False000071995500007199552024-03-132024-03-13

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K

 CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 13, 2024


Williams-Sonoma, Inc.
(Exact name of registrant as specified in its charter)


Delaware001-1407794-2203880
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

3250 Van Ness Avenue, San Francisco, California 94109
(Address of principal executive offices)

Registrant’s telephone number, including area code (415) 421-7900

N/A
(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class:Trading
Symbol(s):
Name of each exchange
on which registered:
Common Stock, par value $.01 per shareWSM
New York Stock Exchange, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Item 2.02.    Results of Operations and Financial Condition

On March 13, 2024, the Company issued a press release announcing the Company’s financial results for its fourth quarter and fiscal year ended January 28, 2024. A copy of the Company’s press release is attached as Exhibit 99.1. The attached exhibit is provided under Item 2.02 of Form 8-K and is furnished to, but not filed with, the Securities and Exchange Commission.

Item 8.01.    Other Events

On March 13, 2024, the Company issued a press release announcing that its Board of Directors authorized a 26% increase in the Company’s quarterly cash dividend and also approved a new $1 billion stock repurchase authorization, which supersedes the remaining outstanding under the Company’s current stock repurchase authorization. A copy of the Company’s press release is attached as Exhibit 99.2 and is incorporated herein by reference.

Item 9.01.    Financial Statements and Exhibits

(d)List of Exhibits:
99.1
99.2
104Cover Page Interactive Data File (embedded within the Inline XBRL document).

    
2


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

WILLIAMS-SONOMA, INC.
Date: March 13, 2024
By:/s/ Jeffrey E. Howie
Jeffrey E. Howie
Chief Financial Officer
3
Exhibit 99.1
capture.jpg
Williams-Sonoma, Inc. announces fourth quarter and fiscal year 2023 results
Q4 comparable brand revenue -6.8%
Q4 operating margin of 20.1%; Q4 diluted EPS of $5.44
Quarterly dividend increase of 26%; new stock repurchase authorization of $1 billion

San Francisco, CA, March 13, 2024 – Williams-Sonoma, Inc. (NYSE: WSM) today announced operating results for the fourth quarter and fiscal year ended January 28, 2024 (Fiscal 2023).

“We are pleased with our strong finish to 2023. We delivered an annual operating margin of 16.4% with full-year earnings per share of $14.85, beating our 2023 comp guidance of -10% to -12% and hitting our operating margin range of 16% to 16.5%,” said Laura Alber, President and Chief Executive Officer.

Alber concluded, “We outperformed in 2023 despite the slowest housing market in several decades and geopolitical unrest. Although this pressured our top-line trend, we stayed focused on full-price selling, supply chain efficiencies, and best-in-class customer service. We have transformed our business model and as a result, we delivered an operating margin well ahead of our pre-pandemic profitability.”

FOURTH QUARTER 2023 HIGHLIGHTS
Comparable brand revenue -6.8% with a 2-year comp -7.4% and a 4-year comp +29.1%.
Gross margin of 46.0% +480bps to LY with selling margin +560bps due to higher merchandise margins and lower costs from supply chain efficiencies, offset by occupancy deleverage of 80bps. Occupancy costs of $208 million, +2.1% to LY.
SG&A rate of 25.9% +390bps to LY on a GAAP basis and +460bps to LY on a non-GAAP basis driven by employment and general expense deleverage. SG&A of $591 million, +9.3% to LY on a GAAP basis and +13.0% to LY on a non-GAAP basis.
Operating income of $458 million with an operating margin of 20.1%.
Diluted EPS of $5.44 per share.

1


capture.jpg
FISCAL YEAR 2023 HIGHLIGHTS
Comparable brand revenue -9.9% with a 2-year comp -3.4% and a 4-year comp +35.6%.
Gross margin of 42.6%, +20bps to LY on a GAAP basis with selling margin +170bps due to higher merchandise margins and supply chain efficiencies, offset by occupancy deleverage of 150bps. Gross margin of 42.7%, +30bps to LY on a non-GAAP basis with selling margin +170bps due to higher merchandise margins and supply chain efficiencies, and occupancy deleverage of 140bps. Occupancy costs of $814 million, +3.7% to LY on a GAAP basis and +3.6% on a non-GAAP basis.
SG&A rate of 26.6%, +150bps to LY on a GAAP basis and 26.3%, +140bps to LY on a non-GAAP basis, driven by employment and general expense deleverage. GAAP SG&A of $2.1 billion, -5.5% to LY, and non-GAAP SG&A of $2.0 billion, -5.8% to LY.
GAAP operating income of $1.24 billion with an operating margin of 16.1%; non-GAAP operating income of $1.27 billion with an operating margin of 16.4%.
GAAP diluted EPS of $14.55 and non-GAAP diluted EPS of $14.85.
Merchandise inventories -14.4% to LY to $1.2 billion.
ROIC of 45.0% driven by net earnings.
Maintained strong liquidity position of $1.3 billion in cash and $1.7 billion in operating cash flow enabling the company to deliver returns to stockholders of $545 million through $313 million in stock repurchases and $232 million in dividends.
DIVIDENDS AND STOCK REPURCHASE AUTHORIZATIONS
Increased our quarterly dividend 26%, or $0.23, to $1.13 per share.
Expanded our stock repurchase capacity to $1 billion, superseding the company's current stock repurchase authorization.
OUTLOOK
In fiscal 2024, we expect annual net revenue growth in the range of -3% to +3% with comps in the range of -4.5% to +1.5%; and an operating margin between 16.5% to 16.8%.
Fiscal 2024 is a 53-week year. Our financial statements will be prepared on a 53-week basis in fiscal 2024 and a 52-week basis in fiscal 2023. However, we will report comps on a 53-week versus 53-week comparable basis. All other year-over-year comparisons will be 53-weeks in fiscal 2024 versus 52-weeks in fiscal 2023. We expect the additional week in fiscal 2024 to contribute 150bps to revenue growth and 10bps to operating margin, both of which are reflected in our guidance.
Over the long-term, we continue to expect mid-to-high single-digit annual net revenue growth with an operating margin in the mid-to-high teens.
CONFERENCE CALL AND WEBCAST INFORMATION
Williams-Sonoma, Inc. will host a live conference call today, March 13, 2024, at 7:00 A.M. (PT). The call will be open to the general public via live webcast and can be accessed at http://ir.williams-sonomainc.com/events. A replay of the webcast will be available at http://ir.williams-sonomainc.com/events.
CONTACT INFORMATION
Jeff Howie EVP, Chief Financial Officer – (415) 402 4324
Jeremy Brooks SVP, Chief Accounting Officer & Head of Investor Relations – (415) 733 2371
2

capture.jpg
SEC REGULATION G NON-GAAP INFORMATION
This press release includes non-GAAP financial measures. Exhibit 1 provides reconciliations of these non-GAAP financial measures to the most comparable financial measures calculated and presented in accordance with accounting principles generally accepted in the U.S. (“GAAP”). We have not provided a reconciliation of non-GAAP guidance measures to the corresponding GAAP measures on a forward-looking basis as we cannot do so without unreasonable efforts due to the potential variability and limited visibility of excluded items; these excluded items include exit costs associated with the closure of our West Coast manufacturing facility and the exiting of Aperture, a division of our Outward, Inc. subsidiary, as well as costs related to reduction-in-force initiatives. For the same reasons, we are unable to address the probable significance of such excluded items. We believe that these non-GAAP financial measures, when reviewed in conjunction with GAAP financial measures, can provide meaningful supplemental information for investors regarding the performance of our business and facilitate a meaningful evaluation of current period performance on a comparable basis with prior periods. Our management uses these non-GAAP financial measures in order to have comparable financial results to analyze changes in our underlying business from quarter to quarter. In addition, certain other items may be excluded from non-GAAP financial measures when the company believes this provides greater clarity to management and investors. These non-GAAP financial measures should be considered as a supplement to, and not as a substitute for or superior to the GAAP financial measures presented in this press release and our financial statements and other publicly filed reports. Non-GAAP measures as presented herein may not be comparable to similarly titled measures used by other companies.

FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they do not fully materialize or are proven incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. Such forward-looking statements include, among other things, statements in the quotes of our President and Chief Executive Officer and our fiscal year 2024 outlook and long-term financial targets.
The risks and uncertainties that could cause our results to differ materially from those expressed or implied by such forward-looking statements include: continuing changes in general economic conditions, and the impact on consumer confidence and consumer spending; the continuing impact of inflation and measures to control inflation, including changing interest rates, on consumer spending; war in Ukraine and the Middle East, and shortages of various raw materials on our global supply chain, retail store operations and customer demand; labor and material shortages; the outcome of our growth initiatives; new interpretations of or changes to current accounting rules; our ability to anticipate consumer preferences and buying trends; dependence on timely introduction and customer acceptance of our merchandise; changes in consumer spending based on weather, political, competitive and other conditions beyond our control; delays in store openings; competition from companies with concepts or products similar to ours; timely and effective sourcing of merchandise from our foreign and domestic vendors and delivery of merchandise through our supply chain to our stores and customers; effective inventory management; our ability to manage customer returns; uncertainties in e-marketing, infrastructure and regulation; multi-channel and multi-brand complexities; our ability to introduce new brands and brand extensions; challenges associated with our increasing global presence; dependence on external funding sources for operating capital; disruptions in the financial markets; our ability to control employment, occupancy, supply chain, product, transportation and other operating costs; our ability to improve our systems and processes; changes to our information technology infrastructure; general political, economic and market conditions and events, including war, conflict or acts of terrorism; the impact of current and potential future tariffs and our ability to mitigate impacts; the potential for increased corporate income taxes; and other risks and uncertainties described more fully in our public announcements, reports to stockholders and other documents filed with or furnished to the SEC, including our Annual Report on Form 10-K for the fiscal year ended January 29, 2023 and all subsequent quarterly reports on Form 10-Q and current reports on Form 8-K. We have not filed our Form 10-K for the fiscal year ended January 28, 2024. As a result, all financial results described here should be considered preliminary, and are subject to change to reflect any necessary adjustments or changes in accounting estimates that are identified prior to the time we file the Form 10-K. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we assume no obligation to update these forward-looking statements.
3

capture.jpg

ABOUT WILLIAMS-SONOMA, INC.
Williams-Sonoma, Inc. is the world’s largest digital-first, design-led and sustainable home retailer. The company’s products, representing distinct merchandise strategies — Williams Sonoma, Pottery Barn, Pottery Barn Kids, Pottery Barn Teen, West Elm, Williams Sonoma Home, Rejuvenation, Mark and Graham, and GreenRow — are marketed through e-commerce websites, direct-mail catalogs and retail stores. These brands are also part of The Key Rewards, our loyalty and credit card program that offers members exclusive benefits across the Williams-Sonoma family of brands. We operate in the U.S., Puerto Rico, Canada, Australia and the United Kingdom, offer international shipping to customers worldwide, and have unaffiliated franchisees that operate stores in the Middle East, the Philippines, Mexico, South Korea and India, as well as e-commerce websites in certain locations. We are also proud to be a leader in our industry with our values-based culture and commitment to achieving our sustainability goals. Our company is Good By Design — we’ve deeply ingrained sustainability into our business. From our factories to your home, we’re united in a shared purpose to care for our people and our planet.
For more information on our sustainability efforts, please visit: https://sustainability.williams-sonomainc.com/
WSM-IR
4

capture.jpg
Condensed Consolidated Statements of Earnings (unaudited)
 
For the Thirteen Weeks Ended
January 28, 2024January 29, 2023
(In thousands, except per share amounts)$% of
Revenues
$% of
Revenues
Net revenues$2,278,937 100.0 %$2,453,079 100.0 %
Cost of goods sold1,230,322 54.0 1,443,229 58.8 
Gross profit1,048,615 46.0 1,009,850 41.2 
Selling, general and administrative expenses590,524 25.9 540,063 22.0 
Operating income458,091 20.1 469,787 19.2 
Interest income, net13,147 0.6 1,383 0.1 
Earnings before income taxes471,238 20.7 471,170 19.2 
Income taxes116,799 5.1 116,177 4.7 
Net earnings$354,439 15.6 %$354,993 14.5 %
Earnings per share (EPS):
Basic$5.53 $5.35 
Diluted$5.44 $5.28 
Shares used in calculation of EPS:
Basic64,143 66,349 
Diluted65,147 67,201 

4th Quarter Net Revenues and Comparable Brand Revenue Growth (Decline)1
Net RevenuesComparable Brand Revenue
Growth (Decline)
(In millions, except percentages)Q4 23Q4 22Q4 23Q4 22
Pottery Barn$874 $967 (9.6)%5.8 %
West Elm453 534 (15.3)(10.7)
Williams Sonoma524 524 1.6 (2.5)
Pottery Barn Kids and Teen311 323 (2.5)4.0 
Other2
117 105 N/AN/A
Total$2,279 $2,453 (6.8)%(0.6)%
1 See the Company’s 10-K and 10-Q filings for the definition of comparable brand revenue, which is calculated on a 13-week basis for Q4 2023 and Q4 2022, and includes business-to-business revenues.
2 Primarily consists of net revenues from Rejuvenation, our international franchise operations, Mark and Graham and GreenRow.

5

capture.jpg
Condensed Consolidated Statements of Earnings (unaudited)

For the Fiscal Year Ended
January 28, 2024January 29, 2023
(In thousands, except per share amounts)$% of
Revenues
$% of
Revenues
Net revenues$7,750,652 100.0 %$8,674,417 100.0 %
Cost of goods sold4,447,051 57.4 4,996,684 57.6 
Gross profit3,303,601 42.6 3,677,733 42.4 
Selling, general and administrative expenses2,059,408 26.6 2,179,311 25.1 
Operating income1,244,193 16.1 1,498,422 17.3 
Interest income, net29,162 0.4 2,260 — 
Earnings before income taxes1,273,355 16.4 1,500,682 17.3 
Income taxes323,593 4.2 372,778 4.3 
Net earnings$949,762 12.3 %$1,127,904 13.0 %
Earnings per share (EPS):
Basic$14.71 $16.58 
Diluted$14.55 $16.32 
Shares used in calculation of EPS:
Basic64,574 68,021 
Diluted65,272 69,100 

Fiscal Year Net Revenues and Comparable Brand Revenue Growth (Decline)1
Net RevenuesComparable Brand Revenue
Growth (Decline)
(In millions, except percentages)FY 23FY 22FY 23FY 22
Pottery Barn$3,206 $3,556 (9.7)%14.9 %
West Elm1,855 2,278 (18.8)2.5 
Williams Sonoma1,260 1,287 (0.7)(1.7)
Pottery Barn Kids and Teen1,060 1,133 (5.5)0.4 
Other2
370 420 N/AN/A
Total$7,751 $8,674 (9.9)%6.5 %
1 See the Company’s 10-K and 10-Q filings for the definition of comparable brand revenue, which is calculated on a 52-week basis for fiscal 2023 and fiscal 2022, and includes business-to-business revenues.
2 Primarily consists of net revenues from Rejuvenation, our international franchise operations, Mark and Graham and GreenRow.


6

capture.jpg
Condensed Consolidated Balance Sheets (unaudited)

As of
(In thousands, except per share amounts)January 28, 2024January 29, 2023
Assets
Current assets
Cash and cash equivalents$1,262,007 $367,344 
Accounts receivable, net122,914 115,685 
Merchandise inventories, net1,246,369 1,456,123 
Prepaid expenses59,466 64,961 
Other current assets29,041 31,967 
Total current assets2,719,797 2,036,080 
Property and equipment, net1,013,189 1,065,381 
Operating lease right-of-use assets1,229,650 1,286,452 
Deferred income taxes, net110,656 81,389 
Goodwill77,306 77,307 
Other long-term assets, net122,950 116,407 
Total assets$5,273,548 $4,663,016 
Liabilities and stockholders' equity
Current liabilities
Accounts payable$607,877 $508,321 
Accrued expenses264,306 247,594 
Gift card and other deferred revenue573,904 479,229 
Income taxes payable96,554 61,204 
Operating lease liabilities234,517 231,965 
Other current liabilities103,157 108,138 
Total current liabilities1,880,315 1,636,451 
Long-term operating lease liabilities1,156,104 1,211,693 
Other long-term liabilities109,268 113,821 
Total liabilities3,145,687 2,961,965 
Stockholders' equity
Preferred stock: $0.01 par value; 7,500 shares authorized, none issued
— — 
Common stock: $0.01 par value; 253,125 shares authorized; 64,151 and 66,226 shares issued and outstanding at January 28, 2024 and January 29, 2023, respectively
642 663 
Additional paid-in capital588,602 573,117 
Retained earnings1,555,595 1,141,819 
Accumulated other comprehensive loss(15,552)(13,809)
Treasury stock, at cost(1,426)(739)
Total stockholders' equity2,127,861 1,701,051 
Total liabilities and stockholders' equity$5,273,548 $4,663,016 
 
7

capture.jpg
Retail Store Data
(unaudited)
Beginning of quarterEnd of quarterAs of
October 29, 2023OpeningsClosingsJanuary 28, 2024January 29, 2023
Pottery Barn191 (8)184 188 
Williams Sonoma163 — (7)156 165 
West Elm123 — (2)121 122 
Pottery Barn Kids46 — — 46 46 
Rejuvenation10 — 11 
Total 533 2 (17)518 530 
8

capture.jpg
Condensed Consolidated Statements of Cash Flows (unaudited)

For the Fiscal Year Ended
(In thousands)January 28, 2024January 29, 2023
Cash flows from operating activities:
Net earnings$949,762 $1,127,904 
Adjustments to reconcile net earnings to net cash provided by (used in) operating
     activities:
Depreciation and amortization232,590 214,153 
Loss on disposal/impairment of assets21,869 25,116 
Non-cash lease expense255,286 231,350 
Deferred income taxes(29,085)(23,823)
Stock-based compensation expense84,754 90,268 
Other(2,796)(2,339)
Changes in:
Accounts receivable(7,461)15,687 
Merchandise inventories209,168 (208,908)
Prepaid expenses and other assets1,016 (11,823)
Accounts payable99,043 (113,521)
Accrued expenses and other liabilities4,935 (61,995)
Gift card and other deferred revenue95,005 31,839 
Operating lease liabilities(269,162)(242,855)
Income taxes payable35,349 (18,231)
Net cash provided by operating activities1,680,273 1,052,822 
Cash flows from investing activities:
Purchases of property and equipment(188,458)(354,117)
Other201 162 
Net cash used in investing activities(188,257)(353,955)
Cash flows from financing activities:
Repurchases of common stock(313,001)(880,038)
Payment of dividends(232,475)(217,345)
Tax withholdings related to stock-based awards(52,831)(81,290)
Net cash used in financing activities(598,307)(1,178,673)
Effect of exchange rates on cash and cash equivalents954 (3,188)
Net increase (decrease) in cash and cash equivalents894,663 (482,994)
Cash and cash equivalents at beginning of period367,344 850,338 
Cash and cash equivalents at end of period$1,262,007 $367,344 
9

capture.jpg
Exhibit 1
GAAP to Non-GAAP Reconciliation
(unaudited)
For the Thirteen Weeks Ended
For the Fiscal Year Ended
January 28, 2024January 29, 2023January 28, 2024January 29, 2023
(In thousands, except per share data)$% of
revenues
$% of
revenues
$% of
revenues
$% of
revenues
Occupancy costs$208,020 9.1 %$203,715 8.3 %$814,290 10.5 %$785,425 9.1 %
Exit Costs1
— — (239)— 
Non-GAAP occupancy costs$208,020 9.1 %$203,715 8.3 %$814,051 10.5 %$785,425 9.1 %
Gross profit$1,048,615 46.0 %$1,009,850 41.2 %$3,303,601 42.6 %$3,677,733 42.4 %
Exit Costs1
— — 2,141 — 
Non-GAAP gross profit$1,048,615 46.0 %$1,009,850 41.2 %$3,305,742 42.7 %$3,677,733 42.4 %
Selling, general and administrative expenses$590,524 25.9 %$540,063 22.0 %$2,059,408 26.6 %$2,179,311 25.1 %
Impairment of Aperture2
— (17,687)— (17,687)
Exit Costs1
— — (15,790)— 
Reduction-in-force Initiatives3
— — (8,316)— 
Non-GAAP selling, general and administrative expenses$590,524 25.9 %$522,376 21.3 %$2,035,302 26.3 %$2,161,624 24.9 %
Operating income$458,091 20.1 %$469,787 19.2 %$1,244,193 16.1 %$1,498,422 17.3 %
Impairment of Aperture2
— 17,687 — 17,687 
Exit Costs1
— — 17,931 — 
Reduction-in-force Initiatives3
— — 8,316 — 
Non-GAAP operating income$458,091 20.1 %$487,474 19.9 %$1,270,440 16.4 %$1,516,109 17.5 %
  
$Tax rate$Tax rate$Tax rate$Tax rate
Income taxes$116,799 24.8 %$116,177 24.7 %$323,593 25.4 %$372,778 24.8 %
Impairment of Aperture2
— 2,840 — 2,840 
Exit Costs1
— — 4,690 — 
Reduction-in-force Initiatives3
— — 2,174 — 
Non-GAAP income taxes$116,799 24.8 %$119,017 24.4 %$330,457 25.4 %$375,618 24.7 %
Diluted EPS$5.44 $5.28 $14.55 $16.32 
Impairment of Aperture2
— 0.22 — 0.21 
Exit Costs1
— — 0.20 — 
Reduction-in-force Initiatives3
— — 0.09 — 
Non-GAAP diluted EPS4
$5.44 $5.50 $14.85 $16.54 
1 During Q1 2023, we incurred exit costs of $17.9 million, including $9.3 million associated with the closure of our West Coast manufacturing facility and $8.6 million associated with the exiting of Aperture, a division of our Outward, Inc. subsidiary.
2 During Q4 2022, we incurred an impairment charge of approximately $17.7 million, including $9.7 million related to the impairment of software and hardware and $8.0 million related to the impairment of goodwill, associated with Aperture, a division of our Outward, Inc. subsidiary.
3During Q1 2023, we incurred costs related to reduction-in-force initiatives of $8.3 million primarily in our corporate functions.
4Per share amounts may not sum due to rounding to the nearest cent per diluted share.
10

capture.jpg

Return on Invested Capital (“ROIC”)
We believe ROIC is a useful financial measure for investors in evaluating the efficient and effective use of capital, and is an important component of long-term shareholder return.
The following table presents the calculation of ROIC, together with a reconciliation of net earnings to non-GAAP net operating profit after tax ("NOPAT"):

For the Fiscal Year Ended
(In thousands)January 28, 2024
Net earnings$949,762 
Interest income, net
(29,162)
Income taxes
323,593 
Operating income
1,244,193 
Exit Costs 1
17,931 
Reduction-in-force Initiatives 1
8,316 
Operating lease costs
296,779 
Adjusted Operating Income
1,567,219 
Income tax adjustment 2
(398,074)
NOPAT (numerator)
$1,169,145 
1For more information on the nature of these adjustments, see the footnotes to the GAAP to Non-GAAP Reconciliation.
2Adjustment reflects a hypothetical provision for income taxes on adjusted operating income, using the Company's effective tax rate of 25.4%.

As of
(In thousands)
January 28, 2024January 29, 2023
Average
Total assets
$5,273,548 $4,663,016 
Total current liabilities
(1,880,315)(1,636,451)
Cash in excess of $200 million
(1,062,007)(167,344)
Invested capital (denominator)
$2,331,226 $2,859,221 $2,595,224
Return on invested capital
45.0 %

SEC Regulation G – Non-GAAP Information
These tables include non-GAAP occupancy costs, gross profit, gross margin, selling, general and administrative expense, operating income, Adjusted Operating Income, operating margin, income taxes, effective tax rate and diluted EPS. We believe that these non-GAAP financial measures provide meaningful supplemental information for investors regarding the performance of our business and facilitate a meaningful evaluation of our quarterly actual results on a comparable basis with prior periods. Our management uses these non-GAAP financial measures in order to have comparable financial results to analyze changes in our underlying business from quarter to quarter. These non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP.
11
Exhibit 99.2

CONTACT:
Jeff Howie
EVP, Chief Financial Officer
(415) 402-4324

PRESS RELEASE

Williams-Sonoma, Inc. announces a 26% quarterly dividend increase and a new
$1 billion stock repurchase authorization

San Francisco, CA, March 13, 2024 – Williams-Sonoma, Inc. (NYSE: WSM) announced today that its Board of Directors has authorized a 26% increase in the company’s quarterly cash dividend to $1.13 per common share. The quarterly dividend is payable on May 24, 2024, to stockholders of record as of the close of business on April 19, 2024. The Board of Directors also approved a new $1 billion stock repurchase authorization, which supersedes the company’s current stock repurchase authorization.

“After our strong finish to 2023, we are proud to be positioned to increase our quarterly dividend 26% and expand our stock repurchase program to $1 billion,” said Laura Alber, President and Chief Executive Officer. “These actions reflect our on-going commitment to maximize shareholder value and deliver returns to our shareholders.”

“We are proud of our fifteen consecutive years of increased dividend payouts,” added Jeff Howie, Chief Financial Officer. “Over the last six years, we have returned over $3.7 billion to shareholders through dividends and share repurchases. Our consistent profitability, coupled with our strong cash flows, have positioned us to provide these returns to our shareholders.”

This new stock repurchase authorization is effective as of March 14, 2024, and results in $1 billion available for future repurchases under the company’s stock repurchase authorization. The company’s stock repurchase program authorizes the purchase of the company’s common stock through open market and privately negotiated transactions, including through Rule 10b5-1 plans, at such times and in such amounts as management deems appropriate. The timing and actual number of shares repurchased will depend on a variety of factors, including price, corporate and regulatory requirements, capital availability and other market conditions. The stock repurchase program does not have an expiration date and may be limited or terminated at any time without prior notice.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they do not fully materialize or are proven incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. Such forward-looking statements include statements relating to: our quarterly cash dividend; our stock repurchase program; our ability to continue to return capital to stockholders and maximize stockholder returns; and our long-term outlook.

The risks and uncertainties that could cause our results to differ materially from those expressed or implied by such forward-looking statements include: continuing changes in general economic conditions, and the impact on consumer confidence and consumer spending; the continuing impact of inflation and measures to control inflation, including changing interest rates, on consumer spending; war in Ukraine and the Middle East, and shortages of various raw materials on our global supply chain, retail store operations and customer demand; labor and material shortages; the outcome of our growth initiatives; new interpretations of or changes to current accounting rules; our ability to anticipate consumer preferences and buying trends; dependence on timely introduction and customer acceptance of our merchandise; changes in consumer spending based on weather, political, competitive and other conditions beyond our control; delays in store openings; competition from companies with concepts or products similar to ours; timely and effective sourcing of merchandise from our foreign and domestic vendors and delivery of merchandise through our supply chain to our stores and customers; effective inventory management; our ability to manage customer returns; uncertainties in e-marketing, infrastructure and regulation; multi-channel and multi-brand complexities; our ability to introduce new brands and brand extensions; challenges associated with our increasing global presence; dependence on external funding sources for
1


operating capital; disruptions in the financial markets; our ability to control employment, occupancy, supply chain, product, transportation and other operating costs; our ability to improve our systems and processes; changes to our information technology infrastructure; general political, economic and market conditions and events, including war, conflict or acts of terrorism; the impact of current and potential future tariffs and our ability to mitigate impacts; the potential for increased corporate income taxes; and other risks and uncertainties described more fully in our public announcements, reports to stockholders and other documents filed with or furnished to the SEC, including our Annual Report on Form 10-K, our quarterly reports on Form 10-Q and our current reports on Form 8-K. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we assume no obligation to update these forward-looking statements.

ABOUT WILLIAMS-SONOMA, INC.

Williams-Sonoma, Inc. is the world’s largest digital-first, design-led and sustainable home retailer. The company’s products, representing distinct merchandise strategies — Williams Sonoma, Pottery Barn, Pottery Barn Kids, Pottery Barn Teen, West Elm, Williams Sonoma Home, Rejuvenation, Mark and Graham, and GreenRow — are marketed through e-commerce websites, direct-mail catalogs and retail stores. These brands are also part of The Key Rewards, our loyalty and credit card program that offers members exclusive benefits across the Williams-Sonoma family of brands. We operate in the U.S., Puerto Rico, Canada, Australia and the United Kingdom, offer international shipping to customers worldwide, and have unaffiliated franchisees that operate stores in the Middle East, the Philippines, Mexico, South Korea and India, as well as e-commerce websites in certain locations. We are also proud to be a leader in our industry with our values-based culture and commitment to achieving our sustainability goals. Our company is Good By Design — we’ve deeply ingrained sustainability into our business. From our factories to your home, we’re united in a shared purpose to care for our people and our planet.

For more information on our sustainability efforts, please visit: https://sustainability.williams-sonomainc.com/

WSM-DIV
2