Every material Form 8-K Carter's filed with the SEC in 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Carter's reported fiscal third-quarter 2026 results, with net sales down 0.7% to $752.5 million and GAAP diluted EPS of $1.00 versus $0.32 a year earlier. The company also updated its full-year 2026 outlook, projecting adjusted diluted EPS of $3.05 to $3.23 versus $3.47 in fiscal 2025, and COO Richard F. Westenberger gave notice that he will step down, while remaining CFO. Shareholders get a mixed picture: profit improved sharply while sales slipped and the outlook implies lower adjusted earnings for the year.
Q3 net sales $752.5 million vs $757.8 million a year earlier; GAAP operating income $55.8 million vs $29.1 million
Adjusted diluted EPS $1.03 vs $0.74 in Q3 2025; GAAP diluted EPS $1.00 vs $0.32
Fiscal 2026 outlook: net sales $2.91 billion to $2.93 billion; adjusted diluted EPS $3.05 to $3.23 vs $3.47 in fiscal 2025
Richard F. Westenberger gave notice on October 26, 2026 that he will step down as COO once a successor is appointed
Carter's reported second-quarter fiscal 2026 net sales up 5.2% to $615.5 million, and GAAP operating income of $139.8 million and diluted EPS of $2.87 were boosted by a $132 million recovery of previously paid import duties and interest. The company's full-year outlook projects adjusted diluted EPS to fall by a high single-digit to low double-digit percentage from $3.47, so the quarter's gains do not carry through to the full year.
Net sales were $615.5 million, up 5.2% from $585.3 million; U.S. Retail comparable sales rose 5.1%.
GAAP diluted EPS was $2.87 versus $0.01, including a $127.7 million tariff refund recovery; adjusted diluted EPS was $0.26 versus $0.17.
Fiscal 2026 outlook projects net sales growth of 2% to 3% and adjusted diluted EPS down high single-digit to low double-digit percent from $3.47.
Third-quarter outlook projects adjusted diluted EPS of about $0.85, compared with $0.74 in the third quarter of fiscal 2025.
Carter's reported first-quarter fiscal 2026 net sales of $681.1 million, up 8.1% from a year earlier, but net income fell to $14.3 million, or $0.39 per diluted share, from $0.43. Adjusted diluted EPS was $0.39 versus $0.66 a year earlier, and management reiterated its full-year outlook while citing higher tariffs, investment spending and interest costs as pressures on profit.
Net sales of $681.1 million vs. $629.8 million; U.S. Retail comparable sales rose 10.5%.
Diluted EPS $0.39 vs. $0.43; adjusted diluted EPS $0.39 vs. $0.66 in the prior-year quarter.
Full-year fiscal 2026 outlook reiterated, with adjusted EPS projected to decline by a low double-digit to mid-teens percentage from $3.47.
Sharon Price John is slated to become CEO next month; no shares were repurchased and $9.2 million was paid in dividends.
Carter's appointed Sharon Price John, former Build-A-Bear Workshop CEO, as Chief Executive Officer and President effective June 15, 2026, and she will join the Board. Douglas C. Palladini left the CEO role and the Board effective April 28, 2026, and CFO and COO Richard F. Westenberger is serving as interim CEO. The company also reaffirmed its first quarter and full-year fiscal 2026 outlook first given on February 27, 2026, and will report first quarter results on May 6, 2026.
Sharon Price John starts as CEO and President on June 15, 2026, with a base salary of $1.3 million and a target annual cash bonus of 175%
John receives a $6.5 million sign-on equity grant and a one-time cash bonus of $500,000 within 30 days of her start date
Douglas C. Palladini departed as CEO, President and director effective April 28, 2026, and is eligible for severance
Richard F. Westenberger is interim CEO and President at a monthly cash stipend of $110,000, and the outlook from February 27, 2026 was reaffirmed
Carter's reported fourth-quarter fiscal 2025 net sales of $925 million, up 7.6% from a year earlier, but adjusted diluted EPS fell 20.5% to $1.90 as tariff costs and other expenses weighed on margins. For the full year, adjusted diluted EPS fell 40.3% to $3.47, and the company expects adjusted diluted EPS to decline by a low double-digit to mid-teens percentage in fiscal 2026, excluding potential benefits from recent tariff developments.
Q4 net sales $925 million vs. $860 million; GAAP diluted EPS $1.76 vs. $1.71; adjusted diluted EPS $1.90 vs. $2.39
Fiscal 2025 net sales $2.898 billion vs. $2.844 billion; GAAP diluted EPS $2.53 vs. $5.12
Fiscal 2026 outlook: low double-digit to mid-teens decline in adjusted diluted EPS from $3.47; operating cash flow of $110 million to $120 million
Quarterly dividend of $0.25 per share declared February 19, 2026, payable March 27, 2026 to holders of record on March 13, 2026
Carter's said preliminary, unaudited fourth-quarter 2025 consolidated net sales rose by a high single-digit percentage, and fiscal 2025 net sales rose by a low single-digit percentage. The company said final results may vary materially and will be reported in late February 2026, and it added David B. Tichiaz as Chief Brand Officer.
Q4 fiscal 2025 (14 weeks) consolidated net sales up high single digits versus Q4 fiscal 2024 (13 weeks); U.S. Retail comparable sales up mid-single digits
Fiscal 2025 (53 weeks) consolidated net sales up low single digits; the extra week contributed approximately $33 million
U.S. Wholesale net sales declined low single digits for fiscal 2025, while International grew mid-single digits
Full fourth-quarter and fiscal 2025 results expected in late February 2026; fireside chat at ICR Conference on January 12, 2026
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