		$ (537)	$ (8,626)	$ (1,962)	$ (1,535)	$ (6,923)	$ (5,673)	$ (11,100)
Shares used for tax withholding (in shares)		(3,633)	(48,938)	(9,457)	(10,968)	(34,028)	(30,090)	(62,028)
Shares purchased as part of publicly announced program		$ (52,379)	$ (26,104)	$ (51,823)	$ (51,088)	$ (101,035)	$ (99,090)
Shares purchased as part of publicly announced program, (in shares)		(348,948)	(154,358)	(245,414)	(370,599)	(598,278)	(512,905)
Balance at end of period		$ (2,035,322)	$ (1,982,406)	$ (1,947,676)	$ (1,842,339)	$ (1,789,716)	$ (1,681,758)	$ (2,035,322)	$ (1,842,339)
Balance at end of period (in shares)		(17,829,029)	(17,476,448)	(17,273,152)	(16,742,628)	(16,361,061)	(15,728,755)	(17,829,029)	(16,742,628)

[1] Options exercised during the nine month period ended October 28, 2023 had a total intrinsic value of $ 9.3 million .

Company's Stockholders' Equit_2

Company's Stockholders' Equity (Parenthetical) (Detail) - USD ($) $ in Millions	3 Months Ended
	Oct. 28, 2023	Jul. 29, 2023	Apr. 29, 2023	Oct. 29, 2022	Jul. 30, 2022	Apr. 30, 2022
Statement of Stockholders' Equity [Abstract]
Excise tax	$ 0.5	$ 0.1	$ 0.4
Forfeited restricted shares						199
Unrealized gains (losses) on interest rate derivative contracts, Tax	2.8	3.1	0.3	$ 8.2	$ 2.6	$ 7.4
Amount reclassified from accumulated other comprehensive loss into earnings on Interest Rate Cap Contracts, Tax	$ 0.5	$ 0.4	$ 0.3	$ 0.3	$ 0.8	$ 1.1

Future Lease Payments (Detail)

Future Lease Payments (Detail) - USD ($) $ in Thousands	Oct. 28, 2023	Jan. 28, 2023	Oct. 29, 2022
Operating Leases
Amount representing interest	$ 826,886
Total lease liabilities	3,394,852
Less: current portion of lease liabilities	(412,303)	$ (401,111)	$ (391,056)
Total long term lease liabilities	2,982,549	2,825,292	2,828,574
Finance Leases
Amount representing interest	11,864
Total lease liabilities	$ 30,471	$ 33,447	$ 34,386

Schedule of Net Lease Costs (De

Schedule of Net Lease Costs (Detail) - USD ($) $ in Thousands		3 Months Ended	9 Months Ended
		Oct. 29, 2022	Oct. 29, 2022
Finance lease cost:
Amortization of finance lease asset	[1]	$ 1,052	$ 3,333
Interest on lease liabilities	[2]	627	2,046
Operating lease cost	[3]	132,984	387,318
Variable lease cost	[3]	52,141	152,689
Total lease cost		186,804	545,386
Less all rental income	[4]	(1,507)	(4,195)
Total net rent expense	[5]	$ 185,297	$ 541,191

[1] Included in the line item “Depreciation and amortization” in the Company’s Condensed Consolidated Statements of Income. Included in the line item “Interest expense” in the Company’s Condensed Consolidated Statements of Income. Includes real estate taxes, common area maintenance, insurance and percentage rent. Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. Included in the line item “Other revenue” in the Company’s Condensed Consolidated Statements of Income. Excludes an immaterial amount of short-term lease cost.

Schedule of Supplemental Cash F

Schedule of Supplemental Cash Flow Disclosures Related to Leases (Details) $ in Thousands	9 Months Ended
	Oct. 29, 2022 USD ($)
Cash paid for amounts included in the measurement of lease liabilities:
Cash payments arising from operating lease liabilities	$ 387,209	[1]
Cash payments for the principal portion of finance lease liabilities	3,517	[2]
Cash payments for the interest portion of finance lease liabilities	2,046	[1]
Operating lease liabilities arising from obtaining right-of-use assets	$ 609,567

[1] Included within operating activities in the Company’s Condensed Consolidated Statements of Cash Flows. Included within financing activities in the Company’s Condensed Consolidated Statements of Cash Flows.

Long-Term Debt (Detail)

Long-Term Debt (Detail) - USD ($) $ in Thousands	Oct. 28, 2023	Jan. 28, 2023	Oct. 29, 2022
Debt Instrument [Line Items]
Finance lease obligations	$ 30,471	$ 33,447	$ 34,386
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Long term debt and capital lease obligations current and noncurrent	Long term debt and capital lease obligations current and noncurrent	Long term debt and capital lease obligations current and noncurrent
Unamortized deferred financing costs	$ (7,614)	$ (7,440)	$ (8,160)
Total debt	1,411,588	1,475,706	1,478,091
Less: current maturities	(13,970)	(13,634)	(13,528)
Long term debt, net of current maturities	1,397,618	1,462,072	1,464,563
Senior Secured Term B-6 Loans
Debt Instrument [Line Items]
Long Term Debt	935,507	942,012	944,178
Convertible Senior Notes 2.25% Due April 15 2025
Debt Instrument [Line Items]
Long Term Debt	156,155	$ 507,687	$ 507,687
Convertible Senior Notes 1.25% Due December 15 2027
Debt Instrument [Line Items]
Long Term Debt	$ 297,069

Long-Term Debt (Parenthetical)

Long-Term Debt (Parenthetical) (Detail)			9 Months Ended		12 Months Ended
Long-Term Debt (Parenthetical) (Detail)	Jul. 20, 2022	Apr. 16, 2020	Oct. 28, 2023	Oct. 29, 2022	Jan. 28, 2023
Senior Secured Term B-6 Loans
Debt Instrument [Line Items]
Long-Term Debt, maturity date			Jun. 24, 2028	Jun. 24, 2028	Jun. 24, 2028
Convertible Senior Notes
Debt Instrument [Line Items]
Long-Term Debt, maturity date		Apr. 15, 2025
Long-Term Debt, interest rate		2.25%
Convertible Senior Notes 2.25% Due April 15 2025
Debt Instrument [Line Items]
Long-Term Debt, maturity date			Apr. 15, 2025	Apr. 15, 2025	Apr. 15, 2025
Long-Term Debt, interest rate			2.25%	2.25%	2.25%
Convertible Senior Notes 1.25% Due December 15 2027
Debt Instrument [Line Items]
Long-Term Debt, maturity date			Dec. 15, 2027	Dec. 15, 2027	Dec. 15, 2027
Long-Term Debt, interest rate			1.25%	1.25%	1.25%
ABL senior secured revolving facility
Debt Instrument [Line Items]
Long-Term Debt, maturity date			Dec. 22, 2026	Dec. 22, 2026	Dec. 22, 2026
Secured Overnight Financing Rate Floor \| Senior Secured Term B-6 Loans
Debt Instrument [Line Items]
Long-Term Debt, interest rate			0%	0%	0%
Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Long-Term Debt, interest rate	0.10%
Secured Overnight Financing Rate (SOFR) \| Senior Secured Term B-6 Loans
Debt Instrument [Line Items]
Long-Term Debt, interest rate			2%	2%	2%

Long-Term Debt - Additional Inf

Long-Term Debt - Additional Information (Detail)

3 Months Ended

9 Months Ended

12 Months Ended

Sep. 12, 2023 USD ($) shares

May 11, 2023

Jul. 20, 2022 USD ($)

Apr. 16, 2020 USD ($) $ / shares

Oct. 28, 2023 USD ($)

Apr. 29, 2023 USD ($)

Oct. 29, 2022 USD ($)

Apr. 30, 2022 USD ($)

Oct. 28, 2023 USD ($)

Oct. 29, 2022 USD ($)

Jan. 28, 2023 USD ($)

Jun. 26, 2023 USD ($)

Jun. 25, 2023 USD ($)

Jul. 19, 2022 USD ($)

Debt Instrument [Line Items]

Loss on extinguishment of debt

$ (13,630,000)

$ (38,274,000)

$ (14,657,000)

Deferred financing costs

7,614,000

$ 8,160,000

7,614,000

8,160,000

$ 7,440,000

Letters of Credit

$ 76,000,000

$ 50,000,000

76,000,000

$ 50,000,000

$ 51,100,000

Senior Secured Term Loan Facilities

Debt Instrument [Line Items]

Costs related to debt issuances and amendments

$ 100,000

Borrowing, interest rate

7.40%

5.10%

7.40%

5.10%

Convertible Senior Notes

Debt Instrument [Line Items]

Loss on extinguishment of debt

$ (24,600,000)

$ (14,700,000)

Debt instrument maturity date

Apr. 15, 2025

Long-Term Debt, face amount

$ 805,000,000

Long-Term Debt, interest rate

2.25%

Debt instrument frequency of periodic payments

semi-annually

Debt conversion, aggregate principal amount of convertible debt

$ 241,200,000

110,300,000

64,600,000

Debt conversion, converted instrument, in cash

$ 133,300,000

$ 78,200,000

New Convertible Senior Notes

Debt Instrument [Line Items]

Long Term Debt

$ 297,100,000

Assumed conversion of convertible debt | shares

1,422,568

Conversion of convertible securities contingent conditions | shares

1,911,372

Long-Term Debt, interest rate

1.25%

Debt instrument, conversion ratio

4.856

Debt instrument, principal amount for conversion

$ 1,000,000

Debt conversion, aggregate principal amount of convertible debt

$ 255,000,000

Debt instrument, conversion price | $ / shares

$ 205.93

Debt instrument, conversion premium

32.50%

Share price | $ / shares

$ 155.42

Debt instrument, convertible, stock price trigger

130%

Debt instrument, redemption price, percentage

100%

New Convertible Senior Notes | Private Placement

Debt Instrument [Line Items]

Long Term Debt

$ 42,100,000

Convertible Senior Notes 2.25% Due April 15 2025

Debt Instrument [Line Items]

Debt instrument maturity date

Apr. 15, 2025

Long Term Debt

$ 156,155,000

$ 507,687,000

$ 156,155,000

$ 507,687,000

Long-Term Debt, interest rate

2.25%

Convertible Senior Notes 1.25% Due December 15 2027

Debt Instrument [Line Items]

Debt instrument maturity date

Dec. 15, 2027

Long Term Debt

$ 297,069,000

Long-Term Debt, interest rate

1.25%

ABL senior secured revolving facility

Debt Instrument [Line Items]

Debt instrument maturity date

Dec. 22, 2026

Line of Credit Facility, maximum borrowing capacity

$ 900,000,000

$ 650,000,000

Line of Credit Facility, amount available

$ 824,000,000

$ 850,000,000

$ 824,000,000

$ 850,000,000

Line of Credit Facility, amount outstanding during period

$ 0

Letters of Credit

$ 250,000,000

$ 150,000,000

ABL senior secured revolving facility | On April 1, 2024

Debt Instrument [Line Items]

Letters of Credit

237,500,000

ABL senior secured revolving facility | On July 1, 2024

Debt Instrument [Line Items]

Letters of Credit

225,000,000

ABL senior secured revolving facility | On October 1, 2024

Debt Instrument [Line Items]

Letters of Credit

212,500,000

ABL senior secured revolving facility | On January 1, 2025

Debt Instrument [Line Items]

Letters of Credit

200,000,000

ABL senior secured revolving facility | No Later than January 1, 2025

Debt Instrument [Line Items]

Letters of Credit

$ 200,000,000

Amended ABL senior secured revolving facility

Debt Instrument [Line Items]

Line of Credit Facility, interest rate description

The Amendment increased the aggregate principal amount of the commitments of its current asset-based lending facility (the ABL Line of Credit) from $650.0 million to $900.0 million and replaced the LIBOR-based interest rate benchmark provisions with interest rate benchmark provisions based on a term secured overnight financing rate (SOFR) or a daily SOFR rate (in the case of daily SOFR, available for borrowings up to $100 million, or up to the full amount of the commitments if the term SOFR rate is not available).

Federal Funds Rate | Senior Secured Term Loan Facilities

Debt Instrument [Line Items]