VINCE HOLDING CORP., 10-Q filed on 9/12/2025
Quarterly Report
v3.25.2
Document and Entity Information - shares
 6 Months Ended
Aug. 02, 2025
Aug. 31, 2025
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Aug. 02, 2025  
Document Fiscal Year Focus 2025  
Document Fiscal Period Focus Q2  
Trading Symbol VNCE  
Entity Registrant Name VINCE HOLDING CORP.  
Entity Central Index Key 0001579157  
Current Fiscal Year End Date --01-31  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Common Stock, Shares Outstanding   12,968,548
Entity Shell Company false  
Entity Current Reporting Status Yes  
Entity File Number 001-36212  
Entity Tax Identification Number 75-3264870  
Entity Address, Address Line One 500 5th Avenue  
Entity Address, Address Line Two 20th Floor  
Entity Address, City or Town New York  
Entity Address, State or Province NY  
Entity Address, Postal Zip Code 10110  
City Area Code 323  
Local Phone Number 421-5980  
Title of 12(b) Security Common Stock, $0.01 par value per share  
Security Exchange Name NYSE  
Document Quarterly Report true  
Document Transition Report false  
Entity Interactive Data Current Yes  
Entity Incorporation, State or Country Code DE  
v3.25.2
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Aug. 02, 2025
Feb. 01, 2025
Current assets:    
Cash and cash equivalents $ 777 $ 607
Trade receivables, net of allowance for doubtful accounts $357 and $335 at August 2, 2025 and February 1, 2025, respectively [1] 29,405 32,927
Inventories, net 76,705 59,146
Prepaid expenses and other current assets 5,184 3,896
Total current assets 112,071 96,576
Property and equipment, net 8,416 7,378
Operating lease right-of-use assets, net 92,265 91,209
Equity method investment 22,183 23,464
Other assets 4,037 4,108
Total assets 238,972 222,735
Current liabilities:    
Accounts payable 35,882 35,090
Accrued salaries and employee benefits 8,342 8,709
Other accrued expenses [2] 10,443 13,722
Short-term lease liabilities 15,069 16,025
Total current liabilities 69,736 73,546
Long-term debt 31,096 19,156
Long-term lease liabilities 87,752 87,180
Deferred income tax liability 631 631
Other liabilities 462 463
Commitments and contingencies (Note 9)
Stockholders' equity:    
Common stock at $0.01 par value (100,000,000 shares authorized, 12,968,548 and 12,758,852 shares issued and outstanding at August 2, 2025 and February 1, 2025, respectively) 130 128
Additional paid-in capital 1,158,508 1,158,279
Accumulated deficit (1,109,424) (1,116,681)
Accumulated other comprehensive income (loss) 81 33
Total stockholders' equity 49,295 41,759
Total liabilities and stockholders' equity $ 238,972 $ 222,735
[1] Includes receivables of $599 as of August 2, 2025, which is with a related party. Includes receivables of $638 as of February 1, 2025, of which $614 is with a related party and $24 is with a former related party.
[2] Includes accrued royalty expense of $1,255 and $3,513 as of August 2, 2025 and February 1, 2025, respectively, which is with a related party.
v3.25.2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Aug. 02, 2025
Feb. 01, 2025
Allowance for doubtful accounts $ 357 $ 335
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 100,000,000 100,000,000
Common stock, shares issued 12,968,548 12,758,852
Common stock, shares outstanding 12,968,548 12,758,852
Receivables   $ 638
Related Party [Member]    
Receivables $ 599 614
Accrued royalty expenses $ 1,255 3,513
Former Related Party [Member]    
Receivables   $ 24
v3.25.2
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Aug. 02, 2025
Aug. 03, 2024
Aug. 02, 2025
Aug. 03, 2024
Income Statement [Abstract]        
Net sales [1] $ 73,241 $ 74,169 $ 131,174 $ 133,340
Cost of products sold [2] 36,303 39,038 65,073 68,296
Gross profit 36,938 35,131 66,101 65,044
Gain on sale of subsidiary     0 (7,634)
Selling, general and administrative expenses [3] 25,787 34,001 59,388 65,944
Income from operations 11,151 1,130 6,713 6,734
Interest expense, net [4] 849 1,647 1,705 3,293
Other (income) (1,560)   (1,560)  
Income (loss) before income taxes and equity in net income (loss) of equity method investment 11,862 (517) 6,568 3,441
Provision (benefit) for income taxes 58 (794) 58 (1,681)
Income before equity in net income (loss) of equity method investment 11,804 277 6,510 5,122
Equity in net income (loss) of equity method investment 256 292 747 (173)
Net income 12,060 569 7,257 4,949
Other comprehensive (loss) income:        
Foreign currency translation adjustments (28) 7 48 130
Comprehensive income $ 12,032 $ 576 $ 7,305 $ 5,079
Earnings per share:        
Basic earnings per share $ 0.93 $ 0.05 $ 0.56 $ 0.39
Diluted earnings per share $ 0.93 $ 0.05 $ 0.56 $ 0.39
Weighted average shares outstanding:        
Basic 12,906,045 12,569,488 12,863,100 12,538,695
Diluted 12,958,739 12,617,085 12,950,828 12,606,575
[1] Includes $0 and $149 of net sales for the three and six months ended August 2, 2025, respectively, and $299 and $700 for the three and six months ended August 3, 2024, respectively, which is with a former related party.
[2] Includes royalty expense of $3,623 and $6,205 for the three and six months ended August 2, 2025, respectively, and $3,713 and $6,401 for the three and six months ended August 3, 2024, respectively, which is with a related party. Includes cost of products sold of $0 and $230 for the three and six months ended August 2, 2025, respectively, and $8 and $20 for the three and six months ended August 3, 2024, respectively, which is with a former related party.
[3] Includes SG&A expenses of $0 and $195 for the three and six months ended August 2, 2025, respectively, and $95 and $231 for the three and six months ended August 3, 2024, respectively, which is with a former related party.
[4] Includes capitalized PIK interest with the Third Lien Credit Facility of $248 and $491 for the three and six months ended August 2, 2025 respectively, and $1,147 and $2,278 for the three and six months ended August 3, 2024, respectively, which is with a former related party.
v3.25.2
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Parenthetical) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Aug. 02, 2025
Aug. 03, 2024
Aug. 02, 2025
Aug. 03, 2024
Net sales [1] $ 73,241 $ 74,169 $ 131,174 $ 133,340
Cost of products sold [2] 36,303 39,038 65,073 68,296
SG&A expenses [3] 25,787 34,001 59,388 65,944
Capitalized PIK Interest     491 2,278
Related Party [Member]        
Net sales 0 299 149 700
Royalty expense 3,623 3,713 6,205 6,401
Cost of products sold 0 8 230 20
SG&A expenses 0 95 195 231
Related Party [Member] | Third Lien Credit Agreement [Member]        
Capitalized PIK Interest $ 248 $ 1,147 $ 491 $ 2,278
[1] Includes $0 and $149 of net sales for the three and six months ended August 2, 2025, respectively, and $299 and $700 for the three and six months ended August 3, 2024, respectively, which is with a former related party.
[2] Includes royalty expense of $3,623 and $6,205 for the three and six months ended August 2, 2025, respectively, and $3,713 and $6,401 for the three and six months ended August 3, 2024, respectively, which is with a related party. Includes cost of products sold of $0 and $230 for the three and six months ended August 2, 2025, respectively, and $8 and $20 for the three and six months ended August 3, 2024, respectively, which is with a former related party.
[3] Includes SG&A expenses of $0 and $195 for the three and six months ended August 2, 2025, respectively, and $95 and $231 for the three and six months ended August 3, 2024, respectively, which is with a former related party.
v3.25.2
Condensed Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Total
Common Stock [Member]
Additional Paid-In Capital [Member]
Accumulated Deficit [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Beginning Balance at Feb. 03, 2024 $ 47,153 $ 125 $ 1,144,740 $ (1,097,634) $ (78)
Beginning Balance, shares at Feb. 03, 2024   12,506,556      
Comprehensive income (loss):          
Net income (loss) 4,380     4,380  
Foreign currency translation adjustment 123       123
Share-based compensation expense (5)   (5)    
Restricted stock unit vestings, shares   1,486      
Issuance of common stock 7   7    
Issuance of common stock, shares   2,484      
Tax withholdings related to restricted stock vesting (2)   (2)    
Tax withholdings related to restricted stock vesting, shares   (611)      
Ending Balance at May. 04, 2024 51,656 $ 125 1,144,740 (1,093,254) 45
Ending Balance, shares at May. 04, 2024   12,509,915      
Beginning Balance at Feb. 03, 2024 47,153 $ 125 1,144,740 (1,097,634) (78)
Beginning Balance, shares at Feb. 03, 2024   12,506,556      
Comprehensive income (loss):          
Net income (loss) 4,949        
Foreign currency translation adjustment 130        
Ending Balance at Aug. 03, 2024 52,441 $ 126 1,144,948 (1,092,685) 52
Ending Balance, shares at Aug. 03, 2024   12,603,273      
Beginning Balance at May. 04, 2024 51,656 $ 125 1,144,740 (1,093,254) 45
Beginning Balance, shares at May. 04, 2024   12,509,915      
Comprehensive income (loss):          
Net income (loss) 569     569  
Foreign currency translation adjustment 7       7
Share-based compensation expense 255   255    
Restricted stock unit vestings   $ 1 (1)    
Restricted stock unit vestings, shares   119,053      
Issuance of common stock 7   7    
Issuance of common stock, shares   5,109      
Tax withholdings related to restricted stock vesting (53)   (53)    
Tax withholdings related to restricted stock vesting, shares   (30,804)      
Ending Balance at Aug. 03, 2024 52,441 $ 126 1,144,948 (1,092,685) 52
Ending Balance, shares at Aug. 03, 2024   12,603,273      
Beginning Balance at Feb. 01, 2025 $ 41,759 $ 128 1,158,279 (1,116,681) 33
Beginning Balance, shares at Feb. 01, 2025 12,758,852 12,758,852      
Comprehensive income (loss):          
Net income (loss) $ (4,803)     (4,803)  
Foreign currency translation adjustment 76       76
Share-based compensation expense 146   146    
Restricted stock unit vestings, shares   84,215      
Issuance of common stock 4   4    
Issuance of common stock, shares   3,511      
Other (15)   (15)    
Ending Balance at May. 03, 2025 37,167 $ 128 1,158,414 (1,121,484) 109
Ending Balance, shares at May. 03, 2025   12,846,578      
Beginning Balance at Feb. 01, 2025 $ 41,759 $ 128 1,158,279 (1,116,681) 33
Beginning Balance, shares at Feb. 01, 2025 12,758,852 12,758,852      
Comprehensive income (loss):          
Net income (loss) $ 7,257        
Foreign currency translation adjustment 48        
Ending Balance at Aug. 02, 2025 $ 49,295 $ 130 1,158,508 (1,109,424) 81
Ending Balance, shares at Aug. 02, 2025 12,968,548 12,968,548      
Beginning Balance at May. 03, 2025 $ 37,167 $ 128 1,158,414 (1,121,484) 109
Beginning Balance, shares at May. 03, 2025   12,846,578      
Comprehensive income (loss):          
Net income (loss) 12,060     12,060  
Foreign currency translation adjustment (28)       (28)
Share-based compensation expense 96   96    
Restricted stock unit vestings   $ 2 (2)    
Restricted stock unit vestings, shares   121,970      
Ending Balance at Aug. 02, 2025 $ 49,295 $ 130 $ 1,158,508 $ (1,109,424) $ 81
Ending Balance, shares at Aug. 02, 2025 12,968,548 12,968,548      
v3.25.2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 6 Months Ended
Aug. 02, 2025
Aug. 03, 2024
Operating activities    
Net income $ 7,257 $ 4,949
Add (deduct) items not affecting operating cash flows:    
Depreciation and amortization 1,534 2,035
Allowance for doubtful accounts 29 13
Gain on sale of subsidiary 0 (7,634)
Loss on disposal of property and equipment 51 33
Amortization of deferred financing costs 183 158
Deferred income taxes 0 (1,346)
Share-based compensation expense 242 250
Capitalized PIK Interest due to loan with former related party 491 2,278
Equity in net income of equity method investment, net of distributions 1,281 1,420
Changes in assets and liabilities:    
Receivables, net 3,479 (14,396)
Inventories (17,521) (7,564)
Prepaid expenses and other current assets (1,286) (2,281)
Accounts payable and accrued expenses (1,966) 15,740
Other assets and liabilities (1,389) (727)
Net cash used in operating activities (7,615) (7,072)
Investing activities    
Payments for capital expenditures (3,530) (1,421)
Net cash used in investing activities (3,530) (1,421)
Financing activities    
Proceeds from borrowings under the Revolving Credit Facilities 115,600 99,700
Repayment of borrowings under the Revolving Credit Facilities (104,150) (91,570)
Tax withholdings related to restricted stock vesting 0 (55)
Proceeds from issuance of common stock 4 14
Financing fees (135) (8)
Net cash provided by financing activities 11,319 8,081
Increase (decrease) in cash, cash equivalents, and restricted cash 174 (412)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash (4) 1
Cash, cash equivalents, and restricted cash, beginning of period 666 1,219
Cash, cash equivalents, and restricted cash, end of period 836 808
Less: restricted cash at end of period 59 97
Cash and cash equivalents per balance sheet at end of period 777 711
Supplemental Disclosures of Cash Flow Information    
Cash payments for interest 962 854
Cash payments for income taxes, net of refunds 797 138
Supplemental Disclosures of Non-Cash Investing and Financing Activities    
Capital expenditures in accounts payable and accrued liabilities $ 43 $ 219
v3.25.2
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Aug. 02, 2025
May 03, 2025
Aug. 03, 2024
May 04, 2024
Aug. 02, 2025
Aug. 03, 2024
Pay vs Performance Disclosure            
Net Income (Loss) $ 12,060 $ (4,803) $ 569 $ 4,380 $ 7,257 $ 4,949
v3.25.2
Insider Trading Arrangements
 3 Months Ended
Aug. 02, 2025
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
Rule 10b5-1 Arr Modified Flag false
Non-Rule 10b5-1 Arr Modified Flag false
v3.25.2
Description of Business and Basis of Presentation
 6 Months Ended
Aug. 02, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Description of Business and Basis of Presentation

Note 1. Description of Business and Basis of Presentation

(A) Description of Business: The Company is a global retail company that operates the Vince brand women's and men's ready to wear business. Vince, established in 2002, is a leading global luxury apparel and accessories brand best known for creating elevated yet understated pieces for every day effortless style. Previously, the Company also owned and operated the Rebecca Taylor and Parker brands until the sale of the respective intellectual property was completed, as discussed below.

On April 21, 2023 the Company entered into a strategic partnership ("Authentic Transaction") with Authentic Brands Group, LLC ("Authentic"), a global brand development, marketing and entertainment platform, whereby the Company contributed its intellectual property to a newly formed Authentic subsidiary ("ABG Vince") for cash consideration and a membership interest in ABG Vince. The Company closed the Asset Sale (as defined below) on May 25, 2023. On May 25, 2023, in connection with the Authentic Transaction, V Opco, LLC (formerly, Vince, LLC) ("V Opco"), a wholly-owned subsidiary of the Company, entered into a License Agreement (the "License Agreement") with ABG-Vince LLC, which provides V Opco with an exclusive, long-term license to use the Licensed Property in the Territory to the Approved Accounts (each as defined in the License Agreement). See Note 2 "Recent Transactions" for additional information.

Rebecca Taylor, founded in 1996 in New York City, was a contemporary womenswear line lauded for its signature prints, romantic detailing and vintage inspired aesthetic, reimagined for a modern era. On September 12, 2022, the Company announced its decision to wind down the Rebecca Taylor business. On December 22, 2022, the Company's indirectly wholly owned subsidiary, Rebecca Taylor, Inc., completed the sale of its intellectual property and certain related ancillary assets to RT IPCO, LLC, an affiliate of Ramani Group. On May 3, 2024, V Opco completed the sale of all outstanding shares of Rebecca Taylor, Inc., which held the Rebecca Taylor business prior to the wind down, to Nova Acquisitions, LLC. See Note 2 "Recent Transactions" for further information.

Parker, founded in 2008 in New York City, was a contemporary women's fashion brand that was trend focused. During the first half of fiscal 2020 the Company decided to pause the creation of new products for the Parker brand to focus resources on the operations of the Vince and Rebecca Taylor brands. On February 17, 2023, the Company's indirectly wholly owned subsidiary, Parker Lifestyle, LLC, completed the sale of its intellectual property and certain related ancillary assets to Parker IP Co. LLC, an affiliate of BCI Brands.

On January 22, 2025, P180, a venture focused on accelerating growth and profitability in the luxury apparel sector, acquired a majority stake in the Company (the “P180 Acquisition”) from affiliates of Sun Capital Partners, Inc. (collectively, “Sun Capital”). Simultaneously with the P180 Acquisition, V Opco amended its existing credit agreement with Bank of America, N.A. (“BofA”). The amendment consented to, among other things, the change in control in connection with the P180 Acquisition, as well as a partial pay down of the subordinated debt with SK Financial Services, LLC, an affiliate of Sun Capital, through increased borrowings under the credit agreement with BofA. On the same day, V Opco paid $15,000 to SK Financial Services, LLC using proceeds from the credit facility, which resulted in a pay-down of $20,000 of the subordinated debt (the “Sun Debt Paydown”).

In addition, in connection with the P180 Acquisition, P180 acquired and assumed $7,000 of the loans outstanding pursuant to the subordinated debt and immediately thereafter cancelled such $7,000 (the “P180 Debt Forgiveness”). Following the Sun Debt Paydown and P180 Debt Forgiveness, the outstanding principal amount of subordinated debt was reduced by approximately $27,000 with $7,500 remaining outstanding, which will continue to accrue payment-in-kind interest in accordance with, and otherwise be subject to, the terms and conditions therein. See Note 2 "Recent Transactions" for additional information.

The Company reaches its customers through a variety of channels, specifically through major wholesale department stores and specialty stores in the United States ("U.S.") and select international markets, as well as through the Company's branded retail locations and the Company's website. The Company designs products in the U.S. and sources the vast majority of products from contract manufacturers outside the U.S., primarily in Asia. Products are manufactured to meet the Company's product specifications and labor standards.

(B) Basis of Presentation: The accompanying condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles ("GAAP") and the rules and regulations of the U.S. Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. Therefore, these financial statements should be read in conjunction with VHC's audited financial statements for the fiscal year ended February 1, 2025, as set forth in the 2024 Annual Report on Form 10-K.

The condensed consolidated financial statements include the Company's accounts and the accounts of the Company's wholly-owned subsidiaries as of August 2, 2025. All intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting solely of normal recurring adjustments) and disclosures necessary for a fair statement of the results for the interim periods presented. The results of operations for these periods are not necessarily comparable to, or indicative of, results of any other interim period or the fiscal year as a whole.

(C) Use of Estimates: The preparation of financial statements in conformity with GAAP requires that management make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements which affect revenues and expenses during the period reported. Estimates are adjusted when necessary to reflect actual experience. Significant estimates and assumptions may affect many items in the financial statements. Actual results could differ from estimates and assumptions in amounts that may be material to the condensed consolidated financial statements.

(D) Sources and Uses of Liquidity: The Company's sources of liquidity are cash and cash equivalents, cash flows from operations, if any, borrowings available under the 2023 Revolving Credit Facility (as defined in Note 4 "Long-Term Debt and Financing Arrangements") and the Company's ability to access the capital markets, including the Sales Agreement entered into with Virtu Americas LLC in June 2023 (see Note 7 "Stockholders' Equity" for further information). The Company's primary cash needs are funding working capital requirements, including royalty payments under the License Agreement, meeting debt service requirements and capital expenditures for new stores and related leasehold improvements. The most significant components of the Company's working capital are cash and cash equivalents, accounts receivable, inventories, accounts payable and other current liabilities.

The Company’s future financial results may be subject to substantial fluctuations, and may be impacted by business conditions and macroeconomic factors, particularly in light of the recently implemented tariffs. While we expect to meet our monthly Excess Availability (as defined in the 2023 Revolving Credit Facility Agreement) covenant and believe that our other sources of liquidity will generate sufficient cash flows to meet our obligations for the next twelve months from the date these financial statements are issued, the foregoing expectation is dependent on a number of factors, including, among others, our ability to generate sufficient cash flow from a combination of tariff mitigating initiatives, our ongoing ability to manage our operating obligations, the ability of our partners to satisfy their payment obligations to us when due, the results of the currently ongoing inventory valuation and potential borrowing restrictions imposed by our lenders based on their credit judgment, all of which could be significantly and negatively impacted by the recently implemented and new retaliatory and/or reciprocal tariffs, as well as changing trade policies between the U.S. and its trading partners, in addition to other macroeconomic factors. Any material negative impact from these factors or others could require us to implement alternative plans to satisfy our liquidity needs which may be unsuccessful. In the event that we are unable to timely service our debt, meet other contractual payment obligations or fund our other liquidity needs, we may need to refinance all or a portion of our indebtedness before maturity, seek waivers of or amendments to our contractual obligations for payment, reduce or delay scheduled expansions and capital expenditures, liquidate inventory through additional discounting, sell material assets or operations, or seek other financing opportunities. There can be no assurance that these options would be readily available to us and our inability to address our liquidity needs could materially and adversely affect our operations and jeopardize our business, financial condition and results of operations.

(E) Revenue Recognition: The Company recognizes revenue when performance obligations identified under the terms of contracts with its customers are satisfied, which generally occurs upon the transfer of control in accordance with the contractual terms and conditions of the sale. Sales are recognized when the control of the goods are transferred to the customer for the Company's wholesale business, upon receipt by the customer for the Company's e-commerce business, and at the time of sale to the consumer for the Company's retail business. See Note 12 "Segment Financial Information" for disaggregated revenue amounts by segment.

Revenue associated with gift cards is recognized upon redemption and unredeemed balances are considered a contract liability and recorded within other accrued expenses, which are subject to escheatment within the jurisdictions in which the Company operates. As of August 2, 2025 and February 1, 2025, the contract liability was $1,379 and $1,544, respectively. For the three months ended August 2, 2025, the Company recognized $21 of revenue that was previously included in the contract liability as of May 3, 2025. For the six months ended August 2, 2025, the Company recognized $154 of revenue that was previously included in the contract liability as of February 1, 2025.

(F) Recent Accounting Pronouncements: Except as noted below, the Company has considered all recent accounting pronouncements and has concluded that there are no recent accounting pronouncements that may have a material impact on its Consolidated Financial Statements, based on current information.

Recently Issued Accounting Pronouncements and Disclosure Rules

In December 2023, the FASB issued ASU 2023-09: Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires expanded disclosure within the rate reconciliation as well as disaggregation of annual taxes paid. This amendment is

effective for annual periods beginning after December 15, 2024, and is applied prospectively with the option for retrospective application. Early adoption is permitted. Other than the new disclosure requirements, this guidance will not have an impact on the Company’s consolidated financial statements.

In November 2024, the FASB issued ASU No. 2024-03: Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The ASU is intended to improve disclosures about a public business entity's expenses, primarily through additional disaggregation of income statement expenses. The FASB further clarified the effective date in January 2025 with the issuance of ASU 2025-01: Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. The ASU is effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted. The requirements of the ASU will be applied prospectively with the option for retrospective application. We are currently evaluating the ASU to determine the impact on the Company's disclosures.
v3.25.2
Recent Transactions
 6 Months Ended
Aug. 02, 2025
Discontinued Operations and Disposal Groups [Abstract]  
Recent Transactions

Note 2. Recent Transactions

Wind Down and Sale of Rebecca Taylor Business

On September 12, 2022, the Company announced its decision to wind down the Rebecca Taylor business. On December 22, 2022, the Company's indirectly wholly owned subsidiary, Rebecca Taylor, Inc., completed the sale of its intellectual property and certain related ancillary assets to RT IPCO, LLC, an affiliate of Ramani Group.

On July 7, 2023, Rebecca Taylor, Inc. and Rebecca Taylor Retail Stores, LLC, each as an assignor, made a General Assignment for the Benefit of the Creditors (the "Assignment") to a respective assignee, an unaffiliated California limited liability company, pursuant to California state law. The Assignment resulted in the residual rights and assets of each of Rebecca Taylor, Inc. and Rebecca Taylor Retail Stores, LLC being assigned and transferred to such assignees. As a result, Rebecca Taylor, Inc. and Rebecca Taylor Retail Stores, LLC no longer held any assets.

On May 3, 2024, V Opco, LLC (formerly, Vince, LLC) ("V Opco") completed the sale (the "Transaction") of all outstanding shares of Rebecca Taylor, Inc., which held the Rebecca Taylor business prior to the wind-down, to Nova Acquisitions, LLC. Nova Acquisitions, LLC is wholly owned by James Carroll, who served as the sole director and officer of Rebecca Taylor, Inc. at the time of the Transaction, pursuant to a service agreement between Mr. Carroll and Rebecca Taylor, Inc. that was previously entered into in September 2022 in connection with the wind-down. While serving as the sole director and officer of Rebecca Taylor, Inc., Mr. Carroll did not serve as an agent to the Company and was not a related party to the Company. Following the completion of the Transaction, there exists no relationship or arrangement whatsoever between Mr. Carroll and the Company or any of its affiliates. The Transaction was completed pursuant to the SPA, dated May 3, 2024, entered into between the Seller and Nova Acquisitions, LLC. The SPA contains customary representations, warranties and covenants for a transaction of this nature, but does not include any indemnification provisions for the benefit of either party. Following the completion of the Transaction, there is no ongoing involvement between the Company and Rebecca Taylor, Inc. As Rebecca Taylor Inc. was in a net liability position, as a result of the Transaction the Company recognized a gain on sale of subsidiary of $7,634, which is presented in the Consolidated Statements of Operations and Comprehensive Income (Loss) for the six months ended August 3, 2024.

Sale of Vince Intellectual Property

On April 21, 2023 the Company entered into the Asset Purchase Agreement (defined below), pursuant to which V Opco agreed to sell and transfer to ABG-Vince LLC (f/k/a ABG-Viking, LLC) ("ABG Vince"), an indirect subsidiary of Authentic, all intellectual property assets related to the business operated under the Vince brand in exchange for total consideration of $76,500 in cash and a 25% membership interest in ABG Vince (the "Asset Sale"). The Asset Sale was consummated in accordance with the terms of the Asset Purchase Agreement on May 25, 2023 (the "Closing Date"). Through the agreement, Authentic owns the majority stake of 75% membership interest in ABG Vince.

Operating Agreement

On May 25, 2023, in connection with the closing (the "Closing") of the Asset Sale pursuant to the Intellectual Property Asset Purchase Agreement (the "Asset Purchase Agreement"), dated as of April 21, 2023, by and among V Opco, ABG Vince, the Company and ABG Intermediate Holdings 2 LLC, V Opco and ABG Vince entered into an Amended and Restated Limited Liability Company Agreement of ABG-Vince, LLC (the "Operating Agreement"), which, among other things, provides for the management of the business and the affairs of ABG Vince, the allocation of profits and losses, the distribution of cash of ABG Vince among its members and the rights, obligations and interests of the members to each other and to V Opco.

The Company accounts for its 25% interest in ABG Vince under the equity method. In applying the equity method, the Company recorded the initial investment at cost and subsequently increases or decreases the carrying amount of the investment by the Company's proportionate share of net income or loss. Distributions received from ABG Vince are recognized as a reduction of the carrying amount of the investment. The Company's proportionate share of ABG Vince's net income or loss is recorded within Equity

in net income (loss) of equity method investment on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The carrying value for the Company's investment in ABG Vince is recorded within Equity method investment on the Condensed Consolidated Balance Sheets. The Company records its share of net income or loss using a one-month lag. This convention does not materially impact the Company's results.

The Company reviews its investment in ABG Vince for impairment when events or changes in circumstances indicate that an other-than-temporary decline in value may have occurred. If the carrying value of the investment exceeds its fair value and the loss in value is other than temporary, the investment is considered impaired and reduced to fair value, and the impairment is recognized in the period identified. Factors providing evidence of such a loss include changes in ABG Vince's operations or financial condition, significant continuing losses, and significant negative economic conditions, among others. During the three and six months ended August 2, 2025 and the fiscal year 2024, there was no impairment of the investment in ABG Vince.

License Agreement

On May 25, 2023, in connection with the Closing, V Opco and ABG Vince entered into a License Agreement (the "License Agreement"), which provides V Opco with a license to use the Licensed Property in the Territory, which is defined as the United States, Canada, Andorra, Austria, Germany, Switzerland, Belgium, Netherlands, Luxembourg, France, Monaco, Liechtenstein, Italy, San Marino, Vatican City, Iceland, Norway, Denmark, Sweden, Finland, Spain, Portugal, Greece, Republic of Cyprus (excluding Northern Cyprus), United Kingdom, Ireland, Australia, New Zealand, Mainland China, Hong Kong, Macau, Taiwan, Singapore, Japan and Korea (the "Core Territory"), together with all other territories (the "Option Territory"), to the Approved Accounts (each as defined in the License Agreement). V Opco is required to operate and maintain a minimum of 45 Retail Stores and Shop-in-Shops in the Territory. The Option Territory may be changed unilaterally by ABG Vince at any time after the effective date of the License Agreement.

Additionally, the License Agreement provides V Opco with a license to use the Licensed Property to design, manufacture, promote, market, distribute, and sell ready-to-wear Sportswear Products and Outerwear Products (the "Core Products") and Home Décor and Baby Layettes (the "Option Products," together with the Core Products, the "Licensed Products"), which Option Products may be changed unilaterally by ABG Vince at any time after the effective date of the License Agreement.

The initial term of the License Agreement began on May 25, 2023, the date on which the Closing actually occurred, and ends at the end of the Company's 2032 fiscal year, unless sooner terminated pursuant to the terms of the License Agreement. V Opco has the option to renew the License Agreement on the terms set forth in the License Agreement for eight consecutive periods of ten years each, unless the License Agreement is sooner terminated pursuant to its terms or V Opco is in material breach of the License Agreement and such breach has not been cured within the specified cure period. V Opco may elect not to renew the term for a renewal term.

V Opco is required to pay ABG Vince a royalty on net sales of Licensed Products and committed to an annual guaranteed minimum royalty of $11,000 and annual minimum net sales as specified in the License Agreement, in each case, during the initial term of the License Agreement, except that the guaranteed minimum royalty and minimum net sales for the first contract year during the initial term was prorated to the period beginning on the Closing Date and ended at the end of the Company's 2023 fiscal year. The annual guaranteed minimum royalty and annual minimum net sales for each subsequent renewal term is equal to the greater of (i) a percentage as set forth in the License Agreement of the guaranteed minimum net royalty or the minimum net sales (as applicable) of the immediately preceding contract year, and (ii) the average of actual Royalties (as defined in the License Agreement, with respect to the guaranteed minimum royalty) or actual Net Sales (as defined in the License Agreement, with respect to the annual minimum net sales) during certain years as set forth in the License Agreement of the preceding initial term or renewal term (as applicable). V Opco is required to pay royalties comprised of a low single digit percentage of net sales arising from retail and e-commerce sales of Licensed Products and a mid single digit percentage of net sales arising from wholesale sales of such Licensed Products.

In the event that the annual guaranteed minimum royalty paid to ABG Vince in any given contract year is greater than the actual royalties earned by ABG Vince in the same contract year, the difference between the royalty actually earned and the annual guaranteed minimum royalty paid is credited for the next two contract years against any amount of royalty earned by ABG Vince in excess of the annual guaranteed minimum royalty paid during each such contract year, if any.

Royalty expense is included within Cost of product sold on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).

P180 Acquisition

On January 22, 2025, P180 Vince Acquisition Co. (“P180”) purchased 8,481,318 shares of common stock of the Company, which constituted approximately 67% of the Company’s outstanding common stock, from affiliates of Sun Capital in a privately negotiated stock purchase transaction (the “P180 Acquisition”) for approximately $19,800 in cash. 1,262,933 of these purchased shares were held back at the closing by the affiliates of Sun Capital and all or a portion of such shares will be transferred to P180 in the event the remaining outstanding obligations under the Sun Amended Credit Agreement are purchased by P180 (or any of its affiliates or designees) from SK Financial Services, or otherwise repaid in full, prior to September 22, 2025. P180 will forfeit its right

to, and such affiliates of Sun Capital will be entitled to retain, a portion of such held back shares if such purchase or repayment occurs after January 24, 2025, and P180 will forfeit its right to all held back shares if such purchase or repayment does not occur on or prior to September 22, 2025. The affiliates of Sun Capital agreed to various voting, transfer and other restrictions on the held back shares. As of August 2, 2025, the remaining outstanding obligations under the Sun Amended Credit Agreement have not been repurchased by P180 (or any of its affiliates or designees) from SK Financial Services and therefore 1,010,346 of the shares held back have been forfeited by P180 as of August 2, 2025.

In connection with the P180 Acquisition, on January 22, 2025, V Opco entered into the First Amendment (the “First Amendment”) to its 2023 Revolving Credit Facility or "ABL Credit Agreement", and, simultaneously with the entry into the First Amendment, entered into the Fifth Amendment (the “Third Lien Fifth Amendment”) to its Third Lien Credit Facility or "Sun Credit Agreement" and paid $15,000 to SK Financial Services, LLC with the proceeds from additional borrowings under the 2023 Revolving Credit Facility as repayment of $20,000 in outstanding principal amount of the loans outstanding under the Third Lien Credit Facility (such pay-down transaction, the “Sun Debt Paydown”). In addition, in connection with the P180 Acquisition, P180 acquired and assumed from SK Financial Services LLC approximately $7,000 of the remaining outstanding balance owed by the Company under the Third Lien Credit Facility. Immediately thereafter, P180 agreed to forgive and cancel such $7,000 (the “P180 Debt Forgiveness”) such that there remained outstanding an aggregate of approximately $7,500 under the Third Lien Credit Facility, which will continue to accrue interest in accordance with, and otherwise be subject to the terms and conditions set forth in, the Third Lien Credit Facility. In addition, pursuant to the Debt Forgiveness, P180 and its parent company, P180, Inc., agreed to reimburse the Company for its fees and expenses associated with the transactions relating to the P180 Acquisition. See Note 4 "Long Term Debt and Financing Arrangements" for additional discussion.

The Company determined that the changes to the 2023 Revolving Credit Facility under the First Amendment did not result in a change to the borrowing capacity of the arrangement, and therefore $458 of costs incurred in connection with the First Amendment were deferred and will be recognized over the term of the arrangement, which is presented within Other assets on the Consolidated Balance Sheets.

The Company determined that modification to the Third Lien Credit Facility under the Fifth Amendment and the corresponding Sun Debt Paydown and P180 Debt Forgiveness should be recorded as debt extinguishment of the Third Lien Credit Facility in accordance with ASC 470. The Company derecognized the old debt and recorded the new debt at fair value in the amount of $7,713, and a gain upon extinguishment in the amount of $11,575 in the fourth quarter of fiscal 2024. As Sun Capital and affiliates and P180 maintained an equity interest in the Company, the gain on extinguishment was recorded as a capital contribution within equity.

SK Financial Services, LLC is an affiliate of Sun Capital Partners, Inc. (“Sun Capital”), whose affiliates owned approximately 67% of the Company’s outstanding common stock prior to the P180 Acquisition. Immediately following the P180 Acquisition, affiliates of Sun Capital own less than 10% of the Company’s outstanding common stock.

v3.25.2
Fair Value Measurements
 6 Months Ended
Aug. 02, 2025
Fair Value Disclosures [Abstract]  
Fair Value Measurements

Note 3. Fair Value Measurements

We define the fair value of a financial instrument as the amount that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. We are responsible for the determination of the value of the investments carried at fair value and the supporting methodologies and assumptions. The Company's financial assets and liabilities are to be measured using inputs from three levels of the fair value hierarchy as follows:

 

Level 1—

 

quoted market prices in active markets for identical assets or liabilities

 

 

 

Level 2—

 

observable market-based inputs (quoted prices for similar assets and liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active) or inputs that are corroborated by observable market data

 

 

 

Level 3—

 

significant unobservable inputs that reflect the Company's assumptions and are not substantially supported by market data

The Company did not have any non-financial assets or non-financial liabilities recognized at fair value on a recurring basis at August 2, 2025 or February 1, 2025. At August 2, 2025 and February 1, 2025, the Company believes that the carrying values of cash and cash equivalents, receivables, and accounts payable approximate fair value, due to the short-term maturity of these instruments. The Company's debt obligations with a carrying value of $31,096 and $19,156 as of August 2, 2025 and February 1, 2025, respectively, are at variable interest rates. Borrowings under the Company's 2023 Revolving Credit Facility are recorded at carrying value, which approximates fair value due to the frequent nature of such borrowings and repayments. The Company considers this as a Level 2 input. The carrying values of the Company's Third Lien Credit Facility as of August 2, 2025 and February 1, 2025 approximate fair value, due to the variable rates associated with this obligation. The Company considers this a Level 3 input.

The Company's non-financial assets, which primarily consist of operating lease right-of-use ("ROU") assets and property and equipment, are not required to be measured at fair value on a recurring basis and are reported at their carrying values. However, on a periodic basis whenever events or changes in circumstances indicate that their carrying value may not be fully recoverable, non-financial assets are assessed for impairment and, if applicable, written down to (and recorded at) fair value. There was no impairment of non-financial assets during the three and six months ended August 2, 2025.

The inputs used in determining the fair value of the ROU assets are the current comparable market rents for similar properties and a store discount rate. The fair value of the property and equipment is based on its estimated liquidation value. The measurement of fair value of these assets are considered Level 3 valuations as certain of these inputs are unobservable and are estimated to be those that would be used by market participants in valuing these or similar assets.
v3.25.2
Long-Term Debt and Financing Arrangements
 6 Months Ended
Aug. 02, 2025
Debt Disclosure [Abstract]  
Long-Term Debt and Financing Arrangements

Note 4. Long-Term Debt and Financing Arrangements

Debt obligations consisted of the following:

 

 

 

August 2,

 

 

February 1,

 

(in thousands)

 

2025

 

 

2025

 

Long-term debt:

 

 

 

 

 

 

Revolving Credit Facilities

 

$

22,862

 

 

$

11,413

 

Third Lien Credit Facility

 

 

8,234

 

 

 

7,743

 

Total long-term debt

 

$

31,096

 

 

$

19,156

 

 

2023 Revolving Credit Facility

On June 23, 2023, V Opco, entered into a new $85,000 senior secured revolving credit facility (the "2023 Revolving Credit Facility") pursuant to a Credit Agreement (the "2023 Revolving Credit Agreement") by and among V Opco, the guarantors named therein, Bank of America, N.A. ("BofA"), as Agent, the other lenders from time to time party thereto, and BofA Securities, Inc., as sole lead arranger and sole bookrunner.

All outstanding amounts under the 2018 Revolving Credit Facility (as defined below) were repaid in full and such facility was terminated pursuant to the terms thereof as a result of all parties completing their obligations under such facility.

The 2023 Revolving Credit Facility provides for a revolving line of credit of up to the lesser of (i) the Borrowing Base (as defined in the 2023 Revolving Credit Agreement) and (ii) $85,000, as well as a letter of credit sublimit of $10,000. The 2023 Revolving Credit Agreement also permits V Opco to request an increase in aggregate commitments under the 2023 Revolving Credit Facility of up to $15,000, subject to customary terms and conditions. The 2023 Revolving Credit Facility matures on the earlier of June 23, 2028, and 91 days prior to the earliest maturity date of any Material Indebtedness (as defined in the 2023 Revolving Credit Agreement), including the subordinated indebtedness pursuant to the Third Lien Credit Agreement.

Interest is payable on the loans under the 2023 Revolving Credit Facility, at Vince LLC's request, either at Term SOFR, the Base Rate, or SOFR Daily Floating Rate, in each case, with applicable margins subject to a pricing grid based on an average daily excess availability calculation. The "Base Rate" means, for any day, a fluctuating rate per annum equal to the highest of (i) the Federal Funds Rate for such day, plus 0.5%; (ii) the rate of interest in effect for such day as publicly announced from time to time by BofA as its prime rate; (iii) the SOFR Daily Floating Rate on such day, plus 1.0%; and (iv) 1.0%. During the continuance of certain specified events of default, at the election of BofA in its capacity as Agent, interest will accrue at a rate of 2.0% in excess of the applicable non-default rate.

The applicable margins for SOFR Term and SOFR Daily Floating Rate Loans are: (i) 2.0% when the average daily Excess Availability (as defined in the 2023 Revolving Credit Agreement) is greater than 66.7% of the Loan Cap (as defined in the 2023 Revolving Credit Agreement); (ii) 2.25% when the average daily Excess Availability is greater than or equal to 33.3% but less than or equal to 66.7% of the Loan Cap; and (iii) 2.5% when the average daily Excess Availability is less than 33.3% of the Loan Cap. The applicable margins for Base Rate Loans are: (a) 1.0% when the average daily Excess Availability is greater than 66.7% of the Loan Cap; (b) 1.25% when the average daily Excess Availability is greater than or equal to 33.3% but less than or equal to 66.7% of the Loan Cap; and (c) 1.5% when the average daily Excess Availability is less than 33.3% of the Loan Cap. In accordance with the First Amendment, from the First Amendment Effective Date (January 21, 2025) until the first Adjustment Date occurring after the twelve (12) month anniversary of the First Amendment Effective Date, the applicable margin will be 2.50% with respect to SOFR Term Loans and SOFR Daily Floating Rate Loans and 1.50% with respect to Base Rate Loans.

The 2023 Revolving Credit Facility contains a financial covenant requiring Excess Availability at all times to be no less than the greater of (i) 10.0% of the Loan Cap in effect at such time and (ii) $7,500.

The 2023 Revolving Credit Facility contains representations and warranties, covenants and events of default that are customary for this type of financing, including limitations on the incurrence of additional indebtedness, liens, burdensome agreements, investments, loans, asset sales, mergers, acquisitions, prepayment of certain other debt, the repurchase of capital stock, transactions with affiliates, and the ability to change the nature of its business or its fiscal year. The 2023 Revolving Credit Facility generally permits dividends in the absence of any default or event of default (including any event of default arising from a contemplated dividend), so long as (i) after giving pro forma effect to the contemplated dividend and on a pro forma basis for the 30-day period immediately preceding such dividend, Excess Availability will be at least the greater of 20.0% of the Loan Cap and $15,000 and (ii) after giving pro forma effect to the contemplated dividend, the Consolidated Fixed Charge Coverage Ratio (as defined in the 2023 Revolving Credit Agreement) for the 12 months preceding such dividend will be greater than or equal to 1.0 to 1.0. In accordance with the First Amendment, V Opco shall not make certain Restricted Payments as defined in the Agreement until the earlier of (i) the date that is eighteen (18) month anniversary of the First Amendment Effective Date, which date is July 21, 2026 and (ii) the first date following the twelve (12) month anniversary of the First Amendment Effective Date on which the Consolidated Fixed Charge Coverage Ratio is greater than or equal to 1.0 to 1.0.

All obligations under the 2023 Revolving Credit Facility are guaranteed by the Company and Vince Intermediate and any future subsidiaries of the Company (other than Excluded Subsidiaries as defined in the 2023 Revolving Credit Agreement) and secured by a lien on substantially all of the assets of the Company, V Opco and Vince Intermediate and any future subsidiary guarantors, other than among others, equity interests in ABG Vince, as well as the rights of V Opco under the License Agreement.

No financing costs were incurred during the three and six months ended August 2, 2025. The Company incurred $0 and $8 of financing costs during the three and six months ended August 3, 2024, respectively. In fiscal 2024, the Company incurred $466 (of which $458 were incurred in connection with the P180 Acquisition) of financing costs. In accordance with ASC Topic 470, "Debt", these financing costs were recorded as deferred debt issuance costs (which is presented within Other assets on the Consolidated Balance Sheets) and are amortized over the term of the 2023 Revolving Credit Facility.

As of August 2, 2025, the Company was in compliance with applicable covenants. As of August 2, 2025, $42,607 was available under the 2023 Revolving Credit Facility, net of the Loan Cap, and there were $22,862 of borrowings outstanding and $6,161 of letters of credit outstanding under the 2023 Revolving Credit Facility. The weighted average interest rate for borrowings outstanding under the 2023 Revolving Credit Facility as of August 2, 2025 was 6.9%.

On January 22, 2025, V Opco, LLC entered into that certain First Amendment (the “First Amendment”) to the 2023 Revolving Credit Agreement. The First Amendment amends the 2023 Revolving Credit Agreement to, among other things, (a) consent to the P180 Acquisition (see Note 2 "Recent Transactions" for additional information); (b) provide that, until the first Adjustment Date following January 22, 2026, the applicable margin will be 2.50% with respect to SOFR Term Loans and SOFR Daily Floating Rate Loans and 1.50% with respect to Base Rate Loans; (c) eliminate the ability to make certain Restricted Payments until the earlier of (i) the date that is eighteen (18) month anniversary of the First Amendment Effective Date, which date is July 21, 2026 and (ii) the first date following the twelve (12) month anniversary of the First Amendment Effective Date on which the Consolidated Fixed Charge Coverage Ratio is greater than or equal to 1.0 to 1.0; and (d) until January 22, 2026, modify the thresholds applicable for the Agent’s rights to conduct field exams and inventory appraisals to Excess Availability being less than the greater of 25% of Loan Cap and $18,750 and, following January 24, 2026, such thresholds shall revert back to Excess Availability being less than the greater of 20% of Loan Cap and $15,000.

Third Lien Credit Facility

On December 11, 2020, V Opco entered into a $20,000 subordinated term loan credit facility (the "Third Lien Credit Facility") pursuant to a credit agreement (the "Third Lien Credit Agreement"), as amended from time to time, dated December 11, 2020, by and among V Opco, as the borrower, VHC and Vince Intermediate, as guarantors, and SK Financial Services, LLC ("SK Financial"), as administrative agent and collateral agent, and other lenders from time to time party thereto. The proceeds were received on December 11, 2020 and were used to repay a portion of the borrowings outstanding under the 2018 Revolving Credit Facility.

SK Financial is an affiliate of Sun Capital Partners, Inc. ("Sun Capital"). The Third Lien Credit Facility was reviewed and approved by the Special Committee of the Company's Board of Directors, consisting solely of directors not affiliated with Sun Capital, which committee was represented by independent legal advisors. Immediately prior to the P180 Acquisition, the affiliates of Sun Capital owned approximately 67% of the Company's common stock.

Interest on loans under the Third Lien Credit Facility is payable in kind at a rate revised in connection with the Third Lien Third Amendment (as defined and discussed below) to be equal to the Daily Simple SOFR, subject to a credit spread adjustment of 0.10% per annum, plus 9.0%. During the continuance of certain specified events of default, interest may accrue on the loans under the Third Lien Credit Facility at a rate of 2.0% in excess of the rate otherwise applicable to such amount.

The Company had incurred $485 in deferred financing costs associated with the Third Lien Credit Facility, of which a $400 closing fee is payable in kind and was added to the principal balance. These deferred financing costs were recorded as deferred debt issuance costs. In connection with the debt extinguishment (see below), unamortized debt issuance costs of $179 were included in the calculation of the gain on extinguishment.

All obligations under the Third Lien Credit Facility are guaranteed by the Company, Vince Intermediate and the Company's existing material domestic restricted subsidiaries as well as any future material domestic restricted subsidiaries and are secured on a junior basis relative to the 2023 Revolving Credit Facility by a lien on substantially all of the assets of the Company, Vince Intermediate, V Opco and the Company's existing material domestic restricted subsidiaries as well as any future material domestic restricted subsidiaries.

On April 21, 2023, V Opco entered into that certain Consent and Third Amendment to Credit Agreement (the "Third Lien Third Amendment"), which, among other things, (a) permitted the sale of the intellectual property of the Vince Business contemplated in the Asset Sale, (b) replaced LIBOR as an interest rate benchmark in favor of Daily Simple SOFR, subject to a credit spread adjustment of 0.10% per annum, plus 9.0% (c) amended the Third Lien Credit Agreement's maturity date to the earlier of (i) March 30, 2025 and (ii) 180 days after the maturity date under the 2018 Revolving Credit Facility, (d) reduced the capacity to incur indebtedness and liens, make investments, restricted payments and dispositions and repay certain indebtedness and (e) modified certain representations and warranties, covenants and events of default in respect of documentation related to the Asset Sale. The Third Lien Third Amendment became effective upon the consummation of the Asset Sale, the prepayment of the Term Loan Credit Facility in full and other transactions contemplated by the Asset Purchase Agreement.

On June 23, 2023, V Opco entered into the Fourth Amendment (the "Third Lien Fourth Amendment") to the Third Lien Credit Agreement which, among other things, (a) extended the Third Lien Credit Agreement's maturity date to the earlier of (i) September 30, 2028 and (ii) 91 days prior to the earliest maturity date of any Material Indebtedness (as defined therein) other than the 2023 Revolving Credit Facility and (b) modified certain representations and warranties, covenants and events of default in respect of documentation conforming to the terms of the 2023 Revolving Credit Facility.

On January 22, 2025, V Opco entered into the Fifth Amendment (the “Third Lien Fifth Amendment”) to the Third Lien Credit Agreement which, among other things, consented to the P180 Acquisition. On the same day, V Opco paid $15,000 to SK Financial Services, LLC using proceeds from the 2023 Revolving Credit Facility, which resulted in a pay-down of $20,000 of the Third Lien

Credit Facility (the “Sun Debt Paydown”). In addition, in connection with the P180 Acquisition, P180 acquired and assumed $7,000 of the Third Lien Credit Facility outstanding and immediately thereafter cancelled such $7,000 (the “P180 Debt Forgiveness”). Following the Sun Debt Paydown and P180 Debt Forgiveness, the outstanding principal amount of the Third Lien Credit Facility was reduced by approximately $27,000 with $7,500 remaining outstanding, which will continue to accrue payment-in-kind interest in accordance with, and otherwise be subject to, the terms and conditions therein.

The Company determined that modification to the Third Lien Credit Facility under the Fifth Amendment and the corresponding Sun Debt Paydown and P180 Debt Forgiveness should be recorded as debt extinguishment of the Third Lien Credit Facility in accordance with ASC 470. In the fourth quarter of fiscal 2024, the Company derecognized the old debt and recorded the new debt at fair value in the amount of $7,713, and a gain upon extinguishment in the amount of $11,575. As Sun Capital and affiliates and P180 maintained an equity interest in the Company, the gain on extinguishment was recorded as a capital contribution within equity.

v3.25.2
Inventory
 6 Months Ended
Aug. 02, 2025
Inventory Disclosure [Abstract]  
Inventory

Note 5. Inventory

Inventories consisted of finished goods. As of August 2, 2025 and February 1, 2025, finished goods, net of reserves were $76,705 and $59,146, respectively.
v3.25.2
Share-Based Compensation
 6 Months Ended
Aug. 02, 2025
Share-Based Payment Arrangement [Abstract]  
Share-Based Compensation

Note 6. Share-Based Compensation

Employee Stock Plans

Vince 2013 Incentive Plan

In connection with the IPO, the Company adopted the Vince 2013 Incentive Plan, which provides for grants of stock options, stock appreciation rights, restricted stock and other stock-based awards. In May 2018, the Company filed a Registration Statement on Form S-8 to register an additional 660,000 shares of common stock available for issuance under the Vince 2013 Incentive Plan. Additionally, in September 2020, the Company filed a Registration Statement on Form S-8 to register an additional 1,000,000 shares of common stock available for issuance under the Vince 2013 Incentive Plan. The aggregate number of shares of common stock which may be issued or used for reference purposes under the Vince 2013 Incentive Plan or with respect to which awards may be granted may not exceed 2,000,000 shares. The shares available for issuance under the Vince 2013 Incentive Plan may be, in whole or in part, either authorized and unissued shares of the Company's common stock or shares of common stock held in or acquired for the Company's treasury. In general, if awards under the Vince 2013 Incentive Plan are canceled for any reason, or expire or terminate unexercised, the shares covered by such award may again be available for the grant of awards under the Vince 2013 Incentive Plan. As of August 2, 2025, there were 229,962 shares under the Vince 2013 Incentive Plan available for future grants. Options granted pursuant to the Vince 2013 Incentive Plan typically vest in equal installments over four years, subject to the employees' continued employment and expire on the earlier of the tenth anniversary of the grant date or upon termination as outlined in the Vince 2013 Incentive Plan. Restricted stock units ("RSUs") granted typically vest in equal installments over a three-year period or vest in equal installments over four years, subject to the employees' continued employment. In November 2023, the Vince 2013 Incentive Plan was amended to, among others, extend the plan expiration date to November 2033.

Stock Options

A summary of stock option activity for the six months ended August 2, 2025 is as follows:

 

 

 

Stock Options

 

 

Weighted Average Exercise Price

 

 

Weighted Average Remaining Contractual Term (years)

 

 

Aggregate Intrinsic Value
(in thousands)

 

Outstanding at February 1, 2025

 

 

—

 

 

$

—

 

 

 

—

 

 

$

—

 

Granted

 

 

403,650

 

 

$

1.47

 

 

 

 

 

 

 

Exercised

 

 

—

 

 

$

—

 

 

 

 

 

 

 

Forfeited or expired

 

 

(3,300

)

 

$

1.47

 

 

 

 

 

 

 

Outstanding at August 2, 2025

 

 

400,350

 

 

$

1.47

 

 

 

9.8

 

 

$

—

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vested and exercisable at August 2, 2025

 

 

—

 

 

$

—

 

 

 

—

 

 

$

—

 

 

 

 

 

 

Restricted Stock Units

A summary of restricted stock unit activity for the six months ended August 2, 2025 is as follows:

 

 

 

Restricted Stock Units

 

 

Weighted Average Grant Date Fair Value

 

Non-vested restricted stock units at February 1, 2025

 

 

366,399

 

 

$

2.25

 

Granted

 

 

5,000

 

 

$

2.04

 

Vested

 

 

(167,425

)

 

$

2.54

 

Forfeited

 

 

—

 

 

$

—

 

Non-vested restricted stock units at August 2, 2025

 

 

203,974

 

 

$

2.01

 

 

Share-Based Compensation Expense

The Company recognized share-based compensation expense of $96 and $255, including expense of $72 and $75 related to non-employees, during the three months ended August 2, 2025 and August 3, 2024, respectively. The Company recognized share-based compensation expense of $242 and $250 including expense of $159 and $150 related to non-employees, during the six months ended August 2, 2025 and August 3, 2024, respectively.

v3.25.2
Stockholders' Equity
 6 Months Ended
Aug. 02, 2025
Equity [Abstract]  
Stockholders' Equity

Note 7. Stockholders' Equity

At-the-Market Offering

On June 30, 2023, the Company entered into a Sales Agreement (the “Virtu Sales Agreement”) with Virtu Americas LLC ("Virtu"), as sales agent and/or principal (the "Virtu At-the-Market Offering") under which the Company was able to sell from time to time through Virtu shares of the Company's common stock, par value $0.01 per share, having an offering price of up to $7,825, and any shares were to be issued pursuant to the Company's previously filed shelf registration statement on Form S-3, which was declared effective on September 21, 2021 (the “2021 S-3 Registration Statement”). Under the 2021 S-3 Registration Statement, the Company was able to offer and sell up to 3,000,000 shares of common stock from time to time in one or more offerings at prices and terms to be determined at the time of the sale.

Following the expiration of the 2021 S-3 Registration Statement, on September 23, 2024, the Company filed a replacement shelf registration statement on Form S-3, which was declared effective on October 3, 2024 (the "2024 S-3 Registration Statement"). Under the 2024 S-3 Registration Statement, the Company may offer and sell up to $10 million of shares of common stock from time to time in one or more offerings at prices and terms to be determined at the time of the sale. The 2024 S-3 Registration Statement also included a prospectus supplement, whereby the Company may offer and sell from time to time under the Virtu Sales Agreement shares of the Company’s common stock, par value $0.01 per share, having an aggregate offering price of up to $2,925.

During the three and six months ended August 2, 2025, the Company did not make any offerings or sales of shares of common stock under the Virtu At-the-Market Offering. At August 2, 2025, $2,925 was available under the Virtu At-the-Market Offering.
v3.25.2
Earnings Per Share
 6 Months Ended
Aug. 02, 2025
Earnings Per Share [Abstract]  
Earnings Per Share

Note 8. Earnings Per Share

Basic earnings per share is calculated by dividing net income by the weighted average number of shares of common stock outstanding during the period. Except when the effect would be anti-dilutive, diluted earnings per share is calculated based on the weighted average number of shares of common stock outstanding plus the dilutive effect of share-based awards calculated under the treasury stock method. In periods when the Company incurs a net loss, share-based awards are excluded from the calculation of earnings per share as their inclusion would have an anti-dilutive effect.

The following is a reconciliation of weighted average basic shares to weighted average diluted shares outstanding:

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

August 2,

 

 

August 3,

 

 

August 2,

 

 

August 3,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Weighted-average shares—basic

 

 

12,906,045

 

 

 

12,569,488

 

 

 

12,863,100

 

 

 

12,538,695

 

Effect of dilutive equity securities

 

 

52,694

 

 

 

47,597

 

 

 

87,728

 

 

 

67,880

 

Weighted-average shares—diluted

 

 

12,958,739

 

 

 

12,617,085

 

 

 

12,950,828

 

 

 

12,606,575

 

 

For the three and six months ended August 2, 2025, 522,638 and 182,809, respectively, of weighted average shares were excluded from the computation of weighted average shares for diluted earnings per share, as their effect would have been anti-dilutive. For the three and six months ended August 3, 2024, 424,838 and 324,381, respectively, of weighted average shares were excluded from the computation of weighted average shares for diluted earnings per share, as their effect would have been anti-dilutive.
v3.25.2
Commitments and Contingencies
 6 Months Ended
Aug. 02, 2025
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

Note 9. Commitments and Contingencies

Litigation

The Company is a party to legal proceedings, compliance matters, environmental, as well as wage and hour and other labor claims that arise in the ordinary course of business. Although the outcome of such items cannot be determined with certainty, management believes that the ultimate outcome of these items, individually and in the aggregate, will not have a material adverse impact on the Company's financial position, results of operations or cash flows.

Contingencies

Beginning in 2020, the U.S. government enacted various relief packages in response to the COVID-19 pandemic, one of which was the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act"). The CARES Act included, among other items, provisions relating to refundable employee retention payroll tax credits. The Company applied for these employee retention tax credits relating to the first and second quarters of 2021. Due to uncertainties regarding approval by the Internal Revenue Service of the Company's eligibility for the credit and the complex nature of the Employee Retention Credit ("ERC") computations, the Company accounts for the ERC by analogy to ASC 450-30, Contingencies - Gain Contingencies. In accordance with ASC 450-30, the ERC is recognized after the related contingency is resolved and deemed realizable, which the Company has determined is upon receipt of payment and completion of any potential audit or examination or the expiration of the related statute of limitations.

In the second quarter of fiscal 2025, the Company received payments totaling $7,173 from the U.S. Department of the Treasury relating to the ERC for the first and second quarters of 2021, including $1,560 in interest. As the related statute of limitations expired, the Company recorded the ERC benefit of $5,613 within Selling, general and administrative ("SG&A") expenses as an offset to compensation expense and recorded $1,560 as Other (income) in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and six months ended August 2, 2025.

v3.25.2
Income Taxes
 6 Months Ended
Aug. 02, 2025
Income Tax Disclosure [Abstract]  
Income Taxes

Note 10. Income Taxes

The Company provides for income taxes at the end of each interim period based on the estimated effective tax rate for the full fiscal year. In interim periods where the Company is experiencing losses, the Company must make assumptions concerning its future taxable income and determine whether the realization of future tax benefits is more likely than not.

For the six months ended August 2, 2025, the Company has year-to-date ordinary pre-tax losses for the interim period and is anticipating annual ordinary pre-tax income for the fiscal year. The Company has determined that it is more likely than not that the tax benefit of the year-to-date ordinary pre-tax loss will not be realized in the current or future years and as such, tax provisions for the interim periods should not be recognized until the Company has year-to-date ordinary pre-tax income. The provision for income taxes of $58 for the three and six months ended August 2, 2025 represents a discrete tax expense recorded during the second quarter of fiscal 2025 relating to interest received in connection with the ERC.

The benefit for income taxes of $794 for the three months ended August 3, 2024 was due to the reversal of the $794 ordinary tax expense recorded during the first quarter of fiscal 2024 from applying the Company’s estimated effective tax rate at the time for the fiscal year to the first quarter pre-tax loss, excluding discrete items. As of the first quarter of fiscal 2024, the Company was anticipating an annual ordinary pre-tax loss for the fiscal year; however, as of the second quarter of fiscal 2024, the Company had year-to-date ordinary pre-tax losses for the interim period and was anticipating annual ordinary pre-tax income for the fiscal year.

The benefit for income taxes of $1,681 for the six months ended August 3, 2024 represents the discrete tax benefit recorded during the first quarter of fiscal 2024 primarily recognized from the reversal of a portion of the non-cash deferred tax liability related to the Company's equity method investment, which a portion can now be used as a source of income to support the realization of certain deferred tax assets related to the Company's net operating losses.

Each reporting period, the Company evaluates the realizability of its deferred tax assets and has maintained a full valuation allowance against its deferred tax assets. These valuation allowances will be maintained until there is sufficient positive evidence to conclude that it is more likely than not that these deferred tax assets will be realized.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law by President Trump. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. The OBBBA did not have a material impact on the Company's income tax provision for the three and six months ended August 2, 2025. We are continuing to evaluate the full year impact of the OBBBA and, based on our preliminary analysis, we do not anticipate a material effect on our consolidated financial statements for the year ended January 31, 2026.
v3.25.2
Leases
 6 Months Ended
Aug. 02, 2025
Leases [Abstract]  
Leases

Note 11. Leases

The Company determines if a contract contains a lease at inception. The Company has operating leases for real estate (primarily retail stores, storage, and office spaces) some of which have initial terms of 10 years, and in many instances can be extended for an additional term, while certain recent leases are subject to shorter terms as a result of the implementation of the strategy to pursue shorter lease terms when evaluating certain markets. The Company will not include renewal options in the underlying lease term unless the Company is reasonably certain to exercise the renewal option. Substantially all of the Company's leases require a fixed annual rent, and most require the payment of additional rent if store sales exceed a negotiated amount. These percentage rent expenses are considered as variable lease costs and are recognized in the consolidated financial statements when incurred. In addition, the Company's real estate leases may also require additional payments for real estate taxes and other occupancy-related costs which it considers as non-lease components.

ROU assets and operating lease liabilities are recognized based upon the present value of the future lease payments over the lease term. As the Company's leases do not provide an implicit borrowing rate, the Company uses an estimated incremental borrowing rate based upon a combination of market-based factors, such as market quoted forward yield curves and company specific factors, such as the Company's credit rating, lease size and duration to calculate the present value.

Total lease cost is included in SG&A expense in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) and is recorded net of sublease income. Some leases have a non-cancelable lease term of less than one year and therefore, the Company has elected to exclude these short-term leases from its ROU asset and lease liabilities. Short term lease costs were immaterial for the three and six months ended August 2, 2025 and August 3, 2024. The Company's lease cost is comprised of the following:

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

August 2,

 

 

August 3,

 

 

August 2,

 

 

August 3,

 

(in thousands)

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Operating lease cost

 

$

5,765

 

 

$

5,479

 

 

$

11,445

 

 

$

10,951

 

Variable operating lease cost

 

 

29

 

 

 

54

 

 

 

94

 

 

 

152

 

Sublease income

 

 

(216

)

 

 

—

 

 

 

(432

)

 

 

—

 

Total lease cost

 

$

5,578

 

 

$

5,533

 

 

$

11,107

 

 

$

11,103

 

 

As of August 2, 2025, the future maturity of lease liabilities are as follows:

 

 

 

 

 

August 2,

 

(in thousands)

 

 

 

2025

 

Fiscal 2025

 

 

 

$

10,222

 

Fiscal 2026

 

 

 

 

22,499

 

Fiscal 2027

 

 

 

 

19,400

 

Fiscal 2028

 

 

 

 

18,581

 

Fiscal 2029

 

 

 

 

17,335

 

Thereafter

 

 

 

 

41,711

 

Total lease payments

 

 

 

 

129,748

 

Less: Imputed interest

 

 

 

 

(26,927

)

Total operating lease liabilities

 

 

 

$

102,821

 

 

In fiscal 2024, the Company entered into a sublease with a third party for the 18th Floor of the Company’s corporate offices in New York, NY, for a period of three years with no option to renew. In accordance with ASC Topic 842, the Company treated the sublease as a separate lease, as the Company was not relieved of the primary obligation under the original lease. The Company continues to account for the corporate office lease as a lessee and in the same manner as prior to the commencement date of the sublease. The Company accounted for the sublease as a lessor of the lease. The sublease was classified as an operating lease, as it did not meet the criteria of a sales-type or direct financing lease.

As of August 2, 2025, future minimum tenant operating lease payments remaining under this sublease were approximately $2,000, with a remaining sublease term of 2.2 years.

The operating lease payments do not include any renewal options as such leases are not reasonably certain of being renewed as of August 2, 2025, and do not include $2,155 of legally binding minimum lease payments for leases signed but not yet commenced.

v3.25.2
Segment Financial Information
 6 Months Ended
Aug. 02, 2025
Segment Reporting [Abstract]  
Segment Financial Information

Note 12. Segment Financial Information

The Company has identified two reportable segments based on the information used by its chief operating decision maker (“CODM”). The CODM has been identified as the Chief Executive Officer. Management considered both similar and dissimilar economic characteristics, internal reporting and management structures, as well as products, customers, and supply chain logistics to identify the following reportable segments:

•
Vince Wholesale segment—consists of the Company's operations to distribute Vince brand products to major department stores and specialty stores in the United States and select international markets;
•
Vince Direct-to-consumer segment—consists of the Company's operations to distribute Vince brand products directly to the consumer through its Vince branded full-price specialty retail stores, outlet stores, and e-commerce platform.

During fiscal 2024, as a result of the completion of the wind down and sale (see Note 2 "Recent Transactions"), and the determination by the CODM that Parker would not be considered in the Company’s future operating plans, Rebecca Taylor and Parker was no longer determined to be an operating segment of the Company. The financial results of the historical Rebecca Taylor and Parker reportable segment are included as an other reconciling item in the table below.

The accounting policies of the Company's reportable segments are consistent with those described in Note 1 to the audited consolidated financial statements for the fiscal year ended February 1, 2025 included in the 2024 Annual Report on Form 10-K.

The Company’s CODM evaluates segment performance based on several factors, including Income before income taxes and equity in net income of equity method investment. The CODM uses Income before income taxes and equity in net income of equity method investment as the key performance measure of segment profitability because it excludes the impact of certain items that our CODM believes do not directly reflect our underlying operations, including the impact of income taxes and equity in net income of equity method investment. The CODM also considers budget-to-actual and period-over-period variances for this performance measure when making decisions about the allocation of operating and capital resources to each segment. Unallocated corporate expenses are comprised of SG&A expenses attributable to corporate and administrative activities (such as marketing, design, finance, information technology, legal and human resource departments), and other charges, including interest expense, that are not directly attributable to the Company's Vince Wholesale and Vince Direct-to-consumer reportable segments. Unallocated corporate assets are comprised of the carrying values of the Company's equity method investment and other assets that will be utilized to generate revenue for the Company's Vince Wholesale and Vince Direct-to-consumer reportable segments.

 

Summary information for the Company's reportable segments is presented below.

 

(in thousands)

 

Vince Wholesale

 

 

Vince Direct-to-consumer

 

 

Total

 

Three Months Ended August 2, 2025

 

 

 

 

 

 

 

 

 

Net Sales

 

$

44,762

 

 

$

28,479

 

 

$

73,241

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

25,828

 

 

 

10,475

 

 

 

36,303

 

Staff and Personnel

 

 

933

 

 

 

5,892

 

 

 

6,825

 

Occupancy

 

 

127

 

 

 

6,530

 

 

 

6,657

 

Marketing and advertising

 

 

48

 

 

 

1,900

 

 

 

1,948

 

Other segment items (1)

 

 

768

 

 

 

3,471

 

 

 

4,239

 

Total segment income before income taxes and equity in net income of equity method investment

 

 

17,058

 

 

 

211

 

 

 

17,269

 

Unallocated Corporate (3)

 

 

 

 

 

 

 

 

(5,407

)

Total income before income taxes and equity in net income of equity method investment

 

 

 

 

 

 

 

$

11,862

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended August 2, 2025

 

 

 

 

 

 

 

 

 

Net Sales

 

$

75,052

 

 

$

56,122

 

 

$

131,174

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

44,287

 

 

 

20,786

 

 

 

65,073

 

Staff and Personnel

 

 

1,828

 

 

 

11,617

 

 

 

13,445

 

Occupancy

 

 

235

 

 

 

13,095

 

 

 

13,330

 

Marketing and advertising

 

 

162

 

 

 

4,091

 

 

 

4,253

 

Other segment items (1)

 

 

2,085

 

 

 

7,122

 

 

 

9,207

 

Total segment income (loss) before income taxes and equity in net income of equity method investment

 

 

26,455

 

 

 

(589

)

 

 

25,866

 

Unallocated Corporate (3)

 

 

 

 

 

 

 

 

(19,298

)

Total income before income taxes and equity in net income of equity method investment

 

 

 

 

 

 

 

$

6,568

 

 

 

 

 

 

Vince Wholesale

 

 

Vince Direct-to-consumer

 

 

Total

 

Three Months Ended August 3, 2024

 

 

 

 

 

 

 

 

 

Net Sales

 

$

47,184

 

 

$

26,985

 

 

$

74,169

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

28,375

 

 

 

10,663

 

 

 

39,038

 

Staff and Personnel

 

 

1,078

 

 

 

5,887

 

 

 

6,965

 

Occupancy

 

 

121

 

 

 

6,378

 

 

 

6,499

 

Marketing and advertising

 

 

114

 

 

 

1,956

 

 

 

2,070

 

Other segment items (1)

 

 

833

 

 

 

3,499

 

 

 

4,332

 

Total segment income (loss) before income taxes and equity in net income of equity method investment

 

 

16,663

 

 

 

(1,398

)

 

 

15,265

 

Unallocated Corporate

 

 

 

 

 

 

 

 

(15,782

)

Total loss before income taxes and equity in net income of equity method investment

 

 

 

 

 

 

 

$

(517

)

 

 

 

 

 

 

 

 

 

 

Six Months Ended August 3, 2024

 

 

 

 

 

 

 

 

 

Net Sales

 

$

77,441

 

 

$

55,899

 

 

$

133,340

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

46,511

 

 

 

21,785

 

 

 

68,296

 

Staff and Personnel

 

 

2,108

 

 

 

11,657

 

 

 

13,765

 

Occupancy

 

 

191

 

 

 

12,765

 

 

 

12,956

 

Marketing and advertising

 

 

248

 

 

 

3,867

 

 

 

4,115

 

Other segment items (1)

 

 

1,536

 

 

 

7,287

 

 

 

8,823

 

Total segment income (loss) before income taxes and equity in net loss of equity method investment

 

 

26,847

 

 

 

(1,462

)

 

 

25,385

 

Unallocated Corporate

 

 

 

 

 

 

 

 

(29,577

)

Rebecca Taylor and Parker (2)

 

 

 

 

 

 

 

 

7,633

 

Total income before income taxes and equity in net loss of equity method investment

 

 

 

 

 

 

 

$

3,441

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

August 2, 2025

 

 

August 3, 2024

 

 

August 2, 2025

 

 

August 3, 2024

 

Depreciation and Amortization:

 

 

 

 

 

 

 

 

 

 

 

 

  Vince Wholesale

 

$

85

 

 

$

24

 

 

$

161

 

 

$

46

 

  Vince Direct-to-Consumer

 

 

614

 

 

 

779

 

 

 

1,224

 

 

 

1,550

 

Total Segment Depreciation and Amortization

 

 

699

 

 

 

803

 

 

 

1,385

 

 

 

1,596

 

  Unallocated Corporate

 

 

74

 

 

 

219

 

 

 

149

 

 

 

439

 

Total Depreciation and Amortization

 

$

773

 

 

$

1,022

 

 

$

1,534

 

 

$

2,035

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital Expenditures:

 

 

 

 

 

 

 

 

 

 

 

 

  Vince Wholesale

 

$

237

 

 

$

188

 

 

$

333

 

 

$

188

 

  Vince Direct-to-Consumer

 

 

1,762

 

 

 

481

 

 

 

3,052

 

 

 

1,221

 

Total Segment Capital Expenditures

 

 

1,999

 

 

 

669

 

 

 

3,385

 

 

 

1,409

 

  Unallocated Corporate

 

 

107

 

 

 

12

 

 

 

145

 

 

 

12

 

Total Capital Expenditures

 

$

2,106

 

 

$

681

 

 

$

3,530

 

 

$

1,421

 

 

 

 

As of

 

 

 

August 2, 2025

 

 

February 1, 2025

 

Total Assets:

 

 

 

 

 

 

  Vince Wholesale

 

$

86,238

 

 

$

68,488

 

  Vince Direct-to-Consumer

 

 

101,169

 

 

 

100,114

 

Total Segment Assets

 

 

187,407

 

 

 

168,602

 

  Unallocated Corporate

 

 

51,565

 

 

 

54,133

 

Total Assets

 

$

238,972

 

 

$

222,735

 

(1) Other segment items primarily include various third party expenses, banking fees, depreciation and amortization, supplies, and commissions.

(2) Activity for the Rebecca Taylor and Parker reconciling item for the six months ended August 3, 2024 primarily consists of the gain recognized on the sale of Rebecca Taylor. See Note 2 "Recent Transactions" for further information.

(3) Unallocated Corporate for the three and six months ended August 2, 2025 includes the ERC benefit of $7,173. See Note 9 "Commitments and Contingencies" for further information.

* Cost of Products Sold for the three months ended August 2, 2025 includes royalty expenses of $2,777 and $846 for the Wholesale and Direct-to-consumer segments, respectively. Cost of Products Sold for the six months ended August 2, 2025 includes royalty expenses of $4,539 and $1,666 for the Wholesale and Direct-to-consumer segments, respectively. Cost of Products Sold for the three months ended August 3, 2024 includes royalty expenses of $2,920 and $793 for the Wholesale and Direct-to-consumer segments, respectively. Cost of Products Sold for the six months ended August 3, 2024 includes royalty expenses of $4,731 and $1,670 for the Wholesale and Direct-to-consumer segments, respectively.

v3.25.2
Related Party Transactions
 6 Months Ended
Aug. 02, 2025
Related Party Transactions [Abstract]  
Related Party Transactions

Note 13. Related Party Transactions

Operating Agreement

On May 25, 2023, V Opco, LLC and ABG Vince entered into the Operating Agreement, which, among other things, provides for the management of the business and the affairs of ABG Vince, the allocation of profits and losses, the distribution of cash of ABG Vince among its members and the rights, obligations and interests of the members to each other and to V Opco. See Note 2 "Recent Transactions" for further information.

During the three and six months ended August 2, 2025, the Company received distributions of cash of $252 and $2,028, respectively, under the Operating Agreement. During the three and six months ended August 3, 2024, the Company received distributions of cash of $640 and $1,247, respectively, under the Operating Agreement.

License Agreement

On May 25, 2023, V Opco and ABG Vince entered into the License Agreement, whereby V Opco is required to pay ABG Vince a royalty on net sales of Licensed Products and committed to an annual guaranteed minimum royalty of $11,000. See Note 2 "Recent Transactions" for further information.

During the three and six months ended August 2, 2025, the Company paid $550 and $8,463 under the License Agreement. As of August 2, 2025 and February 1, 2025, $1,255 and $3,513, respectively, of accrued royalty expense was included within Other accrued expenses on the Condensed Consolidated Balance Sheets.

P180 Expense Reimbursement

In connection with the P180 Acquisition, P180 agreed to reimburse the Company for certain fees and expenses incurred in connection with such transactions, including the Company’s legal fees as well as the consent fee to BofA. As of August 2, 2025, the Company had recorded approximately $599 of outstanding reimbursements with P180, which are included in Trade receivables.

CaaStle Platform Services

On September 7, 2018, V Opco and CaaStle Inc. (“CaaStle”) entered into a platform services agreement, whereby CaaStle provided logistical services for the Company's Vince Unfold clothing rental service. The agreement was amended on November 1, 2024. Prior to the P180 Acquisition, CaaStle was an unrelated party to the Company. Due to CaaStle’s relationship with P180, as a result of the P180 Acquisition, CaaStle was considered a related party to the Company as of February 1, 2025. Subsequently, due to organizational changes at CaaStle and P180, CaaStle is no longer considered a related party to the Company.

During the three months ended August 2, 2025, the Company recognized $0 of net sales, $0 of cost of products sold and $0 of SG&A expenses from the arrangement. During the six months ended August 2, 2025, the Company recognized $149 of net sales, $230 of cost of products sold and $195 of SG&A expenses from the arrangement. During the three months ended August 3, 2024, the Company recognized $299 of net sales, $8 of cost of products sold and $95 of SG&A expenses from the arrangement. During the six months ended August 3, 2024, the Company recognized $700 of net sales, $20 of cost of products sold and $231 of SG&A expenses from the arrangement. As of August 2, 2025 and February 1, 2025, $0 and $24 of outstanding amounts due from CaaStle were included in Trade receivables on the Consolidated Balance Sheets.

On April 24, 2025, the Company terminated the Vince Unfold program and the platform services agreement in its entirety.

Third Lien Credit Agreement

On December 11, 2020, V Opco entered into the $20,000 Third Lien Credit Facility pursuant to the Third Lien Credit Agreement, by and among V Opco, as the borrower, SK Financial, as agent and lender, and other lenders from time-to-time party thereto. The Third Lien Credit Facility was reviewed and approved by the Special Committee of the Company's Board of Directors, consisting solely of directors not affiliated with Sun Capital, which committee was represented by independent legal advisors. SK Financial is an affiliate of Sun Capital, whose affiliates, prior to the P180 Acquisition, owned approximately 67% of the Company's common stock. Subsequent to the P180 Acquisition, SK Financial is no longer a related party.

See Note 2 "Recent Transactions" and Note 4 "Long-Term Debt and Financing Arrangements" for additional information.

Sun Capital Consulting Agreement

On November 27, 2013, the Company entered into an agreement with Sun Capital Management to (i) reimburse Sun Capital Management Corp. ("Sun Capital Management") or any of its affiliates providing consulting services under the agreement for out-of-pocket expenses incurred in providing consulting services to the Company and (ii) provide Sun Capital Management with customary indemnification for any such services.

The Company incurred no expenses under the Sun Capital Consulting Agreement during the three and six months ended August 2, 2025. During the three and six months ended August 3, 2024, the Company incurred expenses of $1 and $10, respectively, under the Sun Capital Consulting Agreement. Subsequent to the P180 Acquisition, Sun Capital is no longer a related party and the agreement is no longer operative per the terms thereof. See Note 2 "Recent Transactions" for additional information.

Indemnification Agreements

The Company has entered into indemnification agreements with each of its executive officers and directors. The indemnification agreements provide the executive officers and directors with contractual rights to indemnification, expense advancement and reimbursement, to the fullest extent permitted under the Delaware General Corporation Law.

 

 

Amended and Restated Certificate of Incorporation

The Company’s amended and restated certificate of incorporation provides that for so long as affiliates of Sun Capital own 30% or more of the Company’s outstanding shares of common stock, Sun Cardinal, a Sun Capital affiliate, has the right to designate a majority of the Company’s Board of Directors. For so long as Sun Cardinal has the right to designate a majority of the Company’s Board of Directors, the directors designated by Sun Cardinal are expected to constitute a majority of each committee of the Company’s Board of Directors (other than the Audit Committee), and the chairperson of each of the committees (other than the Audit Committee) is expected to be a director serving on the committee who is selected by affiliates of Sun Capital, provided that, at such time as the Company is not a “controlled company” under the NYSE corporate governance standards, the Company’s committee membership will comply with all applicable requirements of those standards and a majority of the Company’s Board of Directors will be “independent directors,” as defined under the rules of the NYSE, subject to any applicable phase in requirements.

Second and Third Amended and Restated Bylaws

On January 22, 2025, the Board approved an amendment and restatement of the Company’s bylaws (the “Second Amended and Restated Bylaws”) to provide P180, following the P180 Acquisition, with the right to designate (i) a majority of the directors of the Board, (ii) the Chairman of the Board, and (iii) the chairman of each committee of the Board, in each case for so long as P180 continues to beneficially own at least thirty percent (30%) of the Company’s outstanding common stock. Subsequently, on April 4, 2025, the Board approved an amendment and restatement of the Second Amended and Restated Bylaws to remove such rights granted to P180 under the Second Amended and Restated Bylaws.
v3.25.2
Description of Business and Basis of Presentation (Policies)
 6 Months Ended
Aug. 02, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Description of Business

(A) Description of Business: The Company is a global retail company that operates the Vince brand women's and men's ready to wear business. Vince, established in 2002, is a leading global luxury apparel and accessories brand best known for creating elevated yet understated pieces for every day effortless style. Previously, the Company also owned and operated the Rebecca Taylor and Parker brands until the sale of the respective intellectual property was completed, as discussed below.

On April 21, 2023 the Company entered into a strategic partnership ("Authentic Transaction") with Authentic Brands Group, LLC ("Authentic"), a global brand development, marketing and entertainment platform, whereby the Company contributed its intellectual property to a newly formed Authentic subsidiary ("ABG Vince") for cash consideration and a membership interest in ABG Vince. The Company closed the Asset Sale (as defined below) on May 25, 2023. On May 25, 2023, in connection with the Authentic Transaction, V Opco, LLC (formerly, Vince, LLC) ("V Opco"), a wholly-owned subsidiary of the Company, entered into a License Agreement (the "License Agreement") with ABG-Vince LLC, which provides V Opco with an exclusive, long-term license to use the Licensed Property in the Territory to the Approved Accounts (each as defined in the License Agreement). See Note 2 "Recent Transactions" for additional information.

Rebecca Taylor, founded in 1996 in New York City, was a contemporary womenswear line lauded for its signature prints, romantic detailing and vintage inspired aesthetic, reimagined for a modern era. On September 12, 2022, the Company announced its decision to wind down the Rebecca Taylor business. On December 22, 2022, the Company's indirectly wholly owned subsidiary, Rebecca Taylor, Inc., completed the sale of its intellectual property and certain related ancillary assets to RT IPCO, LLC, an affiliate of Ramani Group. On May 3, 2024, V Opco completed the sale of all outstanding shares of Rebecca Taylor, Inc., which held the Rebecca Taylor business prior to the wind down, to Nova Acquisitions, LLC. See Note 2 "Recent Transactions" for further information.

Parker, founded in 2008 in New York City, was a contemporary women's fashion brand that was trend focused. During the first half of fiscal 2020 the Company decided to pause the creation of new products for the Parker brand to focus resources on the operations of the Vince and Rebecca Taylor brands. On February 17, 2023, the Company's indirectly wholly owned subsidiary, Parker Lifestyle, LLC, completed the sale of its intellectual property and certain related ancillary assets to Parker IP Co. LLC, an affiliate of BCI Brands.

On January 22, 2025, P180, a venture focused on accelerating growth and profitability in the luxury apparel sector, acquired a majority stake in the Company (the “P180 Acquisition”) from affiliates of Sun Capital Partners, Inc. (collectively, “Sun Capital”). Simultaneously with the P180 Acquisition, V Opco amended its existing credit agreement with Bank of America, N.A. (“BofA”). The amendment consented to, among other things, the change in control in connection with the P180 Acquisition, as well as a partial pay down of the subordinated debt with SK Financial Services, LLC, an affiliate of Sun Capital, through increased borrowings under the credit agreement with BofA. On the same day, V Opco paid $15,000 to SK Financial Services, LLC using proceeds from the credit facility, which resulted in a pay-down of $20,000 of the subordinated debt (the “Sun Debt Paydown”).

In addition, in connection with the P180 Acquisition, P180 acquired and assumed $7,000 of the loans outstanding pursuant to the subordinated debt and immediately thereafter cancelled such $7,000 (the “P180 Debt Forgiveness”). Following the Sun Debt Paydown and P180 Debt Forgiveness, the outstanding principal amount of subordinated debt was reduced by approximately $27,000 with $7,500 remaining outstanding, which will continue to accrue payment-in-kind interest in accordance with, and otherwise be subject to, the terms and conditions therein. See Note 2 "Recent Transactions" for additional information.

The Company reaches its customers through a variety of channels, specifically through major wholesale department stores and specialty stores in the United States ("U.S.") and select international markets, as well as through the Company's branded retail locations and the Company's website. The Company designs products in the U.S. and sources the vast majority of products from contract manufacturers outside the U.S., primarily in Asia. Products are manufactured to meet the Company's product specifications and labor standards.

Basis of Presentation

(B) Basis of Presentation: The accompanying condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles ("GAAP") and the rules and regulations of the U.S. Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. Therefore, these financial statements should be read in conjunction with VHC's audited financial statements for the fiscal year ended February 1, 2025, as set forth in the 2024 Annual Report on Form 10-K.

The condensed consolidated financial statements include the Company's accounts and the accounts of the Company's wholly-owned subsidiaries as of August 2, 2025. All intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting solely of normal recurring adjustments) and disclosures necessary for a fair statement of the results for the interim periods presented. The results of operations for these periods are not necessarily comparable to, or indicative of, results of any other interim period or the fiscal year as a whole.
Use of Estimates

(C) Use of Estimates: The preparation of financial statements in conformity with GAAP requires that management make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements which affect revenues and expenses during the period reported. Estimates are adjusted when necessary to reflect actual experience. Significant estimates and assumptions may affect many items in the financial statements. Actual results could differ from estimates and assumptions in amounts that may be material to the condensed consolidated financial statements.

Sources And Uses Of Liquidity

(D) Sources and Uses of Liquidity: The Company's sources of liquidity are cash and cash equivalents, cash flows from operations, if any, borrowings available under the 2023 Revolving Credit Facility (as defined in Note 4 "Long-Term Debt and Financing Arrangements") and the Company's ability to access the capital markets, including the Sales Agreement entered into with Virtu Americas LLC in June 2023 (see Note 7 "Stockholders' Equity" for further information). The Company's primary cash needs are funding working capital requirements, including royalty payments under the License Agreement, meeting debt service requirements and capital expenditures for new stores and related leasehold improvements. The most significant components of the Company's working capital are cash and cash equivalents, accounts receivable, inventories, accounts payable and other current liabilities.

The Company’s future financial results may be subject to substantial fluctuations, and may be impacted by business conditions and macroeconomic factors, particularly in light of the recently implemented tariffs. While we expect to meet our monthly Excess Availability (as defined in the 2023 Revolving Credit Facility Agreement) covenant and believe that our other sources of liquidity will generate sufficient cash flows to meet our obligations for the next twelve months from the date these financial statements are issued, the foregoing expectation is dependent on a number of factors, including, among others, our ability to generate sufficient cash flow from a combination of tariff mitigating initiatives, our ongoing ability to manage our operating obligations, the ability of our partners to satisfy their payment obligations to us when due, the results of the currently ongoing inventory valuation and potential borrowing restrictions imposed by our lenders based on their credit judgment, all of which could be significantly and negatively impacted by the recently implemented and new retaliatory and/or reciprocal tariffs, as well as changing trade policies between the U.S. and its trading partners, in addition to other macroeconomic factors. Any material negative impact from these factors or others could require us to implement alternative plans to satisfy our liquidity needs which may be unsuccessful. In the event that we are unable to timely service our debt, meet other contractual payment obligations or fund our other liquidity needs, we may need to refinance all or a portion of our indebtedness before maturity, seek waivers of or amendments to our contractual obligations for payment, reduce or delay scheduled expansions and capital expenditures, liquidate inventory through additional discounting, sell material assets or operations, or seek other financing opportunities. There can be no assurance that these options would be readily available to us and our inability to address our liquidity needs could materially and adversely affect our operations and jeopardize our business, financial condition and results of operations.
Revenue Recognition

(E) Revenue Recognition: The Company recognizes revenue when performance obligations identified under the terms of contracts with its customers are satisfied, which generally occurs upon the transfer of control in accordance with the contractual terms and conditions of the sale. Sales are recognized when the control of the goods are transferred to the customer for the Company's wholesale business, upon receipt by the customer for the Company's e-commerce business, and at the time of sale to the consumer for the Company's retail business. See Note 12 "Segment Financial Information" for disaggregated revenue amounts by segment.

Revenue associated with gift cards is recognized upon redemption and unredeemed balances are considered a contract liability and recorded within other accrued expenses, which are subject to escheatment within the jurisdictions in which the Company operates. As of August 2, 2025 and February 1, 2025, the contract liability was $1,379 and $1,544, respectively. For the three months ended August 2, 2025, the Company recognized $21 of revenue that was previously included in the contract liability as of May 3, 2025. For the six months ended August 2, 2025, the Company recognized $154 of revenue that was previously included in the contract liability as of February 1, 2025.

Recent Accounting Pronouncements

(F) Recent Accounting Pronouncements: Except as noted below, the Company has considered all recent accounting pronouncements and has concluded that there are no recent accounting pronouncements that may have a material impact on its Consolidated Financial Statements, based on current information.

Recently Issued Accounting Pronouncements and Disclosure Rules

In December 2023, the FASB issued ASU 2023-09: Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires expanded disclosure within the rate reconciliation as well as disaggregation of annual taxes paid. This amendment is

effective for annual periods beginning after December 15, 2024, and is applied prospectively with the option for retrospective application. Early adoption is permitted. Other than the new disclosure requirements, this guidance will not have an impact on the Company’s consolidated financial statements.

In November 2024, the FASB issued ASU No. 2024-03: Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The ASU is intended to improve disclosures about a public business entity's expenses, primarily through additional disaggregation of income statement expenses. The FASB further clarified the effective date in January 2025 with the issuance of ASU 2025-01: Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. The ASU is effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted. The requirements of the ASU will be applied prospectively with the option for retrospective application. We are currently evaluating the ASU to determine the impact on the Company's disclosures.
v3.25.2
Long-Term Debt and Financing Arrangements (Tables)
 6 Months Ended
Aug. 02, 2025
Debt Disclosure [Abstract]  
Summary of Debt Obligations

Debt obligations consisted of the following:

 

 

 

August 2,

 

 

February 1,

 

(in thousands)

 

2025

 

 

2025

 

Long-term debt:

 

 

 

 

 

 

Revolving Credit Facilities

 

$

22,862

 

 

$

11,413

 

Third Lien Credit Facility

 

 

8,234

 

 

 

7,743

 

Total long-term debt

 

$

31,096

 

 

$

19,156

 

 
v3.25.2
Share-Based Compensation (Tables)
 6 Months Ended
Aug. 02, 2025
Share-Based Payment Arrangement [Abstract]  
Summary of Stock Option Activity

A summary of stock option activity for the six months ended August 2, 2025 is as follows:

 

 

 

Stock Options

 

 

Weighted Average Exercise Price

 

 

Weighted Average Remaining Contractual Term (years)

 

 

Aggregate Intrinsic Value
(in thousands)

 

Outstanding at February 1, 2025

 

 

—

 

 

$

—

 

 

 

—

 

 

$

—

 

Granted

 

 

403,650

 

 

$

1.47

 

 

 

 

 

 

 

Exercised

 

 

—

 

 

$

—

 

 

 

 

 

 

 

Forfeited or expired

 

 

(3,300

)

 

$

1.47

 

 

 

 

 

 

 

Outstanding at August 2, 2025

 

 

400,350

 

 

$

1.47

 

 

 

9.8

 

 

$

—

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vested and exercisable at August 2, 2025

 

 

—

 

 

$

—

 

 

 

—

 

 

$

—

 

 
Schedule of Restricted Stock Units Activity

A summary of restricted stock unit activity for the six months ended August 2, 2025 is as follows:

 

 

 

Restricted Stock Units

 

 

Weighted Average Grant Date Fair Value

 

Non-vested restricted stock units at February 1, 2025

 

 

366,399

 

 

$

2.25

 

Granted

 

 

5,000

 

 

$

2.04

 

Vested

 

 

(167,425

)

 

$

2.54

 

Forfeited

 

 

—

 

 

$

—

 

Non-vested restricted stock units at August 2, 2025

 

 

203,974

 

 

$

2.01

 

 
v3.25.2
Earnings Per Share (Tables)
 6 Months Ended
Aug. 02, 2025
Earnings Per Share [Abstract]  
Schedule of Reconciliation of Weighted Average Basic Shares to Weighted Average Diluted Shares Outstanding

The following is a reconciliation of weighted average basic shares to weighted average diluted shares outstanding:

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

August 2,

 

 

August 3,

 

 

August 2,

 

 

August 3,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Weighted-average shares—basic

 

 

12,906,045

 

 

 

12,569,488

 

 

 

12,863,100

 

 

 

12,538,695

 

Effect of dilutive equity securities

 

 

52,694

 

 

 

47,597

 

 

 

87,728

 

 

 

67,880

 

Weighted-average shares—diluted

 

 

12,958,739

 

 

 

12,617,085

 

 

 

12,950,828

 

 

 

12,606,575

 
v3.25.2
Leases (Tables)
 6 Months Ended
Aug. 02, 2025
Leases [Abstract]  
Summary of Lease Cost The Company's lease cost is comprised of the following:

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

August 2,

 

 

August 3,

 

 

August 2,

 

 

August 3,

 

(in thousands)

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Operating lease cost

 

$

5,765

 

 

$

5,479

 

 

$

11,445

 

 

$

10,951

 

Variable operating lease cost

 

 

29

 

 

 

54

 

 

 

94

 

 

 

152

 

Sublease income

 

 

(216

)

 

 

—

 

 

 

(432

)

 

 

—

 

Total lease cost

 

$

5,578

 

 

$

5,533

 

 

$

11,107

 

 

$

11,103

 
Summary of Future Maturity of Lease Liabilities

As of August 2, 2025, the future maturity of lease liabilities are as follows:

 

 

 

 

 

August 2,

 

(in thousands)

 

 

 

2025

 

Fiscal 2025

 

 

 

$

10,222

 

Fiscal 2026

 

 

 

 

22,499

 

Fiscal 2027

 

 

 

 

19,400

 

Fiscal 2028

 

 

 

 

18,581

 

Fiscal 2029

 

 

 

 

17,335

 

Thereafter

 

 

 

 

41,711

 

Total lease payments

 

 

 

 

129,748

 

Less: Imputed interest

 

 

 

 

(26,927

)

Total operating lease liabilities

 

 

 

$

102,821

 
v3.25.2
Segment Financial Information (Tables)
 6 Months Ended
Aug. 02, 2025
Segment Reporting [Abstract]  
Summary of Reportable Segments Information

Summary information for the Company's reportable segments is presented below.

 

(in thousands)

 

Vince Wholesale

 

 

Vince Direct-to-consumer

 

 

Total

 

Three Months Ended August 2, 2025

 

 

 

 

 

 

 

 

 

Net Sales

 

$

44,762

 

 

$

28,479

 

 

$

73,241

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

25,828

 

 

 

10,475

 

 

 

36,303

 

Staff and Personnel

 

 

933

 

 

 

5,892

 

 

 

6,825

 

Occupancy

 

 

127

 

 

 

6,530

 

 

 

6,657

 

Marketing and advertising

 

 

48

 

 

 

1,900

 

 

 

1,948

 

Other segment items (1)

 

 

768

 

 

 

3,471

 

 

 

4,239

 

Total segment income before income taxes and equity in net income of equity method investment

 

 

17,058

 

 

 

211

 

 

 

17,269

 

Unallocated Corporate (3)

 

 

 

 

 

 

 

 

(5,407

)

Total income before income taxes and equity in net income of equity method investment

 

 

 

 

 

 

 

$

11,862

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended August 2, 2025

 

 

 

 

 

 

 

 

 

Net Sales

 

$

75,052

 

 

$

56,122

 

 

$

131,174

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

44,287

 

 

 

20,786

 

 

 

65,073

 

Staff and Personnel

 

 

1,828

 

 

 

11,617

 

 

 

13,445

 

Occupancy

 

 

235

 

 

 

13,095

 

 

 

13,330

 

Marketing and advertising

 

 

162

 

 

 

4,091

 

 

 

4,253

 

Other segment items (1)

 

 

2,085

 

 

 

7,122

 

 

 

9,207

 

Total segment income (loss) before income taxes and equity in net income of equity method investment

 

 

26,455

 

 

 

(589

)

 

 

25,866

 

Unallocated Corporate (3)

 

 

 

 

 

 

 

 

(19,298

)

Total income before income taxes and equity in net income of equity method investment

 

 

 

 

 

 

 

$

6,568

 

 

 

 

 

 

Vince Wholesale

 

 

Vince Direct-to-consumer

 

 

Total

 

Three Months Ended August 3, 2024

 

 

 

 

 

 

 

 

 

Net Sales

 

$

47,184

 

 

$

26,985

 

 

$

74,169

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

28,375

 

 

 

10,663

 

 

 

39,038

 

Staff and Personnel

 

 

1,078

 

 

 

5,887

 

 

 

6,965

 

Occupancy

 

 

121

 

 

 

6,378

 

 

 

6,499

 

Marketing and advertising

 

 

114

 

 

 

1,956

 

 

 

2,070

 

Other segment items (1)

 

 

833

 

 

 

3,499

 

 

 

4,332

 

Total segment income (loss) before income taxes and equity in net income of equity method investment

 

 

16,663

 

 

 

(1,398

)

 

 

15,265

 

Unallocated Corporate

 

 

 

 

 

 

 

 

(15,782

)

Total loss before income taxes and equity in net income of equity method investment

 

 

 

 

 

 

 

$

(517

)

 

 

 

 

 

 

 

 

 

 

Six Months Ended August 3, 2024

 

 

 

 

 

 

 

 

 

Net Sales

 

$

77,441

 

 

$

55,899

 

 

$

133,340

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

46,511

 

 

 

21,785

 

 

 

68,296

 

Staff and Personnel

 

 

2,108

 

 

 

11,657

 

 

 

13,765

 

Occupancy

 

 

191

 

 

 

12,765

 

 

 

12,956

 

Marketing and advertising

 

 

248

 

 

 

3,867

 

 

 

4,115

 

Other segment items (1)

 

 

1,536

 

 

 

7,287

 

 

 

8,823

 

Total segment income (loss) before income taxes and equity in net loss of equity method investment

 

 

26,847

 

 

 

(1,462

)

 

 

25,385

 

Unallocated Corporate

 

 

 

 

 

 

 

 

(29,577

)

Rebecca Taylor and Parker (2)

 

 

 

 

 

 

 

 

7,633

 

Total income before income taxes and equity in net loss of equity method investment

 

 

 

 

 

 

 

$

3,441

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

August 2, 2025

 

 

August 3, 2024

 

 

August 2, 2025

 

 

August 3, 2024

 

Depreciation and Amortization:

 

 

 

 

 

 

 

 

 

 

 

 

  Vince Wholesale

 

$

85

 

 

$

24

 

 

$

161

 

 

$

46

 

  Vince Direct-to-Consumer

 

 

614

 

 

 

779

 

 

 

1,224

 

 

 

1,550

 

Total Segment Depreciation and Amortization

 

 

699

 

 

 

803

 

 

 

1,385

 

 

 

1,596

 

  Unallocated Corporate

 

 

74

 

 

 

219

 

 

 

149

 

 

 

439

 

Total Depreciation and Amortization

 

$

773

 

 

$

1,022

 

 

$

1,534

 

 

$

2,035

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital Expenditures:

 

 

 

 

 

 

 

 

 

 

 

 

  Vince Wholesale

 

$

237

 

 

$

188

 

 

$

333

 

 

$

188

 

  Vince Direct-to-Consumer

 

 

1,762

 

 

 

481

 

 

 

3,052

 

 

 

1,221

 

Total Segment Capital Expenditures

 

 

1,999

 

 

 

669

 

 

 

3,385

 

 

 

1,409

 

  Unallocated Corporate

 

 

107

 

 

 

12

 

 

 

145

 

 

 

12

 

Total Capital Expenditures

 

$

2,106

 

 

$

681

 

 

$

3,530

 

 

$

1,421

 

 

 

 

As of

 

 

 

August 2, 2025

 

 

February 1, 2025

 

Total Assets:

 

 

 

 

 

 

  Vince Wholesale

 

$

86,238

 

 

$

68,488

 

  Vince Direct-to-Consumer

 

 

101,169

 

 

 

100,114

 

Total Segment Assets

 

 

187,407

 

 

 

168,602

 

  Unallocated Corporate

 

 

51,565

 

 

 

54,133

 

Total Assets

 

$

238,972

 

 

$

222,735

 

(1) Other segment items primarily include various third party expenses, banking fees, depreciation and amortization, supplies, and commissions.

(2) Activity for the Rebecca Taylor and Parker reconciling item for the six months ended August 3, 2024 primarily consists of the gain recognized on the sale of Rebecca Taylor. See Note 2 "Recent Transactions" for further information.

(3) Unallocated Corporate for the three and six months ended August 2, 2025 includes the ERC benefit of $7,173. See Note 9 "Commitments and Contingencies" for further information.

* Cost of Products Sold for the three months ended August 2, 2025 includes royalty expenses of $2,777 and $846 for the Wholesale and Direct-to-consumer segments, respectively. Cost of Products Sold for the six months ended August 2, 2025 includes royalty expenses of $4,539 and $1,666 for the Wholesale and Direct-to-consumer segments, respectively. Cost of Products Sold for the three months ended August 3, 2024 includes royalty expenses of $2,920 and $793 for the Wholesale and Direct-to-consumer segments, respectively. Cost of Products Sold for the six months ended August 3, 2024 includes royalty expenses of $4,731 and $1,670 for the Wholesale and Direct-to-consumer segments, respectively.

v3.25.2
Description of Business and Basis of Presentation - Additional Information (Detail) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jan. 22, 2025
Aug. 02, 2025
Aug. 02, 2025
Aug. 03, 2024
Feb. 01, 2025
Description Of Business And Summary Of Significant Accounting Policies [Line Items]          
Proceeds from the credit facility     $ 115,600 $ 99,700  
Principal of remaining oustanding   $ 31,096 31,096   $ 19,156
Contract liability   1,379 1,379   $ 1,544
Revenue recognized included in contract liability   $ 21 $ 154    
Subordinated Debt [Member]          
Description Of Business And Summary Of Significant Accounting Policies [Line Items]          
Proceeds from the credit facility $ 15,000        
Payment for revolving credit facility 20,000        
Subordinated debt reduced amount 27,000        
Principal of remaining oustanding 7,500        
P180 Vince Acquisition Co. [Member]          
Description Of Business And Summary Of Significant Accounting Policies [Line Items]          
Remaining outstanding balance owed 7,000        
Debt forgiveness $ 7,000        
v3.25.2
Recent Transactions - Additional Information (Detail)
 3 Months Ended 6 Months Ended 12 Months Ended
Aug. 02, 2025
shares
Jan. 22, 2025
USD ($)
shares
May 25, 2023
USD ($)
Store
Aug. 02, 2025
USD ($)
Feb. 01, 2025
USD ($)
Aug. 02, 2025
USD ($)
Aug. 03, 2024
USD ($)
Feb. 01, 2025
USD ($)
Jan. 21, 2025
Apr. 21, 2023
USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                    
Gain on sale of subsidiary           $ (0) $ 7,634,000      
Sun Capital [Member]                    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                    
Ownership percentage of common stock   10.00%             67.00%  
ABG Vince [Member]                    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                    
Impairment of investment       $ 0   $ 0   $ 0    
P180 Vince Acquisition Co. [Member]                    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                    
Common stock shares held back have been forfeited | shares 1,010,346                  
Debt forgiveness   $ 7,000,000                
Financing costs incurred   458,000                
New debt instrument at fair value   $ 7,713,000                
Gain upon extinguishment         $ 11,575,000          
P180 Vince Acquisition Co. [Member] | Sun Capital [Member]                    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                    
Acquired shares of common stock | shares   8,481,318                
Ownership percentage of common stock   67.00%                
Stock purchase transaction in cash   $ 19,800,000                
Common stock shares held back at closing | shares   1,262,933                
P180 Vince Acquisition Co. [Member] | 2023 Revolving Credit Agreement [Member]                    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                    
Payment for term loan   $ 20,000,000                
Proceeds from additional borrowings   15,000,000                
Third lien debt acquired from creditors   7,000,000                
Debt forgiveness   7,000,000                
Financing costs incurred               $ 458,000    
Remaining outstanding balance   $ 7,500,000                
Rebecca Taylor Inc [Member]                    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                    
Gain on sale of subsidiary             $ 7,634,000      
V Opco [Member] | Minimum [Member]                    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                    
Number of retail stores | Store     45              
Royalty expense     $ 11,000,000              
V Opco [Member] | Authentic Transaction [Member]                    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                    
Cash consideration to be received upon closing of asset sale                   $ 76,500,000
V Opco [Member] | ABG Vince [Member]                    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                    
Percentage of membership interest to be owned upon closing of asset sale                   25.00%
Percentage of membership interest owned upon closing of asset sale     25.00%              
Authentic Brands Group [Member] | ABG Vince [Member]                    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]                    
Percentage of membership interest to be owned upon closing of asset sale                   75.00%
v3.25.2
Fair Value Measurements - Additional Information (Detail) - USD ($)
 3 Months Ended 6 Months Ended
Aug. 02, 2025
Aug. 02, 2025
Feb. 01, 2025
Fair Value Disclosures [Abstract]      
Non-financial assets recognized at fair value $ 0 $ 0 $ 0
Non-financial liabilities recognized at fair value 0 0 0
Principal of remaining outstanding 31,096,000 31,096,000 $ 19,156,000
Impairment of non-financial assets $ 0 $ 0  
v3.25.2
Long-Term Debt and Financing Arrangements - Summary of Debt Obligations (Detail) - USD ($)
Aug. 02, 2025
Feb. 01, 2025
Dec. 11, 2020
Long-term debt:      
Principal of remaining oustanding $ 31,096,000 $ 19,156,000  
Total long-term debt 31,096,000 19,156,000  
Revolving Credit Facilities [Member]      
Long-term debt:      
Principal of remaining oustanding 22,862,000 11,413,000  
Third Lien Credit Agreement [Member]      
Long-term debt:      
Principal of remaining oustanding $ 8,234,000 $ 7,743,000 $ 20,000,000
v3.25.2
Long-Term Debt and Financing Arrangements - Additional Information (Detail)
 3 Months Ended 6 Months Ended 12 Months Ended
Jan. 22, 2025
USD ($)
Jan. 21, 2025
Jun. 23, 2023
USD ($)
Aug. 02, 2025
USD ($)
Aug. 03, 2024
USD ($)
Aug. 02, 2025
USD ($)
Aug. 03, 2024
USD ($)
Feb. 01, 2025
USD ($)
Jan. 25, 2026
USD ($)
Jan. 24, 2026
USD ($)
2023 Revolving Credit Facility [Member]                    
Line of Credit Facility [Line Items]                    
Amount available under the Revolving Credit Facility       $ 42,607,000   $ 42,607,000        
Amount outstanding under the credit facility       22,862,000   22,862,000        
Letters of credit amount outstanding       $ 6,161,000   $ 6,161,000        
Weighted average interest rate for borrowings outstanding       6.90%   6.90%        
V Opco, LLC [Member] | SOFR [Member]                    
Line of Credit Facility [Line Items]                    
Variable rate percentage     1.00%              
V Opco, LLC [Member] | Average Daily Excess Availability is Greater Than or Equal to 33.3% but Less Than or Equal to 66.7% of Loan Cap [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]                    
Line of Credit Facility [Line Items]                    
Variable rate percentage     2.25%              
V Opco, LLC [Member] | Average Daily Excess Availability Is Less Than 33.3% Of Loan Cap [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]                    
Line of Credit Facility [Line Items]                    
Variable rate percentage     2.50%              
V Opco, LLC [Member] | 2023 Revolving Credit Facility [Member]                    
Line of Credit Facility [Line Items]                    
Maximum borrowing capacity     $ 85,000,000              
Letters of credit sublimit amount     10,000,000              
Increased aggregate commitments amount     $ 15,000,000              
Variable rate percentage     1.00%              
Financing costs incurred       $ 0 $ 0 $ 0 $ 8,000 $ 466,000    
Debt instrument, maturity date description           The 2023 Revolving Credit Facility matures on the earlier of June 23, 2028, and 91 days prior to the earliest maturity date of any Material Indebtedness (as defined in the 2023 Revolving Credit Agreement), including the subordinated indebtedness pursuant to the Third Lien Credit Agreement.        
V Opco, LLC [Member] | 2023 Revolving Credit Facility [Member] | Pro Forma [Member]                    
Line of Credit Facility [Line Items]                    
Proforma fixed charge coverage ratio     1              
Percentage of excess availability greater than loan     20.00%              
Pro forma excess availability     $ 15,000,000              
V Opco, LLC [Member] | 2023 Revolving Credit Facility [Member] | Federal Funds Rate [Member]                    
Line of Credit Facility [Line Items]                    
Variable rate percentage     0.50%              
V Opco, LLC [Member] | 2023 Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]                    
Line of Credit Facility [Line Items]                    
Variable rate percentage     2.00%              
V Opco, LLC [Member] | 2023 Revolving Credit Facility [Member] | Certain Specified Events of Default [Member]                    
Line of Credit Facility [Line Items]                    
Line of credit facility percentage increase in interest rate in case of default     2.00%              
V Opco, LLC [Member] | 2023 Revolving Credit Facility [Member] | Financial Covenants [Member]                    
Line of Credit Facility [Line Items]                    
Percentage of loan cap     10.00%              
Miminum excess availability     $ 7,500,000              
V Opco, LLC [Member] | Base Rate Loans [Member] | Average Daily Excess Availability is Greater Than or Equal to 33.3% but Less Than or Equal to 66.7% of Loan Cap [Member]                    
Line of Credit Facility [Line Items]                    
Variable rate percentage     1.25%              
V Opco, LLC [Member] | Base Rate Loans [Member] | Average Daily Excess Availability Is Less Than 33.3% Of Loan Cap [Member]                    
Line of Credit Facility [Line Items]                    
Variable rate percentage     1.50%              
V Opco, LLC [Member] | Base Rate Loans [Member] | Average Daily Excess Availability is Greater Than 66.7% of Loan Cap [Member]                    
Line of Credit Facility [Line Items]                    
Variable rate percentage     1.00%              
V Opco, LLC [Member] | First Amendment To Two Thousand Twenty Three Revolving Credit Facility [Member] | Pro Forma [Member]                    
Line of Credit Facility [Line Items]                    
Proforma fixed charge coverage ratio 1   1              
V Opco, LLC [Member] | First Amendment To Two Thousand Twenty Three Revolving Credit Facility [Member] | Forecast [Member]                    
Line of Credit Facility [Line Items]                    
Percentage of loan cap                 20.00% 25.00%
Miminum excess availability                 $ 15,000,000 $ 18,750,000
V Opco, LLC [Member] | First Amendment To Two Thousand Twenty Three Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]                    
Line of Credit Facility [Line Items]                    
Variable rate percentage 2.50% 2.50%                
V Opco, LLC [Member] | First Amendment To Two Thousand Twenty Three Revolving Credit Facility [Member] | Base Rate [Member]                    
Line of Credit Facility [Line Items]                    
Variable rate percentage 1.50% 1.50%                
P180 Vince Acquisition Co. [Member]                    
Line of Credit Facility [Line Items]                    
Financing costs incurred $ 458,000                  
P180 Vince Acquisition Co. [Member] | 2023 Revolving Credit Facility [Member]                    
Line of Credit Facility [Line Items]                    
Financing costs incurred               $ 458,000    
v3.25.2
Long-Term Debt and Financing Arrangements - Additional Information 2 (Detail) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jan. 22, 2025
Jun. 23, 2023
Apr. 21, 2023
Dec. 11, 2020
Feb. 01, 2025
Aug. 02, 2025
Debt Instrument [Line Items]            
Principal of remaining oustanding         $ 19,156 $ 31,096
Third Lien Credit Agreement [Member]            
Debt Instrument [Line Items]            
Principal of remaining oustanding       $ 20,000    
Deferred financing costs       $ 485    
Closing fee payable in kind           $ 400
Third Lien Credit Agreement [Member] | Minimum [Member]            
Debt Instrument [Line Items]            
Variable rate percentage       2.00%    
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]       Interest Rate On Overdue Principal Amount [Member]    
Third Amendment to Third Lien Credit Agreement [Member]            
Debt Instrument [Line Items]            
Credit spread adjustment percentage.     0.10% 0.10%    
Variable rate percentage     9.00% 9.00%    
Debt instrument, maturity date description           amended the Third Lien Credit Agreement's maturity date to the earlier of (i) March 30, 2025 and (ii) 180 days after the maturity date under the 2018 Revolving Credit Facility
Debt instrument, maturity date     Mar. 30, 2025      
Fourth Amendment to Third Lien Credit Agreement [Member]            
Debt Instrument [Line Items]            
Debt instrument, maturity date description           Fourth Amendment (the "Third Lien Fourth Amendment") to the Third Lien Credit Agreement which, among other things, (a) extended the Third Lien Credit Agreement's maturity date to the earlier of (i) September 30, 2028 and (ii) 91 days prior to the earliest maturity date of any Material Indebtedness (as defined therein) other than the 2023 Revolving Credit Facility
Debt instrument, maturity date   Sep. 30, 2028        
Sun Capital Partners Inc [Member] | Third Lien Credit Agreement [Member]            
Debt Instrument [Line Items]            
Aggregate ownership of equity securities           67.00%
P180 Vince Acquisition Co. [Member]            
Debt Instrument [Line Items]            
Remaining outstanding balance owed $ 7,000          
Debt forgiveness 7,000          
Gain upon extinguishment         $ 11,575  
P180 Vince Acquisition Co. [Member] | Third Lien Credit Agreement [Member]            
Debt Instrument [Line Items]            
Unamortized debt issuance costs 179          
P180 Vince Acquisition Co. [Member] | Fifth Amendment to Third Lien Credit Agreement [Member]            
Debt Instrument [Line Items]            
New debt instrument at fair value 7,713          
Gain upon extinguishment 11,575          
2023 Revolving Credit Agreement [Member] | Fifth Amendment to Third Lien Credit Agreement [Member]            
Debt Instrument [Line Items]            
Payment for revolving credit facility 20,000          
2023 Revolving Credit Agreement [Member] | P180 Vince Acquisition Co. [Member]            
Debt Instrument [Line Items]            
Payment for revolving credit facility 20,000          
Debt forgiveness 7,000          
2023 Revolving Credit Agreement [Member] | P180 Vince Acquisition Co. [Member] | Fifth Amendment to Third Lien Credit Agreement [Member]            
Debt Instrument [Line Items]            
Principal of remaining oustanding 7,500          
Remaining outstanding balance owed 7,000          
Debt forgiveness 7,000          
Subordinated debt reduced amount 27,000          
2023 Revolving Credit Agreement [Member] | V Opco, LLC [Member]            
Debt Instrument [Line Items]            
Variable rate percentage   1.00%        
Debt instrument, maturity date description           The 2023 Revolving Credit Facility matures on the earlier of June 23, 2028, and 91 days prior to the earliest maturity date of any Material Indebtedness (as defined in the 2023 Revolving Credit Agreement), including the subordinated indebtedness pursuant to the Third Lien Credit Agreement.
2023 Revolving Credit Agreement [Member] | V Opco, LLC [Member] | SK Financial Services, LLC [Member] | Fifth Amendment to Third Lien Credit Agreement [Member]            
Debt Instrument [Line Items]            
Payment for revolving credit facility $ 15,000          
v3.25.2
Inventory - Additional Information (Detail) - USD ($)
$ in Thousands
Aug. 02, 2025
Feb. 01, 2025
Inventory Disclosure [Abstract]    
Finished goods, net of reserves $ 76,705 $ 59,146
v3.25.2
Share-Based Compensation - Additional Information (Detail) - USD ($)
$ in Thousands
 1 Months Ended 3 Months Ended 6 Months Ended
Sep. 30, 2020
May 31, 2018
Aug. 02, 2025
Aug. 03, 2024
Aug. 02, 2025
Aug. 03, 2024
Feb. 01, 2025
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based compensation expense     $ 96 $ 255 $ 242 $ 250  
Non-employees [Member]              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share-based compensation expense     $ 72 $ 75 $ 159 $ 150  
Vince 2013 Incentive Plan [Member]              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Additional shares of common stock available for issuance 1,000,000 660,000          
Vince 2013 Incentive Plan [Member] | Employee Stock Option [Member]              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Vesting period         4 years    
Stock options granted pursuant to the plan, description         typically vest in equal installments over four years, subject to the employees' continued employment and expire on the earlier of the tenth anniversary of the grant date or upon termination as outlined in the Vince 2013 Incentive Plan    
Vince 2013 Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member]              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Stock options granted pursuant to the plan, description         Restricted stock units ("RSUs") granted typically vest in equal installments over a three-year period or vest in equal installments over four years, subject to the employees' continued employment    
Maximum [Member] | Vince 2013 Incentive Plan [Member]              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Number of shares authorized             2,000,000
Number of shares available for future grants     229,962   229,962    
Maximum [Member] | Vince 2013 Incentive Plan [Member] | Employee Stock Option [Member]              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Share based compensation, award expiration period         10 years    
Maximum [Member] | Vince 2013 Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member]              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Vesting period         4 years    
Minimum [Member] | Vince 2013 Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member]              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Vesting period         3 years    
v3.25.2
Share-Based Compensation - Summary of Stock Option Activity (Details)
 6 Months Ended
Aug. 02, 2025
$ / shares
shares
Share-Based Payment Arrangement [Abstract]  
Stock Options, Granted | shares 403,650
Stock Options, Forfeited or expired | shares (3,300)
Stock Options, Outstanding at August 2, 2025 | shares 400,350
Weighted Average Exercise Price, Granted | $ / shares $ 1.47
Weighted Average Exercise Price, Forfeited or expired | $ / shares 1.47
Weighted Average Exercise Price, Outstanding at August 2, 2025 | $ / shares $ 1.47
Weighted Average Remaining Contractual Term (years), Outstanding at August 2, 2025 9 years 9 months 18 days
v3.25.2
Share-Based Compensation - Schedule of Restricted Stock Units Activity (Detail) - Restricted Stock Units (RSUs) [Member]
 6 Months Ended
Aug. 02, 2025
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Restricted Stock Units, Non-vested restricted stock units at February 1, 2025 | shares 366,399
Restricted Stock Units, Granted | shares 5,000
Restricted Stock Units, Vested | shares (167,425)
Restricted Stock Units, Non-vested restricted stock units at August 2, 2025 | shares 203,974
Weighted Average Grant Date Fair Value, Non-vested restricted stock units at February 1, 2025 | $ / shares $ 2.25
Weighted Average Grant Date Fair Value, Granted | $ / shares 2.04
Weighted Average Grant Date Fair Value, Vested | $ / shares 2.54
Weighted Average Grant Date Fair Value, Non-vested restricted stock units at August 2, 2025 | $ / shares $ 2.01
v3.25.2
Stockholders' Equity - Additional Information (Detail) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 6 Months Ended
Oct. 03, 2024
Jun. 30, 2023
Aug. 02, 2025
May 03, 2025
Aug. 03, 2024
May 04, 2024
Aug. 02, 2025
Feb. 01, 2025
Sep. 21, 2021
Schedule Of Shareholders Equity [Line Items]                  
Common stock, par value     $ 0.01       $ 0.01 $ 0.01  
Offering price       $ 4 $ 7 $ 7      
Registration Statement [Member]                  
Schedule Of Shareholders Equity [Line Items]                  
Authorized common stock shares available for sale from time to time in one or more offerings 10,000,000               3,000,000
Common stock, par value $ 0.01                
Offering price $ 2,925                
At-the-Market Offering [Member]                  
Schedule Of Shareholders Equity [Line Items]                  
Common stock, par value   $ 0.01              
Offering price   $ 7,825              
Stock issued during period, shares     0       0    
Common stock value, available under offering     $ 2,925       $ 2,925    
v3.25.2
Earnings Per Share - Schedule of Reconciliation of Weighted Average Basic Shares to Weighted Average Diluted Shares Outstanding (Detail) - shares
 3 Months Ended 6 Months Ended
Aug. 02, 2025
Aug. 03, 2024
Aug. 02, 2025
Aug. 03, 2024
Earnings Per Share [Abstract]        
Weighted-average shares—basic 12,906,045 12,569,488 12,863,100 12,538,695
Effect of dilutive equity securities 52,694 47,597 87,728 67,880
Weighted-average shares—diluted 12,958,739 12,617,085 12,950,828 12,606,575
v3.25.2
Earnings Per Share - Additional Information (Detail) - shares
 3 Months Ended 6 Months Ended
Aug. 02, 2025
Aug. 03, 2024
Aug. 02, 2025
Aug. 03, 2024
Earnings Per Share [Abstract]        
Number of weighted average of anti-dilutive securities 522,638 424,838 182,809 324,381
v3.25.2
Commitments and Contingencies - Additional Information (Detail)
$ in Thousands
 3 Months Ended
Aug. 02, 2025
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
Proceeds from employee retention credit payment $ 7,173
Employee retention credit benefit $ 5,613
Government Assistance, Operating Income, Increase (Decrease), Statement of Income or Comprehensive Income [Extensible Enumeration] Selling, General and Administrative Expense
Employee retention credit interest received $ 1,560
Government Assistance, Nonoperating Income, Increase (Decrease), Statement of Income or Comprehensive Income [Extensible Enumeration] Other Nonoperating Income
v3.25.2
Income Taxes - Additional Information (Detail) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Aug. 02, 2025
Aug. 03, 2024
May 04, 2024
Aug. 02, 2025
Aug. 03, 2024
Income Tax Disclosure [Abstract]          
Provision (benefit) for income taxes $ 58 $ (794)   $ 58 $ (1,681)
Reversal of ordinary tax expense     $ 794    
v3.25.2
Leases - Additional Information (Detail) - USD ($)
$ in Thousands
 6 Months Ended 12 Months Ended
Aug. 02, 2025
Feb. 01, 2025
Leases [Abstract]    
Initial terms of operating leases 10 years  
Option to extend, description, operating leases The Company has operating leases for real estate (primarily retail stores, storage, and office spaces) some of which have initial terms of 10 years, and in many instances can be extended for an additional term, while certain recent leases are subject to shorter terms as a result of the implementation of the strategy to pursue shorter lease terms when evaluating certain markets.  
Option to extend, existence, operating leases true  
Future minimum payment lease not yet commenced $ 2,155  
Sublease term   3 years
Sublease, future minimum operating lease remaining payments $ 2,000  
Remaining sublease term 2 years 2 months 12 days  
v3.25.2
Leases - Summary of Lease Cost (Detail) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Aug. 02, 2025
Aug. 03, 2024
Aug. 02, 2025
Aug. 03, 2024
Leases [Abstract]        
Operating lease cost $ 5,765 $ 5,479 $ 11,445 $ 10,951
Variable operating lease cost 29 54 94 152
Sublease income (216)   (432)  
Total lease cost $ 5,578 $ 5,533 $ 11,107 $ 11,103
v3.25.2
Leases - Summary of Future Maturity of Lease Liabilities (Detail)
$ in Thousands
Aug. 02, 2025
USD ($)
Leases [Abstract]  
Fiscal 2025 $ 10,222
Fiscal 2026 22,499
Fiscal 2027 19,400
Fiscal 2028 18,581
Fiscal 2029 17,335
Thereafter 41,711
Total lease payments 129,748
Less: Imputed interest (26,927)
Total operating lease liabilities $ 102,821
v3.25.2
Segment Financial Information - Additional Information (Detail)
 6 Months Ended
Aug. 02, 2025
Segments
Segment Reporting [Abstract]  
Number of reportable segments 2
Expense information used by CODM description The Company’s CODM evaluates segment performance based on several factors, including Income before income taxes and equity in net income of equity method investment. The CODM uses Income before income taxes and equity in net income of equity method investment as the key performance measure of segment profitability because it excludes the impact of certain items that our CODM believes do not directly reflect our underlying operations, including the impact of income taxes and equity in net income of equity method investment.
Segment Reporting, CODM, Individual Title and Position or Group Name [Extensible Enumeration] srt:ChiefExecutiveOfficerMember
v3.25.2
Segment Financial Information - Summary of Reportable Segments Information (Detail) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Aug. 02, 2025
Aug. 03, 2024
Aug. 02, 2025
Aug. 03, 2024
Feb. 01, 2025
Segment Reporting Information [Line Items]          
Net Sales [1] $ 73,241 $ 74,169 $ 131,174 $ 133,340  
Cost of Products Sold [2] 36,303 39,038 65,073 68,296  
Income (loss) before income taxes and equity in net income (loss) of equity method investment 11,862 (517) 6,568 3,441  
Depreciation and Amortization 773 1,022 1,534 2,035  
Capital Expenditures 2,106 681 3,530 1,421  
Total Assets 238,972   238,972   $ 222,735
Operating Segments [Member]          
Segment Reporting Information [Line Items]          
Net Sales 73,241 74,169 131,174 133,340  
Cost of Products Sold 36,303 39,038 65,073 68,296  
Staff and Personnel 6,825 6,965 13,445 13,765  
Occupancy 6,657 6,499 13,330 12,956  
Marketing and advertising 1,948 2,070 4,253 4,115  
Other segment items 4,239 4,332 9,207 8,823  
Income (loss) before income taxes and equity in net income (loss) of equity method investment 17,269 15,265 25,866 25,385  
Depreciation and Amortization 699 803 1,385 1,596  
Capital Expenditures 1,999 669 3,385 1,409  
Total Assets 187,407   187,407   168,602
Operating Segments [Member] | Vince Wholesale [Member]          
Segment Reporting Information [Line Items]          
Net Sales 44,762 47,184 75,052 77,441  
Cost of Products Sold 25,828 28,375 44,287 46,511  
Staff and Personnel 933 1,078 1,828 2,108  
Occupancy 127 121 235 191  
Marketing and advertising 48 114 162 248  
Other segment items 768 833 2,085 1,536  
Income (loss) before income taxes and equity in net income (loss) of equity method investment 17,058 16,663 26,455 26,847  
Depreciation and Amortization 85 24 161 46  
Capital Expenditures 237 188 333 188  
Total Assets 86,238   86,238   68,488
Operating Segments [Member] | Vince Direct-to-Consumer [Member]          
Segment Reporting Information [Line Items]          
Net Sales 28,479 26,985 56,122 55,899  
Cost of Products Sold 10,475 10,663 20,786 21,785  
Staff and Personnel 5,892 5,887 11,617 11,657  
Occupancy 6,530 6,378 13,095 12,765  
Marketing and advertising 1,900 1,956 4,091 3,867  
Other segment items 3,471 3,499 7,122 7,287  
Income (loss) before income taxes and equity in net income (loss) of equity method investment 211 (1,398) (589) (1,462)  
Depreciation and Amortization 614 779 1,224 1,550  
Capital Expenditures 1,762 481 3,052 1,221  
Total Assets 101,169   101,169   100,114
Unallocated Corporate [Member]          
Segment Reporting Information [Line Items]          
Income (loss) before income taxes and equity in net income (loss) of equity method investment (5,407) (15,782) (19,298) (29,577)  
Depreciation and Amortization 74 219 149 439  
Capital Expenditures 107 $ 12 145 12  
Total Assets $ 51,565   $ 51,565   $ 54,133
Unallocated Corporate [Member] | Rebecca Taylor and Parker [Member]          
Segment Reporting Information [Line Items]          
Income (loss) before income taxes and equity in net income (loss) of equity method investment       $ 7,633  
[1] Includes $0 and $149 of net sales for the three and six months ended August 2, 2025, respectively, and $299 and $700 for the three and six months ended August 3, 2024, respectively, which is with a former related party.
[2] Includes royalty expense of $3,623 and $6,205 for the three and six months ended August 2, 2025, respectively, and $3,713 and $6,401 for the three and six months ended August 3, 2024, respectively, which is with a related party. Includes cost of products sold of $0 and $230 for the three and six months ended August 2, 2025, respectively, and $8 and $20 for the three and six months ended August 3, 2024, respectively, which is with a former related party.
v3.25.2
Segment Financial Information - Summary of Reportable Segments Information (Parenthetical) (Detail) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Aug. 02, 2025
Aug. 03, 2024
Aug. 02, 2025
Aug. 03, 2024
Segment Reporting Information [Line Items]        
Proceeds from employee retention credit payment $ 7,173      
Employee Retention Credit [Member] | Unallocated Corporate [Member]        
Segment Reporting Information [Line Items]        
Proceeds from employee retention credit payment 7,173   $ 7,173  
Vince Wholesale [Member]        
Segment Reporting Information [Line Items]        
Royalty expense 2,777 $ 2,920 4,539 $ 4,731
Vince Direct-to-Consumer [Member]        
Segment Reporting Information [Line Items]        
Royalty expense $ 846 $ 793 $ 1,666 $ 1,670
v3.25.2
Related Party Transactions - Additional Information (Detail) - USD ($)
 3 Months Ended 6 Months Ended
May 25, 2023
Aug. 02, 2025
Aug. 03, 2024
Aug. 02, 2025
Aug. 03, 2024
Feb. 01, 2025
Jan. 22, 2025
Dec. 11, 2020
Related Party Transaction [Line Items]                
Maximum borrowing capacity   $ 31,096,000   $ 31,096,000   $ 19,156,000    
Received distributions of cash under operating agreement   252,000 $ 640,000 2,028,000 $ 1,247,000      
Payment of cash under license agreement   550,000   8,463,000        
Net sales [1]   73,241,000 74,169,000 131,174,000 133,340,000      
Cost of products sold [2]   36,303,000 39,038,000 65,073,000 68,296,000      
Selling, general and administrative expenses [3]   25,787,000 34,001,000 59,388,000 65,944,000      
Related Party [Member]                
Related Party Transaction [Line Items]                
Accrued royalty expenses   1,255,000   1,255,000   3,513,000    
V Opco [Member] | Minimum [Member]                
Related Party Transaction [Line Items]                
Royalty expense $ 11,000,000              
P180 Vince Acquisition Co. [Member]                
Related Party Transaction [Line Items]                
Outstanding reimbursements   599,000   599,000        
CaaStle Inc [Member] | Related Party [Member]                
Related Party Transaction [Line Items]                
Outstanding amount due   0   0   24,000    
Third Lien Credit Agreement [Member]                
Related Party Transaction [Line Items]                
Maximum borrowing capacity   8,234,000   8,234,000   $ 7,743,000   $ 20,000,000
CaaStle Platform Services Agreement [Member]                
Related Party Transaction [Line Items]                
Net sales   0 299,000 149,000 700,000      
Cost of products sold   0 8,000 230,000 20,000      
Selling, general and administrative expenses   $ 0 95,000 $ 195,000 231,000      
Sun Capital [Member] | Third Lien Credit Agreement [Member]                
Related Party Transaction [Line Items]                
Ownership percentage of common stock   67.00%   67.00%        
Sun Capital [Member] | Amended and Restated Certificate of Incorporation [Member]                
Related Party Transaction [Line Items]                
Ownership percentage of common stock   30.00%   30.00%        
Sun Capital Consulting Agreement [Member]                
Related Party Transaction [Line Items]                
Date of related party transaction agreement       Nov. 27, 2013        
Reimbursement of expenses incurred   $ 0 $ 1,000 $ 0 $ 10,000      
Second and Third Amended and Restated Bylaws [Member]                
Related Party Transaction [Line Items]                
Ownership percentage of common stock             30.00%  
[1] Includes $0 and $149 of net sales for the three and six months ended August 2, 2025, respectively, and $299 and $700 for the three and six months ended August 3, 2024, respectively, which is with a former related party.
[2] Includes royalty expense of $3,623 and $6,205 for the three and six months ended August 2, 2025, respectively, and $3,713 and $6,401 for the three and six months ended August 3, 2024, respectively, which is with a related party. Includes cost of products sold of $0 and $230 for the three and six months ended August 2, 2025, respectively, and $8 and $20 for the three and six months ended August 3, 2024, respectively, which is with a former related party.
[3] Includes SG&A expenses of $0 and $195 for the three and six months ended August 2, 2025, respectively, and $95 and $231 for the three and six months ended August 3, 2024, respectively, which is with a former related party.