Pay vs Performance Disclosure, Table

For Fiscal 2025, Fiscal 2024, Fiscal 2023, Fiscal 2022, and Fiscal 2021, the following table sets forth a comparison of amounts disclosed in the Summary Compensation Table (“SCT”) for our Executives to the total compensation actually paid (“CAP”) to our Executives, calculated in accordance with the SEC’s guidelines, and a comparison of the Company’s total shareholder return (“TSR”) to a peer group TSR and certain other financial performance metrics.


	SCT total in		CAP in year		SCT total in		CAP in year		Average SCT		Average CAP
	year holding		holding PEO		year holding		holding PEO		total for non-		to non-PEO
Year	PEO Office		Office		PEO Office		Office		PEO named		named
	(Worden)		(Worden)		(Sifford)		(Sifford)		executive		executive
	(1)		(1)		(1)		(1)		officers		officers
									(2) (5)		(2) (5)


(a)	(b)		(c)		(b)		(c)		(d)		(e)
2025	$	4,058,347	$	970,756		N/A		N/A	$	1,129,651	$	896,060
2024	$	5,004,173	$	4,976,885		N/A		N/A	$	1,217,321	$	1,211,250
2023	$	3,450,895	$	2,076,755		N/A		N/A	$	932,794	$	505,613
2022	$	4,007,544	$	3,633,987		N/A		N/A	$	1,377,243	$	1,200,218
2021	$	2,181,767	$	3,084,893	$	1,850,691	$	2,549,441	$	1,224,336	$	1,563,415


					Net		Diluted
	Value of initial fixed $100				Income		Net
Year	investment based on:				(In		Income
					Millions)		per
	Our		Peer				Share
	TSR		group				(4)
			TSR (3)

(a)	(f)		(g)		(h)		(i)
2025	$	91	$	100	$	52.3	$	1.90
2024	$	122	$	93	$	73.8	$	2.68
2023	$	116	$	82	$	73.3	$	2.68
2022	$	120	$	80	$	110.1	$	3.96
2021	$	142	$	90	$	154.9	$	5.42

The charts that follow set forth the calculation of CAP for our PEO and non-PEO Executives for Fiscal 2025. In the years presented, we did not issue any stock options and no Executives received any pension benefits.

(1)

On March 18, 2021, the Board unanimously elected Mr. Worden as our next President and Chief Executive Officer and our principal executive officer (“PEO”), effective September 30, 2021. Mr. Worden succeeded Mr. Sifford, who stepped down as our Chief Executive Officer effective September 30, 2021 but continued to serve in the role of Vice Chairman of the Board. In Fiscal 2021, the year of transition, the table above reflects the total compensation set forth in the SCT and the CAP for the full fiscal year for both Executives.

The following chart reconciles the total compensation set forth in the SCT to the CAP in Fiscal 2025 for Mr. Worden.


		Mr. Worden
	2025
SCT - Total	$	4,058,347
Less: Grant Date Fair Value of Current Year Awards		(2,795,577)
Add: Fair Value of Unvested Current Year Awards		990,396
Add: Fair Value at Current Year End of Unvested Prior Year Awards		2,215,191
Less: Fair Value at Prior Year End of Unvested Prior Year Awards		(3,144,967)
Add: Value at Vest of Prior Year Awards Vesting in Current Year		1,529,470
Less: Fair Value at Prior Year End of Awards Vesting in Current Year		(1,882,104)
CAP	$	970,756

         (2)
 
         The following chart reconciles the total compensation set forth in the SCT to the CAP for Fiscal 2025 for each Executive other than Mr. Worden. We have separately identified the persons holding the position of Chief Financial Officer (Mr. Jackson), Chief Merchandising Officer (Ms. Gordon) and Chief Operating Officer (Mr. Chilton), as of our Fiscal 2025 year end.


Fiscal 2025	Jackson		Chilton		Gordon			Others	Average
SCT - Total	$	935,198	$	1,951,878	$	1,272,953	$	1,488,228	$	1,129,651
Less: Grant Date Fair Value of Current Year Awards		(421,200)		(713,668)		(483,102)		(510,662)		(425,726)
Add: Fair Value of Unvested Current Year Awards		381,200		504,099		341,231		290,055		303,317
Add: Fair Value at Current Year End of Unvested Prior Year Awards		-		529,716		327,279		286,834		228,766
Less: Fair Value at Prior Year End of Unvested Prior Year Awards		-		(752,052)		(464,647)		(407,226)		(324,785)
Add: Value at Vest of Current Year Awards Vesting in Current Year		-		-		-		100,018		20,004
Add: Value at Vest of Prior Year Awards Vesting in Current Year		-		370,224		255,018		137,394		152,527
Less: Fair Value at Prior Year End of Awards Vesting in Current Year		-		(455,582)		(313,815)		(169,071)		(187,694)
CAP	$	895,198	$	1,434,615	$	934,917	$	1,215,570	$	896,060

(3)

The selected peer group is the S&P Retail Select Industry Index (SPSIRE). This is the same peer group used in our TSR performance graph included in our Annual Report to Shareholders for Fiscal 2025.

(4)

Diluted Net Income per Share, which was the performance measure utilized for our PSUs granted in Fiscal 2025, was selected as our most important financial measure. PSUs comprise the largest portion of Mr. Worden’s Fiscal 2025 target compensation (Base salary 20%, EICP 26%, PSUs 32%, and RSUs 22%) and averaged approximately 15% of the total target compensation for Messrs. Jackson and Chilton and Ms. Gordon in Fiscal 2025.

(5)

The non-PEO named executive officers for Fiscal 2025 were Messrs. Jackson, Chilton, Edwards and Weaver and Ms. Gordon. The non-PEO named executive officers for Fiscal 2024 were Messrs. Edwards, Carl N. Scibetta, Chilton and Sifford. The non-PEO named executive officers for Fiscal 2023 were Messrs. Edwards, Scibetta, Chilton and Sifford, as well as Mr. Jackson and Erik D. Gast. The non-PEO named executive officers for Fiscal 2022 were Messrs. Edwards, Scibetta, Chilton and Jackson. The non-PEO named executive officers for Fiscal 2021 were Messrs. Edwards, Scibetta, Chilton, Jackson and Timothy T. Baker.

Company Selected Measure Name

Diluted Net Income per Share

Named Executive Officers, Footnote

Peer Group Issuers, Footnote

(3)

The selected peer group is the S&P Retail Select Industry Index (SPSIRE). This is the same peer group used in our TSR performance graph included in our Annual Report to Shareholders for Fiscal 2025.

Adjustment To PEO Compensation, Footnote

The following chart reconciles the total compensation set forth in the SCT to the CAP in Fiscal 2025 for Mr. Worden.


		Mr. Worden
	2025
SCT - Total	$	4,058,347
Less: Grant Date Fair Value of Current Year Awards		(2,795,577)
Add: Fair Value of Unvested Current Year Awards		990,396
Add: Fair Value at Current Year End of Unvested Prior Year Awards		2,215,191
Less: Fair Value at Prior Year End of Unvested Prior Year Awards		(3,144,967)
Add: Value at Vest of Prior Year Awards Vesting in Current Year		1,529,470
Less: Fair Value at Prior Year End of Awards Vesting in Current Year		(1,882,104)
CAP	$	970,756

Non-PEO NEO Average Compensation Actually Paid Amount

$ 1,129,651

$ 1,217,321

$ 932,794

$ 1,377,243

$ 1,224,336

$ 896,060

1,211,250

505,613

1,200,218

1,563,415

Adjustment to Non-PEO NEO Compensation Footnote

         (2)
 
         The following chart reconciles the total compensation set forth in the SCT to the CAP for Fiscal 2025 for each Executive other than Mr. Worden. We have separately identified the persons holding the position of Chief Financial Officer (Mr. Jackson), Chief Merchandising Officer (Ms. Gordon) and Chief Operating Officer (Mr. Chilton), as of our Fiscal 2025 year end.


Fiscal 2025	Jackson		Chilton		Gordon			Others	Average
SCT - Total	$	935,198	$	1,951,878	$	1,272,953	$	1,488,228	$	1,129,651
Less: Grant Date Fair Value of Current Year Awards		(421,200)		(713,668)		(483,102)		(510,662)		(425,726)
Add: Fair Value of Unvested Current Year Awards		381,200		504,099		341,231		290,055		303,317
Add: Fair Value at Current Year End of Unvested Prior Year Awards		-		529,716		327,279		286,834		228,766
Less: Fair Value at Prior Year End of Unvested Prior Year Awards		-		(752,052)		(464,647)		(407,226)		(324,785)
Add: Value at Vest of Current Year Awards Vesting in Current Year		-		-		-		100,018		20,004
Add: Value at Vest of Prior Year Awards Vesting in Current Year		-		370,224		255,018		137,394		152,527
Less: Fair Value at Prior Year End of Awards Vesting in Current Year		-		(455,582)		(313,815)		(169,071)		(187,694)
CAP	$	895,198	$	1,434,615	$	934,917	$	1,215,570	$	896,060

(3)

The selected peer group is the S&P Retail Select Industry Index (SPSIRE). This is the same peer group used in our TSR performance graph included in our Annual Report to Shareholders for Fiscal 2025.

Compensation Actually Paid vs. Total Shareholder Return

Comparison of CAP to Company TSR and Peer Group TSR

Compensation Actually Paid vs. Company Selected Measure

Comparison of CAP to Net Income and Diluted Net Income Per Share (“EPS”)

Total Shareholder Return Vs Peer Group

Comparison of CAP to Company TSR and Peer Group TSR

Tabular List, Table

Tabular Presentation of Our Most Important Performance Measures

The four items listed below represent the most important performance metrics we used to determine CAP for Fiscal 2025, as further described in our Compensation Discussion and Analysis within the sections titled “Compensation Program Components, Why Each Component is Chosen, How Each Component Relates to Our Compensation Philosophy and Objectives and Fiscal 2025 Outcomes ― Annual Cash Incentives under the EICP” and “―Long-Term Equity-Based Incentives under the 2017 Equity Plan.”

       Most Important 
Performance Measures

       ●    Diluted Net Income per Share

      

       ●    Operating Income

      

       ●    Net Sales 

      

       ●    Comparable store sales

      

Total Shareholder Return Amount

$ 91

122

116

120

142

Net Income (Loss)

$ 52,300,000

$ 73,800,000

$ 73,300,000

$ 110,100,000

$ 154,900,000

Company Selected Measure Amount

1.9

2.68

3.96

5.42

New Peer Group Total Shareholder Return Amount

100

Measure:: 1

Non-GAAP Measure Description

Diluted Net Income per Share

Measure:: 2

Operating Income

Measure:: 3

Net Sales

Measure:: 4

Comparable store sales

Worden [Member]

PEO Total Compensation Amount

$ 4,058,347

$ 5,004,173

$ 3,450,895

$ 4,007,544

$ 2,181,767

PEO Actually Paid Compensation Amount

$ 970,756

$ 4,976,885

$ 2,076,755

$ 3,633,987

3,084,893

PEO Name

Mr. Worden

Worden [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

Worden [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

$ (2,795,577)

Worden [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

990,396

Worden [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

2,215,191

Worden [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year

1,529,470

Worden [Member] | Fair Value at Prior Year End of Unvested Prior Year Awards [Member]

(1,882,104)

$ (3,144,967)

Sifford [Member]

PEO Total Compensation Amount

1,850,691

PEO Actually Paid Compensation Amount

$ 2,549,441

PEO Name

Mr. Sifford

Mr. Jackson [Member]

Non-PEO NEO Average Compensation Actually Paid Amount

$ 935,198

895,198

Mr. Chilton [Member]

Non-PEO NEO Average Compensation Actually Paid Amount

1,951,878

1,434,615

Other [Member]

Non-PEO NEO Average Compensation Actually Paid Amount

1,488,228

1,215,570

Mr. Gordon [Member]

Non-PEO NEO Average Compensation Actually Paid Amount

1,272,953

934,917

Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

(425,726)

Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

303,317

Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year

228,766

Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

20,004

Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year

152,527

Non-PEO NEO | Fair Value at Prior Year End of Unvested Prior Year Awards [Member]

(187,694)

Non-PEO NEO | Mr. Jackson [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

(324,785)

Non-PEO NEO | Mr. Jackson [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

(421,200)

Non-PEO NEO | Mr. Chilton [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

381,200

Non-PEO NEO | Mr. Chilton [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

(713,668)

Non-PEO NEO | Mr. Chilton [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

504,099

Non-PEO NEO | Mr. Chilton [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

529,716

Non-PEO NEO | Mr. Chilton [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year

370,224

Non-PEO NEO | Mr. Chilton [Member] | Fair Value at Prior Year End of Unvested Prior Year Awards [Member]

(455,582)

Non-PEO NEO | Other [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

(752,052)

Non-PEO NEO | Other [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

(510,662)

Non-PEO NEO | Other [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

290,055

Non-PEO NEO | Other [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year

286,834

Non-PEO NEO | Other [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

100,018

Non-PEO NEO | Other [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year

137,394

Non-PEO NEO | Other [Member] | Fair Value at Prior Year End of Unvested Prior Year Awards [Member]

(169,071)

Non-PEO NEO | Mr. Gordon [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

(407,226)

Non-PEO NEO | Mr. Gordon [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

(483,102)

Non-PEO NEO | Mr. Gordon [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

341,231

Non-PEO NEO | Mr. Gordon [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

327,279

Non-PEO NEO | Mr. Gordon [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year

255,018

Non-PEO NEO | Mr. Gordon [Member] | Fair Value at Prior Year End of Unvested Prior Year Awards [Member]

(313,815)