XML 39 R21.htm IDEA: XBRL DOCUMENT v3.25.1
RETIREMENT AND BENEFIT PLANS
 12 Months Ended
Feb. 02, 2025
Retirement Benefits [Abstract]  
RETIREMENT AND BENEFIT PLANS RETIREMENT AND BENEFIT PLANS
The Company, as of February 2, 2025, has two noncontributory qualified defined benefit pension plans covering substantially all employees resident in the United States hired prior to January 1, 2022, who meet certain age and service requirements. The plans provide monthly benefits upon retirement generally based on career average compensation, subject to the plan freeze as discussed below, and years of credited service. The plans also provide participants with the option to receive their benefits in the form of lump sum payments. Vesting in plan benefits generally occurs after five years of service. The Company refers to these two plans as its “Pension Plans.”

The Company also has three noncontributory unfunded non-qualified supplemental defined benefit pension plans, one of which is a supplemental pension plan for certain employees resident in the United States hired prior to January 1, 2022, who meet certain age and service requirements that provides benefits for compensation in excess of Internal Revenue Service earnings limits and requires payments to vested employees upon or after employment termination or retirement, according to their distribution election, and two other plans for select former senior management. The Company refers to these three plans as its “SERP Plans.”

The Company also provides certain postretirement health care and life insurance benefits to certain retirees resident in the United States under two plans. Retirees contribute to the cost of the applicable plan, which are unfunded and frozen. The Company refers to these plans as its “Postretirement Plans.”

In the fourth quarter of 2023, the Company’s Board of Directors approved changes to its Pension Plans and its supplemental pension plan to freeze the pensionable compensation and credited service amounts used to calculate participants’ benefits which became effective June 30, 2024. After the effective date, in lieu of participation in the Pension Plans and supplemental pension plan as applicable, employees will receive an additional Company contribution to their savings and retirement plans and supplemental savings plan, as applicable, which are discussed further below. Employees near retirement age that meet a specified service requirement are included in a transition group that will continue to accrue benefits under the Pension Plans and supplemental pension plan, as applicable, for two years after the effective date of the freeze in addition to receiving the additional Company contribution to their savings and retirement plans and supplemental savings plan, as applicable. In connection with the freeze, the Company recognized a reduction in the projected benefit obligation and a pre-tax curtailment gain of $17.2 million for the Pension Plans and $2.6 million for the supplemental pension plan in 2023.
    
Reconciliations of the changes in the projected benefit obligation (Pension Plans and SERP Plans) and the accumulated benefit obligation (Postretirement Plans) were as follows:
 Pension PlansSERP PlansPostretirement Plans
(In millions)202420232024202320242023
Balance at beginning of year$532.1 $573.2 $47.6 $56.3 $3.6 $4.0 
Service cost, net of plan expenses7.9 18.0 0.8 1.6 — — 
Interest cost28.7 29.1 2.4 2.8 0.2 0.2 
Benefit payments(81.7)(54.3)(7.6)(9.7)— — 
Benefit payments, net of retiree contributions— — — — (0.9)(0.8)
Curtailment gain— (17.2)— (2.6)— — 
Actuarial loss (gain)
3.6 (16.7)(0.7)(0.8)— 0.2 
Balance at end of year$490.6 $532.1 $42.5 $47.6 $2.9 $3.6 

Service cost for both the Pension Plans and SERP Plans decreased in 2024 compared to 2023 primarily due to the plan freeze.

In 2024, vested participants whose employment had been terminated were offered an opportunity to elect a lump sum payment of their accrued pension benefit from the Pension Plans. Payments of $41.5 million were made in the fourth quarter of 2024 to participants that made this election. These payments, together with $17.6 million of lump sum payments made in the normal course of business throughout the year, are included as benefit payments from the Pension Plans and constitute settlements that satisfied the Company’s remaining benefit obligations to the participants using assets from the Pension Plans.

The actuarial gain included in the projected benefit obligation for both the Pension Plans and SERP Plans in 2023 was due principally to an increase in the discount rate.

Reconciliations of the fair value of the assets held by the Pension Plans and the funded status were as follows:
(In millions)20242023
Fair value of plan assets at beginning of year$554.4 $570.2 
Actual return, net of plan expenses4.8 38.5 
Benefit payments(81.7)(54.3)
Company contributions0.2 — 
Fair value of plan assets at end of year$477.7 $554.4 
Funded status at end of year$(12.9)$22.3 

Amounts recognized in the Company’s Consolidated Balance Sheets were as follows:
 Pension PlansSERP PlansPostretirement Plans
(In millions)202420232024202320242023
Non-current assets$— $22.5 $— $— $— $— 
Current liabilities— — (6.0)(9.4)(0.4)(0.5)
Non-current liabilities(12.9)(0.2)(36.5)(38.2)(2.5)(3.1)
Net amount recognized$(12.9)$22.3 $(42.5)$(47.6)$(2.9)$(3.6)
The components of net benefit cost recognized were as follows:
 Pension PlansSERP PlansPostretirement Plans
(In millions)202420232022202420232022202420232022
Service cost$10.7 $21.7 $31.3 $0.8 $1.6 $2.5 $— $— $— 
Interest cost28.7 29.1 25.3 2.4 2.8 2.8 0.2 0.2 0.1 
Expected return on plan assets(32.9)(33.8)(41.7)— — — — — — 
Actuarial loss (gain)
28.9 (25.1)(70.6)(0.7)(0.8)(6.7)— 0.2 (1.1)
Curtailment gain— (17.2)— — (2.6)— — — — 
Total$35.4 $(25.3)$(55.7)$2.5 $1.0 $(1.4)$0.2 $0.4 $(1.0)

The net actuarial loss in net benefit cost in 2024 was due principally to the difference between the actual and expected returns on plan assets for the Pension Plans. The net actuarial gain in net benefit cost in 2023 was due principally to an increase in the discount rate. The net actuarial gain in net benefit cost in 2022 was due principally to an increase in the discount rate partially offset by the difference between the actual and expected returns on plan assets for the Pension Plans.

The components of net benefit cost are recorded in the Company’s Consolidated Statements of Operations as follows: (i) the service cost component is recorded in SG&A expenses and (ii) the other components are recorded in non-service related pension and postretirement (cost) income.

The accumulated benefit obligations (Pension Plans and SERP Plans) were as follows:
Pension PlansSERP Plans
(In millions)2024202320242023
Accumulated benefit obligation$488.4 $527.9 $42.1 $46.9 

As of February 2, 2025, both of the Company’s Pension Plans had projected benefit obligations and accumulated benefit obligations in excess of plan assets. As of February 4, 2024, one of the Company’s Pension Plans had projected benefit obligations and accumulated benefit obligations in excess of plan assets. The balances were as follows:
(In millions, except plan count)20242023
Number of plans with projected benefit obligations in excess of plan assets2 1 
Aggregate projected benefit obligation$490.6 $2.4 
Aggregate fair value of related plan assets$477.7 $2.2 
Number of plans with accumulated benefit obligations in excess of plan assets2 1 
Aggregate accumulated benefit obligation$488.4 $2.4 
Aggregate fair value of related plan assets$477.7 $2.2 

As of February 2, 2025 and February 4, 2024, all of the Company’s SERP Plans had projected benefit obligations and accumulated benefit obligations in excess of plan assets as the plans are unfunded.

Significant weighted average rate assumptions used in determining the projected and accumulated benefit obligations at the end of each year and benefit cost in the following year were as follows:
 202420232022
Discount rate (applies to Pension Plans and SERP Plans)5.72 %5.63 %5.19 %
Discount rate (applies to Postretirement Plans)
5.53 %5.36 %4.98 %
Rate of increase in compensation levels (applies to Pension Plans)4.00 %4.00 %4.00 %
Expected long-term rate of return on assets (applies to Pension Plans)6.25 %6.25 %6.25 %

To develop the expected long-term rate of return on assets assumption, the Company considered the historical level of the risk premium associated with the asset classes in which the portfolio is invested and the expectations for future returns of each asset class. The expected return for each asset class was then weighted based on the target asset allocation.
The assets of the Pension Plans are invested with the objective of being able to meet current and future benefit payment needs, while managing future contributions. The investment policy aims to earn a reasonable rate of return while minimizing the risk of large losses. Assets are diversified by asset class in order to reduce volatility of overall results from year to year and to take advantage of various investment opportunities. The assets of the Pension Plans are diversified among United States equities, international equities, fixed income investments and cash. The strategic target allocation for the Pension Plans as of February 2, 2025 was approximately 20% United States equities, 10% international equities and 70% fixed income investments and cash. Equity securities primarily include investments in large-, mid- and small-cap companies located in the United States and abroad. Fixed income securities include corporate bonds of companies from diversified industries, municipal bonds and United States Treasury securities. Actual investment allocations may vary from the Company’s target investment allocations due to prevailing market conditions.

In accordance with the fair value hierarchy described in Note 10, “Fair Value Measurements,” the following tables show the fair value of the total assets of the Pension Plans for each major category as of February 2, 2025 and February 4, 2024:
(In millions)
Fair Value Measurements as of
February 2, 2025(1)
Asset CategoryTotalQuoted Prices
In Active
Markets for
Identical Assets
(Level 1)		Observable
Inputs
(Level 2)		Unobservable
Inputs
(Level 3)
Equity securities:    
United States equities(2)
$32.4 $32.4 $— $— 
United States equity fund(3)
76.9 — 76.9 — 
International equity funds(4)
49.6 21.6 28.0 — 
Fixed income securities:    
U.S. Treasury securities fund(5)
209.8 — 209.8 — 
Government securities(6)
1.4 — 1.4 — 
Corporate securities(6)
80.5 — 80.5 — 
Short-term investment funds(7)
26.4 — 26.4 — 
Subtotal$477.0 $54.0 $423.0 $— 
Other assets and liabilities(8)
0.7    
Total$477.7    
(In millions)
Fair Value Measurements as of
February 4, 2024(1)
Asset CategoryTotalQuoted Prices
In Active
Markets for
Identical Assets
(Level 1)

Observable
Inputs
(Level 2)
Unobservable
Inputs
(Level 3)
Equity securities:    
United States equities(2)
$45.1 $45.1 $— $— 
International equities(2)
0.3 0.3 — — 
United States equity fund(3)
114.1 — 114.1 — 
International equity funds(4)
61.1 25.5 35.6 — 
Fixed income securities:    
U.S. Treasury Securities fund(5)
244.3 — 244.3 — 
Government securities(6)
1.1 — 1.1 — 
Corporate securities(6)
81.6 — 81.6 — 
Short-term investment funds(7)
5.8 — 5.8 — 
Subtotal$553.4 $70.9 $482.5 $— 
Other assets and liabilities(8)
1.0    
Total$554.4    
(1)The Company uses third party pricing services to determine the fair values of the financial instruments held by the pension plans. The Company obtains an understanding of the pricing services’ valuation methodologies and related inputs and validates a sample of prices provided by the pricing services by reviewing prices from other pricing sources. The Company has not adjusted any prices received from the third party pricing services.
(2)Valued at the closing price or unadjusted quoted price in the active market in which the individual securities are traded.
(3)Valued at the net asset value of the fund, as determined by a pricing vendor or the fund family. The Company has the ability to redeem this investment at net asset value within the near term and therefore classifies this investment within Level 2. This commingled fund invests in United States large cap equities of companies that track the Russell 1000 Index.
(4)Valued at the net asset value of the fund, either as determined by the closing price in the active market in which the individual fund is traded and classified within Level 1, or as determined by a pricing vendor or the fund family and classified within Level 2. This category includes funds that invest in equities of companies outside of the United States.
(5)Valued at the net asset value of the fund as determined by the fund family. The Company has the ability to redeem this investment at net asset value within the near term and therefore classifies this investment within Level 2. This commingled fund invests in United States Treasury STRIPS.
(6)Valued with bid evaluation pricing where the inputs are based on actual trades in active markets, when available, as well as observable market inputs that include actual and comparable trade data, market benchmarks, broker quotes, trading spreads and/or other applicable data.
(7)Valued at the net asset value of the funds, as determined by a pricing vendor or the fund family. The Company has the ability to redeem these investments at net asset value within the near term and therefore classifies these investments within Level 2. These funds invest in high-grade, short-term, money market instruments.
(8)This category includes other pension assets and liabilities such as pending trades and accrued income.

The Company believes that there are no significant concentrations of risk within the plan assets as of February 2, 2025.

Currently, the Company does not expect to make material contributions to the Pension Plans in 2025. The Company’s actual contributions may differ from planned contributions due to many factors, including changes in tax and other laws, as well as significant differences between expected and actual pension asset performance or interest rates. The expected benefit payments associated with the Pension Plans and SERP Plans, and expected benefit payments, net of retiree contributions, associated with the Postretirement Plans are as follows:
(In millions)  
Fiscal YearPension PlansSERP PlansPostretirement Plans
2025$46.1 $6.0 $0.4 
202645.7 5.2 0.4 
202745.7 4.9 0.4 
202843.6 4.3 0.3 
202942.9 4.0 0.3 
2030-2034187.9 15.3 1.1 

The Company has savings and retirement plans and a supplemental savings plan for the benefit of its eligible employees in the United States. The Company matches a portion of employee contributions to the plans. The Company began making on January 1, 2022 an additional contribution to these plans for employees in the United States hired on or after that date in lieu of their participation in the Pension Plan. In addition, as discussed above, subsequent to the June 30, 2024 freeze of the Pension Plans and supplemental pension plan, the Company began making an additional contribution to these plans for employees in the United States that were hired prior to January 1, 2022. The Company also has defined contribution plans for certain employees in certain international locations, whereby the Company pays a percentage of the contribution for the employee. The Company’s contributions to these plans were $47.1 million, $41.7 million and $37.7 million in 2024, 2023 and 2022, respectively.
The Company’s supplemental savings plan allows participants to choose from a broad variety of investment options. The Company established a rabbi trust whereby the trust holds investments that generally mirror the participants’ investment elections in the supplemental savings plan. See Note 10, “Fair Value Measurements,” for further discussion.