VINCE HOLDING CORP., 10-K filed on 4/16/2026
Annual Report
v3.26.1
Document and Entity Information - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2026
Mar. 31, 2026
Aug. 02, 2025
Cover [Abstract]      
Document Type 10-K    
Amendment Flag false    
Document Period End Date Jan. 31, 2026    
Document Fiscal Year Focus 2025    
Document Fiscal Period Focus FY    
Trading Symbol VNCE    
Entity Registrant Name VINCE HOLDING CORP.    
Entity Central Index Key 0001579157    
Current Fiscal Year End Date --01-31    
Entity Well-known Seasoned Issuer No    
Entity Current Reporting Status Yes    
Entity Voluntary Filers No    
Entity Filer Category Non-accelerated Filer    
Entity Small Business true    
Entity Emerging Growth Company false    
Entity Shell Company false    
Entity Common Stock, Shares Outstanding   12,847,294  
Entity Public Float     $ 7.6
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 NASDAQ    
Document Annual Report true    
Document Transition Report false    
Entity Interactive Data Current Yes    
Entity Incorporation, State or Country Code DE    
ICFR Auditor Attestation Flag false    
Document Financial Statement Error Correction [Flag] false    
Auditor Name PricewaterhouseCoopers LLP    
Auditor Firm ID 238    
Auditor Location New York, New York    
Auditor Opinion

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Vince Holding Corp. and its subsidiaries (the "Company") as of January 31, 2026 and February 1, 2025, and the related consolidated statements of operations and comprehensive income (loss), of stockholders’ equity and of cash flows for the years then ended, including the related notes and financial statement schedule listed in the index appearing on page F-1 for the years ended January 31, 2026 and February 1, 2025 (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of January 31, 2026 and February 1, 2025, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

    
Documents Incorporated by Reference [Text Block]

Portions of the registrant's definitive proxy statement to be filed with the Securities and Exchange Commission in connection with the registrant's 2024 annual meeting of stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K.

    
v3.26.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Jan. 31, 2026
Feb. 01, 2025
Current assets:    
Cash and cash equivalents $ 498 $ 607
Trade receivables, net of allowance for doubtful accounts $6,835 and $335 at January 31, 2026 and February 1, 2025, respectively [1] 30,482 32,927
Inventories, net 66,240 59,146
Prepaid expenses and other current assets 3,770 3,896
Total current assets 100,990 96,576
Property and equipment, net 7,939 7,378
Operating lease right-of-use assets, net 90,874 91,209
Equity method investment 21,451 23,464
Other assets 3,787 4,108
Total assets 225,041 222,735
Current liabilities:    
Accounts payable 25,921 35,090
Accrued salaries and employee benefits 10,811 8,709
Other accrued expenses [2] 14,800 13,722
Short-term lease liabilities 16,391 16,025
Total current liabilities 67,923 73,546
Long-term debt 19,462 19,156
Long-term lease liabilities 86,535 87,180
Deferred income tax liability 636 631
Other liabilities 385 463
Commitments and contingencies (Note 6)
Stockholders' equity:    
Common stock at $0.01 par value (100,000,000 shares authorized, 12,846,589 and 12,758,852 shares issued and outstanding at January 31, 2026 and February 1, 2025, respectively) 128 128
Additional paid-in capital 1,160,118 1,158,279
Accumulated deficit (1,110,303) (1,116,681)
Accumulated other comprehensive income 157 33
Total stockholders' equity 50,100 41,759
Total liabilities and stockholders' equity $ 225,041 $ 222,735
[1] 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 $3,629 and $3,513 as of January 31, 2026 and February 1, 2025, respectively, which is with a related party.
v3.26.1
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Jan. 31, 2026
Feb. 01, 2025
Allowance for doubtful accounts $ 6,835 $ 335
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 100,000,000 100,000,000
Common stock, shares issued 12,846,589 12,758,852
Common stock, shares outstanding 12,846,589 12,758,852
Receivables   $ 638
Related Party [Member]    
Receivables   614
Accrued royalty expenses $ 3,629 3,513
Former Related Party [Member]    
Receivables   $ 24
v3.26.1
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Income Statement [Abstract]    
Net sales [1] $ 300,007 $ 293,452
Cost of products sold [2] 150,864 148,273
Gross profit 149,143 145,179
Impairment of goodwill 0 31,973
Gain on sale of subsidiary 0 (7,634)
Selling, general and administrative expenses [3] 139,905 138,016
Income (loss) from operations 9,238 (17,176)
Interest expense, net [4] 3,426 6,569
Other income (1,560) (344)
Income (loss) before income taxes and equity in net income of equity method investment 7,372 (23,401)
Provision (benefit) for income taxes 2,584 (3,642)
Income (loss) before equity in net income of equity method investment 4,788 (19,759)
Equity in net income of equity method investment 1,590 712
Net income (loss) 6,378 (19,047)
Other comprehensive income:    
Foreign currency translation adjustments 124 111
Comprehensive income (loss) $ 6,502 $ (18,936)
Earnings (loss) per share:    
Basic earnings (loss) per share $ 0.49 $ (1.51)
Diluted earnings (loss) per share $ 0.49 $ (1.51)
Weighted average shares outstanding:    
Basic 12,978,284 12,579,588
Diluted 13,075,787 12,579,588
[1] Includes $149 and $1,106 of net sales for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a former related party.
[2] Includes royalty expense of $14,079 and $13,963 for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a related party. Includes cost of products sold of $230 and $38 for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a former related party.
[3] Includes SG&A expenses of $195 and $625 for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a former related party.
[4] Includes capitalized PIK interest with the Third Lien Credit Facility of $1,019 and $4,515 for the years ended January 31, 2026 and February 1, 2025, respectively, which was with a former related party.
v3.26.1
Consolidated Statements of Operations and Comprehensive Income (Loss) (Parenthetical) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Net sales [1] $ 300,007 $ 293,452
Cost of products sold [2] 150,864 148,273
SG&A expenses [3] 139,905 138,016
Capitalized PIK Interest 1,019 4,515
Related Party [Member]    
Net sales 149 1,106
Royalty expense 14,079 13,963
Cost of products sold 230 38
SG&A expenses 195 625
Related Party [Member] | Third Lien Credit Facility [Member]    
Capitalized PIK Interest $ 1,019 $ 4,515
[1] Includes $149 and $1,106 of net sales for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a former related party.
[2] Includes royalty expense of $14,079 and $13,963 for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a related party. Includes cost of products sold of $230 and $38 for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a former related party.
[3] Includes SG&A expenses of $195 and $625 for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a former related party.
v3.26.1
Consolidated Statements of Stockholders' Equity - USD ($)
$ 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 (loss) income:          
Net Income (Loss) (19,047)     (19,047)  
Foreign currency translation adjustment 111       111
Deemed contribution in connection with debt extinguishment 11,575   11,575    
Contribution from principal stockholder 614   614    
Share-based compensation expense 1,588   1,588    
Restricted stock unit vestings   $ 3 (3)    
Restricted stock unit vestings, shares   356,451      
Tax withholdings related to restricted stock vesting (264)   (264)    
Tax withholdings related to restricted stock vesting, shares   (117,189)      
Issuance of common stock, net of certain fees, shares   13,034      
Issuance of common stock, net of certain fees 29   29    
Ending Balance at Feb. 01, 2025 $ 41,759 $ 128 1,158,279 (1,116,681) 33
Ending Balance, shares at Feb. 01, 2025 12,758,852 12,758,852      
Comprehensive (loss) income:          
Net Income (Loss) $ 6,378     6,378  
Foreign currency translation adjustment 124       124
Share-based compensation expense 426   426    
Restricted stock unit vestings   $ 2 (2)    
Restricted stock unit vestings, shares   206,185      
Issuance of common stock, net of certain fees, shares   581,552      
Issuance of common stock, net of certain fees 2,027 $ 5 2,022    
Cancellation of shares, shares   (700,000)      
Cancellation of shares   $ (7) 7    
Other (614)   (614)    
Ending Balance at Jan. 31, 2026 $ 50,100 $ 128 $ 1,160,118 $ (1,110,303) $ 157
Ending Balance, shares at Jan. 31, 2026 12,846,589 12,846,589      
v3.26.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Operating activities    
Net income (loss) $ 6,378 $ (19,047)
Add (deduct) items not affecting operating cash flows:    
Impairment of goodwill 0 31,973
Depreciation and amortization 2,908 4,006
Allowance for doubtful accounts 6,503 9
Gain on sale of subsidiary 0 (7,634)
Loss on disposal of property and equipment 71 88
Amortization of deferred financing costs 366 312
Deferred income taxes 5 (4,282)
Share-based compensation expense 426 1,588
Capitalized PIK Interest due to loan with former related party 1,019 4,515
Equity in net income of equity method investment, net of distributions 2,013 2,683
Changes in assets and liabilities:    
Receivables, net (4,669) (11,652)
Inventories (7,035) (376)
Prepaid expenses and other current assets 130 298
Accounts payable and accrued expenses (5,088) 19,820
Other assets and liabilities (40) (242)
Net cash provided by operating activities 2,987 22,059
Investing activities    
Payments for capital expenditures (4,287) (4,232)
Net cash used in investing activities (4,287) (4,232)
Financing activities    
Proceeds from borrowings under the Revolving Credit Facilities 219,557 211,213
Repayment of borrowings under the Revolving Credit Facilities (220,269) (214,027)
Repayment of borrowings under the Third Lien Credit Facility 0 (15,000)
Tax withholdings related to restricted stock vesting 0 (264)
Proceeds from issuance of common stock, net of certain fees 2,027 29
Financing fees (135) (332)
Net cash provided by (used in) financing activities 1,180 (18,381)
(Decrease) increase in cash, cash equivalents, and restricted cash (120) (554)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash 11 1
Cash, cash equivalents, and restricted cash, beginning of period 666 1,219
Cash, cash equivalents, and restricted cash, end of period 557 666
Less: restricted cash at end of period 59 59
Cash and cash equivalents per balance sheet at end of period 498 607
Supplemental Disclosures of Cash Flow Information    
Cash payments for interest 2,060 1,784
Cash payments for income taxes, net of refunds 1,816 25
Supplemental Disclosures of Non-Cash Investing and Financing Activities    
Deemed contribution in connection with debt extinguishment 0 11,575
Capital expenditures in accounts payable and accrued liabilities 10 782
(Write-off)/contribution from principal stockholder in accounts receivable (0) 614
Deferred financing fees in accrued liabilities $ 0 $ 135
v3.26.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Pay vs Performance Disclosure    
Net Income (Loss) $ 6,378 $ (19,047)
v3.26.1
Insider Trading Arrangements
 3 Months Ended
Jan. 31, 2026
shares
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

On September 29, 2025, Eugenia Ulasewicz, a member of the Company's Board of Directors, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to sell up to 11,322 shares of common stock. On December 24, 2025, Ms. Ulasewicz completed a sale of 11,322 shares pursuant to her 10b5-1 plan, and the plan was terminated on such date in accordance with its terms.

In addition, we are reporting the following information in lieu of reporting on a Current Report on Form 8-K under Item 5.02, “Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.”
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
Eugenia Ulasewicz [Member]  
Trading Arrangements, by Individual  
Name Eugenia Ulasewicz
Title Board of Directors
Rule 10b5-1 Arrangement Adopted true
Adoption Date September 29, 2025
Aggregate Available 11,322
v3.26.1
Insider Trading Policies and Procedures
 12 Months Ended
Jan. 31, 2026
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.26.1
Cybersecurity Risk Management, Strategy, and Governance
 12 Months Ended
Jan. 31, 2026
Cybersecurity Risk Management, Strategy, and Governance [Abstract]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]

ITEM 1C. CYBERSECURITY.

Cybersecurity Risk Management and Strategy

The Company is committed to, and recognizes the importance of, information security, cyber readiness, and data privacy protections to our business and reputation, which includes assessing, identifying, and managing material risks associated with cybersecurity threats. Our cybersecurity program uses processes, technologies, and controls to assist in our efforts to assess, identify, and manage material cybersecurity-related risks.

The Company employs a number of tools and services, such as network monitoring and vulnerability assessments to inform our risk identification and assessment processes. We also maintain an incident response plan that outlines processes designed to triage, assess the severity of, escalate, contain, investigate, and remediate cybersecurity incidents while also complying with relevant legal obligations. Our employees receive cybersecurity awareness and sensitive information protection training on a regular basis, which we also periodically test for effectiveness through simulations, which may include simulated phishing emails and tabletop exercises. Additionally, the Company regularly makes assessments related to the potential impact of a security incident at a

third-party vendor, service provider or customer or otherwise implicating the third-party technology and systems the Company uses. We also maintain cybersecurity risk insurance.

Our information security team serves as a first line of defense, including managing cyber risk strategy execution and owning the day-to-day management of these risks. Our enterprise risk management function, which includes members of our executive leadership team, serves as a second line of defense, bringing holistic risk oversight while serving as a partner to the business to help strategically manage risk. In particular, cybersecurity risks are monitored by a team composed of members of our executive team, who in turn provides updates to the Audit Committee of our Board of Directors, who is responsible for assisting the Board of Directors with oversight over cybersecurity risks.

Through the processes described above, we did not identify risks from current or past cybersecurity incidents that have materially affected or are reasonably likely to materially affect our business strategy, results of operations, or financial condition. However, despite our efforts, we cannot eliminate all risks from cybersecurity threats, or provide assurances that we have not experienced undetected cybersecurity incidents. See Part I, Item IA. Risk Factors – “Risks Related to Our Information Technology and Security”.

Cybersecurity Governance

Our Board of Directors and Audit Committee are actively engaged in the oversight of our information security program, including the Company’s technology and information security policies and practices, the internal controls relating to information security, and the steps taken by management to identify, monitor, and control any risk exposures. Our management has general responsibility for day-to-day implementation of our information technology, cybersecurity, and privacy strategies and policies, including deployment and use of security tools, applications, and employee training. Role or project specific employee training, as well as other training, may also occur, as needed. Our cybersecurity risk management and strategy processes, which are discussed in greater detail above, are led by our Chief Administrative Officer and our Senior Vice President of Operations and Technology, who are assisted by other members of our senior management team. The team engaged in the cybersecurity risk management process has risk management backgrounds, certifications, and/or cyber experience in prior professional roles and at the Company. The team also maintains expertise on cyber risk management through third party consultants, external training, and affiliations with relevant organizations.

Given the importance of information security to our customers, employees, suppliers and other partners, our Board and/or the Audit Committee receives reports as needed from the Chief Administrative Officer on cybersecurity-related matters, including the status of projects to strengthen our security systems and to improve our cyber threat readiness, as well as on the existing and emerging cyber threat landscape and our program for managing these security risks.
Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block]

Cybersecurity Governance

Our Board of Directors and Audit Committee are actively engaged in the oversight of our information security program, including the Company’s technology and information security policies and practices, the internal controls relating to information security, and the steps taken by management to identify, monitor, and control any risk exposures. Our management has general responsibility for day-to-day implementation of our information technology, cybersecurity, and privacy strategies and policies, including deployment and use of security tools, applications, and employee training. Role or project specific employee training, as well as other training, may also occur, as needed. Our cybersecurity risk management and strategy processes, which are discussed in greater detail above, are led by our Chief Administrative Officer and our Senior Vice President of Operations and Technology, who are assisted by other members of our senior management team. The team engaged in the cybersecurity risk management process has risk management backgrounds, certifications, and/or cyber experience in prior professional roles and at the Company. The team also maintains expertise on cyber risk management through third party consultants, external training, and affiliations with relevant organizations.

Given the importance of information security to our customers, employees, suppliers and other partners, our Board and/or the Audit Committee receives reports as needed from the Chief Administrative Officer on cybersecurity-related matters, including the status of projects to strengthen our security systems and to improve our cyber threat readiness, as well as on the existing and emerging cyber threat landscape and our program for managing these security risks.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] Our Board of Directors and Audit Committee are actively engaged in the oversight of our information security program, including the Company’s technology and information security policies and practices, the internal controls relating to information security, and the steps taken by management to identify, monitor, and control any risk exposures.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block] In particular, cybersecurity risks are monitored by a team composed of members of our executive team, who in turn provides updates to the Audit Committee of our Board of Directors, who is responsible for assisting the Board of Directors with oversight over cybersecurity risks.
Cybersecurity Risk Role of Management [Text Block] Our information security team serves as a first line of defense, including managing cyber risk strategy execution and owning the day-to-day management of these risks. Our enterprise risk management function, which includes members of our executive leadership team, serves as a second line of defense, bringing holistic risk oversight while serving as a partner to the business to help strategically manage risk. In particular, cybersecurity risks are monitored by a team composed of members of our executive team, who in turn provides updates to the Audit Committee of our Board of Directors, who is responsible for assisting the Board of Directors with oversight over cybersecurity risks.
Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block] Our cybersecurity risk management and strategy processes, which are discussed in greater detail above, are led by our Chief Administrative Officer and our Senior Vice President of Operations and Technology, who are assisted by other members of our senior management team. The team engaged in the cybersecurity risk management process has risk management backgrounds, certifications, and/or cyber experience in prior professional roles and at the Company.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block] The team engaged in the cybersecurity risk management process has risk management backgrounds, certifications, and/or cyber experience in prior professional roles and at the Company. The team also maintains expertise on cyber risk management through third party consultants, external training, and affiliations with relevant organizations.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block] Our cybersecurity risk management and strategy processes, which are discussed in greater detail above, are led by our Chief Administrative Officer and our Senior Vice President of Operations and Technology, who are assisted by other members of our senior management team. The team engaged in the cybersecurity risk management process has risk management backgrounds, certifications, and/or cyber experience in prior professional roles and at the Company. The team also maintains expertise on cyber risk management through third party consultants, external training, and affiliations with relevant organizations.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.26.1
Description of Business and Summary of Significant Accounting Policies
 12 Months Ended
Jan. 31, 2026
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Description of Business and Summary of Significant Accounting Policies

Note 1. Description of Business and Summary of Significant Accounting Policies

(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 "Significant 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 "Significant 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 "Significant 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 websites. 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 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 ("SEC").

The consolidated financial statements include the Company's accounts and the accounts of the Company's wholly-owned subsidiaries as of January 31, 2026. All intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, the financial statements contain all adjustments (consisting solely of normal recurring adjustments) and disclosures necessary for a fair presentation.

(C) Fiscal Year: The Company operates on a fiscal calendar widely used by the retail industry that results in a given fiscal year consisting of a 52 or 53-week period ending on the Saturday closest to January 31.

•
References to "fiscal year 2025" or "fiscal 2025" refer to the fiscal year ended January 31, 2026; and
•
References to "fiscal year 2024" or "fiscal 2024" refer to the fiscal year ended February 1, 2025.

Fiscal year 2025 and fiscal year 2024 consisted of 52-week periods.

(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 5 "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 9 "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 implemented tariffs and ongoing developments. 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 implemented tariffs and ongoing developments, 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) Use of Estimates: The preparation of consolidated 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 consolidated financial statements.

(F) Cash and cash equivalents: All demand deposits and highly liquid short-term deposits with original maturities of three months or less are considered cash equivalents.

(G) Accounts Receivable and Concentration of Credit Risk: The Company maintains an allowance for accounts receivable estimated to be uncollectible. The adjustments to the provision are recorded in Selling, general and administrative ("SG&A") expense. Substantially all of the Company's trade receivables are derived from sales to retailers and are recorded at the invoiced amount and do not bear interest. The Company performs ongoing credit evaluations of its wholesale partners' financial condition and requires collateral as deemed necessary. The past due status of a receivable is based on its contractual terms. Account balances are charged off against the allowance when it is probable the receivable will not be collected.

Accounts receivable are recorded net of allowances including expected future chargebacks from wholesale partners and estimated margin support. It is the nature of the apparel and fashion industry that suppliers similar to the Company face significant pressure from customers in the retail industry to provide allowances to compensate for wholesale partner margin shortfalls. This pressure often takes the form of customers requiring the Company to provide price concessions on prior shipments as a prerequisite for obtaining future orders. Pressure for these concessions is largely determined by overall retail sales performance and, more specifically, the performance of the Company's products at retail. To the extent the Company's wholesale partners have more of the Company's goods on hand at the end of the season, there will be greater pressure for the Company to grant markdown concessions on prior shipments. Accounts receivable balances are reported net of expected allowances for these matters based on the historical level of concessions required and estimates of the level of markdowns and allowances that will be required in the coming season. The Company evaluates the allowance balances on a continual basis and adjusts them as necessary to reflect changes in anticipated

allowance activity. The Company also provides an allowance for sales returns based on known trends and historical return rates. In fiscal 2025, the Company recorded an increase in its allowance for doubtful accounts primarily due to expected losses on trade receivables associated with a wholesale customer, Saks Global ("Saks"), filing for a voluntary petition for reorganization under Chapter 11 under U.S. Bankruptcy Code in January 2026 (the "Saks Reorganization"). The Company continues to engage in business with Saks.

In fiscal 2025 and 2024, sales to one wholesale partner accounted for more than ten percent of the Company's net sales. Sales to this partner represented 26% of both fiscal 2025 and fiscal 2024 net sales.

Three wholesale partners represented greater than ten percent of the Company's gross accounts receivable balances as of the end of both fiscal 2025 and fiscal 2024. One partner represented 36% and 24% as of January 31, 2026 and February 1, 2025, respectively, the second represented 29% and 32% as of January 31, 2026 and February 1, 2025, respectively, and the third represented 15% and 14% as of January 31, 2026 and February 1, 2025, respectively.

(H) Inventories: Inventories are stated at the lower of cost or net realizable value. Cost is determined on the first-in, first-out basis. The cost of inventory includes purchase cost as well as sourcing, transportation, duty, and other processing costs associated with acquiring, importing, and preparing inventory for sale. Inventory costs are included in cost of products sold at the time of their sale. Product development costs are expensed in SG&A expense when incurred. Inventory values are reduced to net realizable value when there are factors indicating that certain inventories will not be sold on terms sufficient to recover their cost. Inventories consist of finished goods. As of January 31, 2026 and February 1, 2025 finished goods, net of reserves were $66,240 and $59,146, respectively.

The Company has three major suppliers that accounted for approximately 18%, 14% and 13%, respectively, of inventory purchases for fiscal 2025 and 16%, 16% and 13%, respectively, of inventory purchases for fiscal 2024. Amounts due to these suppliers were $3,042 as of January 31, 2026 and $4,021 as of February 1, 2025, and were included in Accounts payable in the Consolidated Balance Sheets.

(I) Property and Equipment: Property and equipment are stated at cost. Depreciation is computed on the straight-line method over estimated useful lives of three to ten years for furniture, fixtures, and equipment. Leasehold improvements are depreciated on the straight-line basis over the shorter of their estimated useful lives or the lease term, excluding renewal terms. Capitalized software is depreciated on the straight-line basis over the estimated economic useful life of the software, generally three to seven years. Maintenance and repair costs are charged to earnings while expenditures for major renewals and improvements are capitalized. Upon the disposition of property and equipment, the accumulated depreciation is deducted from the original cost and any gain or loss is reflected in current earnings. Property and equipment consisted of the following:

 

 

 

January 31,

 

 

February 1,

 

(in thousands)

 

2026

 

 

2025

 

Leasehold improvements

 

$

32,499

 

 

$

30,009

 

Furniture, fixtures and equipment

 

 

10,155

 

 

 

9,716

 

Capitalized software

 

 

14,587

 

 

 

14,696

 

Construction in process

 

 

23

 

 

 

1,026

 

Total property and equipment

 

 

57,264

 

 

 

55,447

 

Less: accumulated depreciation

 

 

(49,325

)

 

 

(48,069

)

Property and equipment, net

 

$

7,939

 

 

$

7,378

 

Depreciation expense was $2,580 and $3,887 for fiscal 2025 and fiscal 2024, respectively.

(J) Impairment of Long-lived Assets: The Company reviews long-lived assets which consist of property and equipment and operating lease assets when the existence of facts and circumstances indicate that the useful life is shorter than previously estimated or that the carrying amount of the asset groups to which these assets relate may not be recoverable. The asset group is defined as the lowest level for which identifiable cash flows are available and largely independent of the cash flows of other groups of assets, which for our retail stores is at the store level. Recoverability of these assets is evaluated by comparing the carrying value of the asset group with its estimated future undiscounted cash flows. The recoverability assessment is dependent on a number of factors, including estimates of future growth and profitability, as well as other variables. If the comparisons indicate that the value of the asset is not recoverable, an impairment loss is calculated as the difference between the carrying value and the fair value of the assets within the asset group and the loss is recognized during that period. The fair value of the operating lease right-of-use assets is determined from the perspective of a market participant considering various factors. The judgments and assumptions used in determining the fair value of the operating lease right-of-use 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 estimates regarding recoverability and fair value can be affected by factors such as future store results, real estate demand, store closure plans, and economic conditions that can be difficult to predict.

There were no impairment charges during fiscal 2025 and 2024.

(K) Goodwill:

Goodwill represents the excess of the cost of acquired businesses over the fair market value of the identifiable net assets. Goodwill is tested for impairment at least annually and in an interim period if a triggering event occurs.

Goodwill is not allocated to the Company's operating segments in the measure of segment assets regularly reported to and used by management; however, goodwill is allocated to operating segments (goodwill reporting units) for the purpose of the annual impairment test for goodwill.

An entity may elect to perform a qualitative impairment assessment for goodwill. If adverse qualitative trends are identified during the qualitative assessment that indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, a quantitative impairment test is required. "Step one" of the quantitative impairment test for goodwill requires an entity to determine the fair value of each reporting unit and compare such fair value to the respective carrying amount. If the estimated fair value of the reporting unit exceeds the carrying value of the net assets assigned to that reporting unit, goodwill is not impaired, and the Company is not required to perform further testing. If the carrying amount of the reporting unit exceeds its estimated fair value, an impairment loss is recorded for the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill.

An entity may pass on performing the qualitative assessment for a reporting unit and directly perform the quantitative assessment. An entity may resume performing a qualitative assessment in subsequent periods.

Determining the fair value of goodwill is judgmental in nature and requires the use of significant estimates and assumptions, including, when a discounted cash flows method is used, estimates of projected revenues, EBITDA margins, long-term growth rates, working capital, and discount rates. It is possible that estimates of future operating results could change adversely and impact the evaluation of the recoverability of the carrying value of goodwill and that the effect of such changes could be material.

In fiscal 2024, the Company performed its annual impairment test during the fourth quarter. Concurrent with the performance of the annual impairment test, the P180 Acquisition was consummated. As the P180 Acquisition represented a change of control transaction with an unrelated third party, the fair value of the Company’s Vince Wholesale reporting unit was estimated based on the transaction price of the P180 Acquisition. The estimated fair value of the Company implied by the P180 Acquisition was allocated to the Company’s reporting units, Vince Wholesale and Vince Direct-to-consumer, using a market-based approach, considering the relative contributions of each reporting unit to the Company as well as appropriate valuation multiples for each reporting unit relative to the implied P180 Acquisition multiple. The results of the quantitative test determined that the fair value of the Vince Wholesale reporting unit was below its carrying value by an amount greater than its total goodwill balance and as a result, the Company recorded a goodwill impairment charge of $31,973 to write-off the goodwill for the Vince Wholesale reporting unit. The charge was recorded within Impairment of goodwill on the Consolidated Statements of Operations and Comprehensive Income (Loss) during the fourth quarter of fiscal 2024. See Note 3 "Goodwill" for more information on the details surrounding goodwill.

(L) Deferred Financing Costs: Deferred financing costs, such as underwriting, financial advisory, professional fees, and other similar fees are capitalized and recognized in interest expense over the contractual life of the related debt instrument using the straight-line method, as this method results in recognition of interest expense that is materially consistent with that of the effective interest method.

(M) Leases: The Company determines if a contract contains a lease at inception. The Company leases various office spaces, showrooms and retail stores. Although 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, some of the Company's leases have initial terms of 10 years, and in many instances can be extended for an additional term. 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.

Operating lease right-of-use ("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.

(N) 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 13 "Segment and Geographical 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 it operates. As of January 31, 2026 and February 1, 2025, the contract liability was $1,450 and $1,544, respectively. In fiscal 2025, the Company recognized $246 of revenue that was previously included in the contract liability as of February 1, 2025.

Amounts billed to customers for shipping and handling costs are not material. Such shipping and handling costs are accounted for as a fulfillment cost and are included in cost of products sold. Sales taxes that are collected by the Company from a customer are excluded from revenue.

Sales are measured as the amount of consideration the Company expects to receive in exchange for transferring goods, which includes estimates for variable consideration. Variable consideration mainly includes discounts, chargebacks, markdown allowances, cooperative advertising programs, and sales returns. Estimated amounts of discounts, chargebacks, markdown allowances, cooperative advertising programs, and sales returns are accounted for as reductions of sales when the associated sale occurs. These estimated amounts are adjusted periodically based on changes in facts and circumstances when the changes become known. On the Company's consolidated balance sheet, reserves for sales returns are included within other accrued liabilities, and the value of inventory associated with reserves for sales returns are included in prepaid expenses and other current assets. The Company continues to estimate the amount of sales returns based on known trends and historical return rates.

(O) Cost of Products Sold: The Company's cost of products sold and gross margins may not necessarily be comparable to that of other entities as a result of different practices in categorizing costs. The primary components of the Company's cost of products sold are as follows:

•
the cost of purchased merchandise, including raw materials;
•
the cost of inbound transportation, including freight;
•
the cost of the Company's production and sourcing departments;
•
other processing costs associated with acquiring and preparing the inventory for sale; and
•
shrink and valuation reserves.

(P) Marketing and Advertising: The Company provides cooperative advertising allowances to certain of its customers. These allowances are accounted for as reductions in sales as discussed in "Revenue Recognition" above. Production expense related to company-directed advertising is deferred until the first time at which the advertisement runs. All other expenses related to company-directed advertising are expensed as incurred. Marketing and advertising expense recorded in SG&A expenses was $14,368 and $12,532 in fiscal 2025 and fiscal 2024, respectively. At January 31, 2026 and February 1, 2025, deferred production expenses associated with company-directed advertising were $596 and $792, respectively.

(Q) Share-Based Compensation: New, modified and unvested share-based payment transactions with employees, such as stock options and restricted stock units, are measured at fair value and recognized as compensation expense over the requisite service period and is included as a component of SG&A expenses in the Consolidated Statements of Operations and Comprehensive Income (Loss). Forfeitures are accounted for as they occur.

(R) Income Taxes: The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying amounts and tax bases of assets and liabilities at enacted rates. The Company assesses the likelihood of the realization of deferred tax assets and adjusts the carrying amount of these deferred tax assets by a valuation allowance to the extent the Company believes it more likely than not that all or a portion of the deferred tax assets will not be realized. Many factors are considered when assessing the likelihood of future realization of deferred tax assets, including recent earnings results within taxing jurisdictions, expectations of future taxable income, the carryforward periods available and other relevant factors. Changes in the required valuation allowance are recorded in income in the period such determination is made. The Company recognizes tax positions in the Consolidated Balance Sheets as the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate settlement with tax authorities assuming full knowledge of the position and all relevant facts. Accrued interest and penalties related to unrecognized tax benefits are included in income taxes in the Consolidated Statements of Operations and Comprehensive Income (Loss).

(S) Earnings (Loss) Per Share: Basic earnings (loss) per share is calculated by dividing net income (loss) 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.

(T) 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 Adopted Accounting Pronouncements

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2023-09: Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), 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. The Company adopted ASU 2023-09 on a prospective basis within this Annual Report on Form 10-K. The adoption resulted in enhanced disclosures which can be found within Note 11 of these consolidated financial statements.

Recently Issued Accounting Pronouncements

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.

In September 2025, the FASB issued ASU No. 2025-06: Targeted Improvements to the Accounting for Internal-Use Software (Subtopic 350-40). This ASU modernizes and clarifies the threshold for when an entity is required to start capitalizing internal-use software costs, which occurs when (i) management has authorized and committed to funding a software project and (ii) it is probable that the project will be completed and the software will be used to perform the function intended. The guidance in this ASU, which can be applied prospectively, retrospectively, or via a modified transition approach, becomes effective for fiscal years beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the ASU to determine the impact on the Company's consolidated financial statements.
v3.26.1
Significant Transactions
 12 Months Ended
Jan. 31, 2026
Discontinued Operations and Disposal Groups [Abstract]  
Significant Transactions

Note 2. Significant Transactions

Wind Down of Rebecca Taylor Business

On September 12, 2022, the Company announced its decision to wind down the Rebecca Taylor business. On September 30, 2022, the Company entered into amendments to the Term Loan Credit Facility, the 2018 Revolving Credit Facility and the Third Lien Credit Facility (as defined in Note 5 "Long-Term Debt and Financing Arrangements"), which in part, permitted the sale of the intellectual property of the Rebecca Taylor, Inc. and the Rebecca Taylor, Inc. liquidation. 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 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 fiscal 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 of equity method investment on the 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 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 fiscal years 2025 and 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 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 a purchase or repayment of the remaining outstanding obligations under the Sun Amended Credit Agreement has not occurred on or prior to September 22, 2025, P180 has forfeited its right to all held back shares.

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 pay or reimburse the Company for its fees and expenses associated with the transactions relating to the P180 Acquisition. See Note 5 "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 have been 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. As Sun Capital and affiliates and P180 maintained an equity interest in the Company at the time of transaction, 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 continued to own approximately 10% of the Company’s outstanding common stock. In addition, the P180 Acquisition resulted in accelerated vesting of certain restricted stock units. See Note 7 "Share Based Compensation" for additional information.
v3.26.1
Goodwill
 12 Months Ended
Jan. 31, 2026
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill

Note 3. Goodwill

The total carrying amount of goodwill was $0 as of January 31, 2026 and February 1, 2025, respectively, and was net of accumulated impairments of $133,818.

In fiscal 2024, the Company performed its annual impairment test during the fourth quarter. Concurrent with the performance of the annual impairment test, the P180 Acquisition was consummated. As the P180 Acquisition represented a change of control transaction with an unrelated third party, the fair value of the Company’s Vince Wholesale reporting unit was estimated based on the transaction price of the P180 Acquisition. The estimated fair value of the Company implied by the P180 Acquisition was allocated to the Company’s reporting units, Vince Wholesale and Vince Direct-to-consumer, using a market-based approach, considering the relative contributions of each reporting unit to the Company as well as appropriate valuation multiples for each reporting unit relative to the implied P180 Acquisition multiple. The results of the quantitative test determined that the fair value of the Vince Wholesale reporting unit was below its carrying value by an amount greater than its total goodwill balance and as a result, the Company recorded a goodwill impairment charge of $31,973 to write-off the goodwill for the Vince Wholesale reporting unit. The charge was recorded within Impairment of goodwill on the Consolidated Statements of Operations and Comprehensive Income (Loss) during the fourth quarter of fiscal 2024.
v3.26.1
Fair Value Measurements
 12 Months Ended
Jan. 31, 2026
Fair Value Disclosures [Abstract]  
Fair Value Measurements

Note 4. 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 January 31, 2026 or February 1, 2025. At January 31, 2026 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 $19,462 and $19,156 as of January 31, 2026 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 January 31, 2026 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, property and equipment, and equity method investment, 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. Other than the goodwill impairment charge of $31,973 in fiscal 2024 (see Note 3. Goodwill), there was no impairment of non-financial assets during fiscal 2025 and 2024.
v3.26.1
Long-Term Debt and Financing Arrangements
 12 Months Ended
Jan. 31, 2026
Debt Disclosure [Abstract]  
Long-Term Debt and Financing Arrangements

Note 5. Long-Term Debt and Financing Arrangements

Debt obligations consisted of the following:

 

 

January 31,

 

 

February 1,

 

(in thousands)

 

2026

 

 

2025

 

Long-term debt:

 

 

 

 

 

 

Revolving Credit Facilities

 

$

10,700

 

 

$

11,413

 

Third Lien Credit Facility

 

 

8,762

 

 

 

7,743

 

Total long-term debt

 

$

19,462

 

 

$

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 previous $80,000 senior secured revolving credit facility (the "2018 Revolving Credit Facility") 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 fiscal 2025. 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 January 31, 2026, the Company was in compliance with applicable covenants. As of January 31, 2026, $40,771 was available under the 2023 Revolving Credit Facility, net of the Loan Cap, and there were $10,700 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 January 31, 2026 was 6.3%.

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 "Significant 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.

On March 18, 2026, V Opco entered into the Second Amendment (the "2023 Revolving Credit Facility Second Amendment") to the 2023 Revolving Credit Facility which, among other things, (a) modified the definition of Eligible Trade Receivables in the 2023 Revolving Credit Agreement to increase concentration limits and (b) expanded the eligibility criteria for Accounts owed by certain customers that may be included in the Borrowing Base.

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, consents 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. 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 at the time of the transaction, the gain on extinguishment was recorded as a capital contribution within equity.

v3.26.1
Commitments and Contingencies
 12 Months Ended
Jan. 31, 2026
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

Note 6. Commitments and Contingencies

Contractual Cash Obligations

At January 31, 2026, the Company had contractual cash obligations of $126,218 which consisted primarily of Guaranteed Minimum Royalty payments (as described below), inventory purchase obligations and service contracts.

On May 25, 2023, in connection with the Closing, V Opco and ABG Vince entered into 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 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 during the initial term of the License Agreement, except that the guaranteed minimum royalty for the first contract year during the initial term was prorated to the period beginning on the Closing Date and ending at the end of the Company's 2023 fiscal year. See Note 2 "Significant Transactions" for further information.

In addition, see Note 12 "Leases" for a summary of the Company's future minimum rental payments under non-cancelable leases.

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 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 Consolidated Statements of Operations and Comprehensive Income (Loss) for Fiscal 2025.
v3.26.1
Share-Based Compensation
 12 Months Ended
Jan. 31, 2026
Share-Based Payment Arrangement [Abstract]  
Share-Based Compensation

Note 7. 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 January 31, 2026, there were 240,462 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 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 fiscal 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

 

 

422,400

 

 

$

1.55

 

 

 

 

 

 

 

Exercised

 

 

—

 

 

$

—

 

 

 

 

 

 

 

Forfeited or expired

 

 

(32,550

)

 

$

1.47

 

 

 

 

 

 

 

Outstanding at January 31, 2026

 

 

389,850

 

 

$

1.56

 

 

 

9.3

 

 

$

—

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vested and exercisable at January 31, 2026

 

 

—

 

 

$

—

 

 

 

—

 

 

$

—

 

Restricted Stock Units

A summary of restricted stock unit activity for fiscal 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 January 31, 2026

 

 

203,974

 

 

$

2.01

 

The total fair value of restricted stock units vested during fiscal 2025 and fiscal 2024 was $425 and $2,435, respectively.

At January 31, 2026, there was $251 of unrecognized compensation costs related to restricted stock units that will be recognized over a remaining weighted average period of 1 year.

Share-Based Compensation Expense

During fiscal 2025, the Company recognized share-based compensation expense of $426, including expense of $283 related to non-employees, and related tax benefit of $0. During fiscal 2024, the Company recognized share-based compensation expense of $1,588, including expense of $324 related to non-employees, and related tax benefit of $0. The fiscal 2024 compensation expense includes approximately $751 attributable to accelerated vesting due to the P180 Acquisition.

v3.26.1
Defined Contribution Plan
 12 Months Ended
Jan. 31, 2026
Retirement Benefits [Abstract]  
Defined Contribution Plan

Note 8. Defined Contribution Plan

The Company maintains a defined contribution plan for employees who meet certain eligibility requirements. As of March 8, 2021, all assets from the Rebecca Taylor, Inc. 401(k) Plan were merged into the Vince Holding Corp. 401(k) Plan. Features of these plans allow participants to contribute to a plan a percentage of their annual compensation, subject to IRS limitations. Certain plans also provide for discretionary matching contributions by the Company. The annual expense incurred by the Company for the defined contribution plan was $631 and $518 in fiscal 2025 and fiscal 2024, respectively.
v3.26.1
Stockholders' Equity
 12 Months Ended
Jan. 31, 2026
Equity [Abstract]  
Stockholders' Equity

Note 9. Stockholders' Equity

Common Stock

The Company currently has authorized for issuance 100,000,000 shares of its voting common stock, par value of $0.01 per share.

During the fourth quarter of fiscal 2025, the Company cancelled 700,000 shares of the Company's outstanding common stock. As of January 31, 2026 and February 1, 2025, the Company had 12,846,589 and 12,758,852 shares issued and outstanding, respectively. As of January 31, 2026, P180 owned approximately 51% of the Company’s outstanding common stock.

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 year ended January 31, 2026, the Company issued and sold 578,041 shares of common stock under the Virtu At-the-Market Offering for aggregate net proceeds of $2,023 at an average price of $3.57 per share. At January 31, 2026, $861 was available under the Virtu At-the-Market Offering.

Dividends

The Company has not paid dividends, and the Company's current ability to pay such dividends is restricted by the terms of its debt agreements. The Company's future dividend policy will be determined on a yearly basis and will depend on earnings, financial condition, capital requirements, and certain other factors. The Company does not expect to declare dividends with respect to its common stock in the foreseeable future.
v3.26.1
Earnings (Loss) Per Share
 12 Months Ended
Jan. 31, 2026
Earnings Per Share [Abstract]  
Earnings (Loss) Per Share

Note 10. Earnings (Loss) Per Share

Basic earnings (loss) per share is calculated by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Except when the effect would be anti-dilutive, diluted earnings (loss) 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 diluted 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:

 

 

Fiscal Year

 

 

 

2025

 

 

2024

 

Weighted-average shares—basic

 

 

12,978,284

 

 

 

12,579,588

 

Effect of dilutive equity securities

 

 

97,503

 

 

 

—

 

Weighted-average shares—diluted

 

 

13,075,787

 

 

 

12,579,588

 

For the fiscal year ended January 31, 2026, 300,280 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.

Because the Company incurred a net loss for the fiscal year ended February 1, 2025, weighted-average basic shares and weighted-average diluted shares outstanding are equal for this period.

v3.26.1
Income Taxes
 12 Months Ended
Jan. 31, 2026
Income Tax Disclosure [Abstract]  
Income Taxes

Note 11. Income Taxes

The provision (benefit) for income taxes consisted of the following:

 

Fiscal Year

 

(in thousands)

2025

 

 

 

2024

 

Current:

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

Federal

$

1,660

 

 

 

$

103

 

State

 

882

 

 

 

 

508

 

Foreign

 

37

 

 

 

 

29

 

Total current

 

2,579

 

 

 

 

640

 

Deferred:

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

Federal

 

—

 

 

 

 

(1,854

)

State

 

5

 

 

 

 

(2,428

)

Foreign

 

—

 

 

 

 

—

 

Total deferred

 

5

 

 

 

 

(4,282

)

Total provision (benefit) for income taxes

$

2,584

 

 

 

$

(3,642

)

The sources of income (loss) before income taxes and equity in net income of equity method investment are from the United States, the Company's subsidiaries in the United Kingdom and the Company's French branch. Substantially all of the Company's pretax income (loss) is in the U.S. The Company files U.S. federal income tax returns and income tax returns in various state and local jurisdictions.

Current income taxes are the amounts payable under the respective tax laws and regulations on each year's earnings. Deferred income tax assets and liabilities represent the tax effects of revenues, costs and expenses, which are recognized for tax purposes in different periods from those used for financial statement purposes.

The provision for income taxes was $2,584 for the year ended January 31, 2026, resulting in an effective tax rate of 35.1% compared to 15.6% in fiscal 2024. This increase in the Company's effective rate is primarily due to an increase in state taxes and changes in the valuation allowance, partially offset by nontaxable ERC benefits.

The benefit for income taxes was $3,642 for the year ended February 1, 2025. This benefit was primarily driven by a tax benefit of $3,006 associated with the impairment of goodwill primarily due to the reversal of the non-cash deferred tax liability previously created by the amortization of the Vince goodwill indefinite-lived intangible asset recognized for tax, but not for book purposes, which previously could not be used as a source of income to support the realization of certain deferred tax assets related to the Company's net operating losses. The tax benefit was also driven by a tax benefit of $1,276 related to 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. The tax benefit was offset primarily by the current federal and state tax expense of $611.

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 our consolidated financial statements for the year ended January 31, 2026.

In fiscal 2025, the Company adopted ASU 2023-09 on a prospective basis. A reconciliation of the provision for income taxes to the amount computed by applying the 21% statutory U.S. federal income tax rate to income (loss) before income taxes and equity in net income of equity method investment after the adoption of ASU 2023-09 is as follows:

 

 

Fiscal Year
2025

 

 

(in thousands)

 

 

Percent

 

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

$

7,372

 

 

 

 

 

 

 

 

 

 

U.S. Federal Statutory Tax Rate

 

1,548

 

 

 

21.0

%

State & Local Income Taxes, Net of Federal Income Tax Effect*

 

702

 

 

 

9.5

%

Foreign Tax Effects

 

31

 

 

 

0.5

%

Effect of Changes in Tax Laws or Rates Enacted in the Current Period

 

—

 

 

 

0.0

%

Effect of Cross-Border Tax Laws

 

—

 

 

 

0.0

%

Tax Credits

 

(37

)

 

 

(0.5

)%

Changes in Valuation Allowances

 

1,113

 

 

 

15.1

%

Nontaxable or Nondeductible Items:

 

 

 

 

 

Employee Retention Credit

 

(1,179

)

 

 

(16.0

)%

Other Nontaxable or Nondeductible Items

 

72

 

 

 

1.0

%

Changes in Unrecognized Tax Benefits

 

—

 

 

 

0.0

%

Other Adjustments:

 

 

 

 

 

ABG Vince Equity Method Income

 

334

 

 

 

4.5

%

Total

$

2,584

 

 

 

35.1

%

* State Taxes in California made up the majority (greater than 50 percent) of the tax effect in this category.

A reconciliation of the federal statutory income tax rate to the effective tax rate prior to the adoption of ASU 2023-09 is as follows:

 

 

Fiscal Year

 

 

2024

 

Statutory federal rate

 

21.0

%

State taxes, net of federal benefit

 

(80.4

)%

NOL Adjustments

 

(267.3

)%

Sale of Rebecca Taylor

 

40.7

%

Release of uncertain tax provision

 

2.2

%

Cancellation of Debt Income

 

(6.1

)%

Deferred Adjustments

 

(2.9

)%

Valuation allowance

 

310.2

%

Return to provision adjustment

 

(1.1

)%

Transaction Costs

 

(0.6

)%

Non-deductible Officers Compensation

 

0.0

%

Rate Differential on Foreign Income

 

0.0

%

Other

 

(0.1

)%

Total

 

15.6

%

 

Deferred income tax assets and liabilities consisted of the following:

 

January 31,

 

 

February 1,

 

(in thousands)

2026

 

 

2025

 

Deferred tax assets:

 

 

 

 

 

Depreciation and amortization

$

1,552

 

 

$

2,221

 

Employee related costs

 

1,982

 

 

 

1,495

 

Allowance for asset valuations

 

3,785

 

 

 

1,670

 

Accrued expenses

 

427

 

 

 

213

 

Lease liability

 

27,152

 

 

 

27,140

 

Net operating losses

 

44,303

 

 

 

44,450

 

Tax credits

 

92

 

 

 

92

 

Interest expense

 

3,778

 

 

 

5,110

 

Other

 

310

 

 

 

322

 

Total deferred tax assets

 

83,381

 

 

 

82,713

 

Less: valuation allowances

 

(54,521

)

 

 

(53,394

)

Net deferred tax assets

 

28,860

 

 

 

29,319

 

Deferred tax liabilities:

 

 

 

 

 

ROU assets

 

(23,905

)

 

 

(23,869

)

Equity method investment

 

(5,591

)

 

 

(6,081

)

Total deferred tax liabilities

 

(29,496

)

 

 

(29,950

)

Net deferred tax (liability) asset

$

(636

)

 

$

(631

)

Included in:

 

 

 

 

 

Deferred income tax asset

$

—

 

 

$

—

 

Deferred income tax liability

 

(636

)

 

 

(631

)

Net deferred tax liability

$

(636

)

 

$

(631

)

 

As of January 31, 2026, the Company had a gross federal net operating loss of $185,894 (federal tax effected amount of $39,038) that may be used to reduce future federal taxable income. Federal net operating losses of 11,117 that were incurred in tax years that began before January 1, 2018 will expire through 2038. Net operating losses of $174,777 incurred in tax years beginning after January 1, 2018 have an indefinite carryforward period.

As of January 31, 2026, the Company had gross state net operating loss carryforward of $164,576 (tax effected amount of $4,961) that may be used to reduce future state taxable income. The net operating loss carryforwards for state income tax purposes expire at varying rates.

Section 382 of the Internal Revenue Code of 1986 (“IRC”) subjects the future utilization of net operating losses to an annual limitation in the event of certain ownership changes, as defined. The Company determined that under Section 382, the P180 Acquisition resulted in an ownership change in January 2025. Due to the annual limitation of the Company’s net operating losses, gross federal net operating losses of $232,595 (federal tax effected amount of $48,844) incurred in tax years beginning before January 1, 2018 will expire unused prior to becoming available and therefore, the Company recorded an adjustment to write off these net operating losses in fiscal 2024. An additional $3,027 (federal tax effected amount of $636) was written off in fiscal 2025 due to Section 382 limitation. A corresponding adjustment was recorded to release the valuation allowance that was maintained on these net operating losses.

The valuation allowance for deferred tax assets was $54,521 as of January 31, 2026, increasing by $1,127 from the valuation allowance for deferred tax assets of $53,394 as of February 1, 2025. The Company maintains a full valuation allowance on all deferred tax assets except to the extent that the indefinite lived deferred tax assets (related to interest expense and net operating loss carryforwards) offset the future reversal of indefinite lived deferred tax liabilities. Adjustments to the valuation allowance are made when there is a change in management's assessment of the amount of deferred tax assets that are realizable.

 

 

 

 

 

Cash income taxes paid (net of refunds) by jurisdiction are as follows:

 

 

Fiscal Year

 

 

2025

 

Federal

$

913

 

State & Local

 

 

California

 

796

 

Illinois

 

(127

)

All Other State & Local

 

210

 

Foreign

 

 

France

 

24

 

Cash income taxes paid, net of amounts refunded

$

1,816

 

 

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits, excluding interest and penalties, is as follows:

 

 

Fiscal Year

 

(in thousands)

2025

 

 

2024

 

Beginning balance

$

—

 

 

$

556

 

Decreases for tax positions in prior years

 

—

 

 

 

(556

)

Ending balance

$

—

 

 

$

—

 

 

 

 

 

 

 

As of both January 31, 2026 and February 1, 2025, the Company had unrecognized tax benefits in the amount of $0.

The Company includes accrued interest and penalties on underpayments of income taxes in its income tax provision. As of January 31, 2026 and February 1, 2025, the Company did not have any interest and penalties accrued on its Consolidated Balance Sheets and no related provision or benefit was recognized in each of the Company's Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended January 31, 2026 and February 1, 2025.

With limited exceptions, fiscal years January 28, 2023 through January 31, 2026 remain subject to examination. For years prior to fiscal year 2022, adjustments can be made by the taxing authorities only to the extent of the net operating losses carried forward.

v3.26.1
Leases
 12 Months Ended
Jan. 31, 2026
Leases [Abstract]  
Leases

Note 12. 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. The Company does not have any finance leases. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants. The weighted-average remaining lease term and weighted-average discount rate for our operating leases are 6 years and 7.04% as of January 31, 2026 and 7 years and 7.15% as of February 1, 2025.

Total lease cost is included in SG&A expense in the accompanying Consolidated Statements of Operations and Comprehensive Income (Loss) and is recorded net of immaterial 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 the ROU asset and lease liabilities. Short term lease

costs were immaterial for the fiscal years ended January 31, 2026 and February 1, 2025. The Company's lease cost is comprised of the following:

 

 

 

Fiscal Year

 

(in thousands)

 

2025

 

 

2024

 

Operating lease cost

 

$

23,017

 

 

$

22,372

 

Variable operating lease cost

 

 

371

 

 

 

270

 

Sublease income

 

 

(866

)

 

 

(289

)

Total lease cost

 

$

22,522

 

 

$

22,353

 

 

Supplemental cash flow and non-cash information related to leases is as follows:

 

 

 

Fiscal Year

 

(in thousands)

 

2025

 

 

2024

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

Operating cash flows from operating leases

 

$

23,792

 

 

$

24,080

 

Right-of-use assets obtained in exchange for operating lease liabilities

 

 

15,822

 

 

 

36,791

 

As of January 31, 2026, the future maturity of lease liabilities are as follows:

 

 

 

 

 

January 31,

 

(in thousands)

 

 

 

2026

 

Fiscal 2026

 

 

 

$

22,805

 

Fiscal 2027

 

 

 

 

20,795

 

Fiscal 2028

 

 

 

 

19,974

 

Fiscal 2029

 

 

 

 

18,751

 

Fiscal 2030

 

 

 

 

14,835

 

Thereafter

 

 

 

 

31,080

 

Total lease payments

 

 

 

 

128,240

 

Less: Imputed interest

 

 

 

 

(25,314

)

Total operating lease liabilities

 

 

 

$

102,926

 

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 January 31, 2026, future minimum tenant operating lease payments remaining under this sublease were approximately $1,500, with a remaining sublease term of 1.7 years.

The operating lease payments do not include any renewal options as such leases are not reasonably certain of being renewed as of January 31, 2026. As of January 31, 2026, there were no leases signed but not yet commenced.

v3.26.1
Segment and Geographical Financial Information
 12 Months Ended
Jan. 31, 2026
Segment Reporting [Abstract]  
Segment and Geographical Financial Information

Note 13. Segment and Geographical 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 "Significant Transactions"), and the determination by the CODM that Parker would not be considered in the Company’s future operating plans, Rebecca Taylor and Parker is no longer 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 "Description of Business and Summary of Significant Accounting Policies."

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. As the Company’s goodwill was not allocated to the Company’s reportable segments in the measure of segment assets regularly reported to and used by our CODM, the corresponding impairment charge recorded in fiscal 2024 associated with goodwill is not reflected in the fiscal 2024 operating results of the Company’s reportable segments.

A summary of financial information by reportable segment is as follows:

 

(in thousands)

 

Vince Wholesale

 

 

Vince Direct-to-consumer

 

 

Total

 

Fiscal Year 2025

 

 

 

 

 

 

 

 

 

Net Sales

 

$

165,740

 

 

$

134,267

 

 

$

300,007

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

99,364

 

 

 

51,500

 

 

 

150,864

 

Staff and Personnel

 

 

3,679

 

 

 

24,447

 

 

 

28,126

 

Occupancy

 

 

486

 

 

 

26,648

 

 

 

27,134

 

Marketing and advertising

 

 

802

 

 

 

10,499

 

 

 

11,301

 

Other segment items(1)

 

 

10,919

 

 

 

15,394

 

 

 

26,313

 

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

 

 

50,490

 

 

 

5,779

 

 

 

56,269

 

Unallocated Corporate(2)

 

 

 

 

 

 

 

 

(48,897

)

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

 

 

 

 

 

 

 

$

7,372

 

 

 

 

 

 

 

 

 

 

 

Fiscal Year 2024

 

 

 

 

 

 

 

 

 

Net Sales

 

$

165,349

 

 

$

128,103

 

 

$

293,452

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

98,800

 

 

 

49,473

 

 

 

148,273

 

Staff and Personnel

 

 

4,218

 

 

 

23,796

 

 

 

28,014

 

Occupancy

 

 

380

 

 

 

26,115

 

 

 

26,495

 

Marketing and advertising

 

 

547

 

 

 

9,420

 

 

 

9,967

 

Other segment items(1)

 

 

3,499

 

 

 

16,329

 

 

 

19,828

 

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

 

 

57,905

 

 

 

2,970

 

 

 

60,875

 

Unallocated Corporate(2)

 

 

 

 

 

 

 

 

(91,909

)

Rebecca Taylor and Parker(3)

 

 

 

 

 

 

 

 

7,633

 

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

 

 

 

 

 

 

 

$

(23,401

)

 

 

 

 

 

 

Fiscal Year

 

 

 

2025

 

 

2024

 

Depreciation and Amortization:

 

 

 

 

 

 

  Vince Wholesale

 

$

329

 

 

$

119

 

  Vince Direct-to-Consumer

 

 

2,275

 

 

 

3,005

 

Total Segment Depreciation and Amortization

 

 

2,604

 

 

 

3,124

 

  Unallocated Corporate

 

 

304

 

 

 

882

 

Total Depreciation and Amortization

 

 

2,908

 

 

 

4,006

 

 

 

 

 

 

 

 

Capital Expenditures:

 

 

 

 

 

 

  Vince Wholesale

 

 

333

 

 

 

530

 

  Vince Direct-to-Consumer

 

 

3,799

 

 

 

3,274

 

Total Segment Capital Expenditures

 

 

4,132

 

 

 

3,804

 

  Unallocated Corporate

 

 

155

 

 

 

428

 

Total Capital Expenditures

 

 

4,287

 

 

 

4,232

 

 

 

 

 

 

 

 

Total Assets:

 

 

 

 

 

 

  Vince Wholesale

 

 

75,339

 

 

 

68,488

 

  Vince Direct-to-Consumer

 

 

101,008

 

 

 

100,114

 

Total Segment Assets

 

 

176,347

 

 

 

168,602

 

  Unallocated Corporate

 

 

48,694

 

 

 

54,133

 

Total Assets

 

 

225,041

 

 

 

222,735

 

 

 

(1) Other segment items primarily include various third party expenses, banking fees, depreciation and amortization, supplies, and commissions. For the wholesale segment, Other segment items includes an increase in allowance for doubtful accounts related to the Saks Reorganization (see Note 1 "Description of Business and Summary of Significant Accounting Policies" for further information).

(2) Unallocated Corporate for the year ended January 31, 2026 includes the ERC benefit of $7,173. See Note 6 "Commitments and Contingencies" for further information. For the year ended February 1, 2025, unallocated corporate includes the goodwill impairment charge of $31,973. See Note 3 "Goodwill and Intangible Assets" and Note 2 "Significant Transactions" for further information.

(3) Activity for the Rebecca Taylor and Parker reconciling item for fiscal 2024 primarily consists of the gain recognized on the sale of Rebecca Taylor. See Note 2 "Significant Transactions" for further information.

* Cost of Products Sold for fiscal 2025 includes royalty expenses of $10,026 and $4,053 for the Wholesale and Direct-to-consumer segments, respectively. Cost of Products Sold for fiscal 2024 includes royalty expenses of $10,106 and $3,857 for the Wholesale and Direct-to-consumer segments, respectively.

The Company is domiciled in the U.S. and as of January 31, 2026 and February 1, 2025, had no significant international subsidiaries and therefore substantially all of the Company's sales originate in the U.S. As a result, net sales by destination are not provided. Additionally, substantially all long-lived assets, including property and equipment, are located in the U.S.
v3.26.1
Related Party Transactions
 12 Months Ended
Jan. 31, 2026
Related Party Transactions [Abstract]  
Related Party Transactions

Note 14. Related Party Transactions

Operating Agreement

On May 25, 2023, V Opco 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 "Significant Transactions" for further information. During fiscal 2025 and fiscal 2024, the Company received $3,603 and $3,395, respectively, of cash distributions 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 "Significant Transactions" for further information. During fiscal 2025 and fiscal 2024, the Company paid $13,963 and $10,811 under the License Agreement. As of January 31, 2026 and February 1, 2025, $3,629 and $3,513, respectively, of accrued royalty expense was included within Other accrued expenses on the Consolidated Balance Sheets.

P180 Expense Reimbursement

In connection with the P180 Acquisition, P180 agreed to pay or 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 January 31, 2026 and February 1, 2025, the Company had recorded $0 and $614 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 is 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 fiscal 2025, the Company recognized $149 of net sales, $230 of cost of products sold and $195 of SG&A expenses from the arrangement. During fiscal 2024, the Company recognized $1,106 of net sales, $38 of cost of products sold, and $625 of SG&A expenses from the arrangement. As of January 31, 2026 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 "Significant Transactions" and Note 5 "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.

During fiscal 2025 and fiscal 2024, the Company incurred expenses of $0 and $37, 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 "Significant 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.

 

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.
v3.26.1
Subsequent Event
 12 Months Ended
Jan. 31, 2026
Subsequent Events [Abstract]  
Subsequent Event

Note 15. Subsequent Events

U.S Tariff Update

On February 20, 2026, the United States Supreme Court issued a ruling striking down certain tariffs previously imposed under the International Emergency Economic Powers Act ("IEEPA"). The ultimate availability, timing, and amount of any potential refunds of such tariffs remain highly uncertain and are subject to further legal, regulatory, and administrative developments. Following the Supreme Court’s decision, the U.S. presidential administration announced its intention to invoke other laws to collect tariffs and announced new tariffs on imports from all countries, in addition to any existing non-IEEPA tariffs. There remains substantial uncertainty regarding the duration of existing and newly announced tariffs, potential changes or pauses to such tariffs, tariff levels, and whether further additional tariffs or other retaliatory actions may be imposed, modified, or suspended, and the impacts of such actions on the Company's business. The Company continues to monitor and evaluate these developments and potential actions available and assess their potential impact on its business, financial condition, and results of operations.
v3.26.1
Schedule II Valuation and Qualifying Accounts
 12 Months Ended
Jan. 31, 2026
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]  
Schedule II Valuation and Qualifying Accounts

SCHEDULE II

VALUATION AND QUALIFYING ACCOUNTS

(In thousands)

 

 

Beginning of Period

 

 

Expense Charges, net of Reversals

 

 

Deductions and Write-offs, net of Recoveries

 

 

End of Period

 

Sales Allowances

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2025

 

$

(6,854

)

 

$

(50,238

)

 

$

49,925

 

 

$

(7,167

)

Fiscal 2024

 

 

(5,210

)

 

 

(47,278

)

 

 

45,634

 

 

 

(6,854

)

Allowance for Doubtful Accounts

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2025

 

 

(335

)

 

 

(6,503

)

 

 

3

 

 

 

(6,835

)

Fiscal 2024

 

 

(377

)

 

 

(9

)

 

 

51

 

 

 

(335

)

Valuation Allowances on Deferred Income Taxes

 

 

 

 

 

 

 

 

 

 

 

 

Fiscal 2025

 

 

(53,394

)

 

 

(1,127

)

 

 

—

 

 

 

(54,521

)

Fiscal 2024

 

 

(125,913

)

 

 

72,519

 

 *

 

—

 

 

 

(53,394

)

 

 

 

 

 

 

 

 

 

 

 

 

 


* Includes reversal of valuation allowance associated with the P180 Acquisition and the sale of Rebecca Taylor. See Note 2 "Significant Transactions" to the Consolidated Financial Statements in this Annual Report for additional information on the P180 Acquisition.

 
v3.26.1
Description of Business and Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Jan. 31, 2026
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 "Significant 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 "Significant 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 "Significant 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 websites. 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 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 ("SEC").

The consolidated financial statements include the Company's accounts and the accounts of the Company's wholly-owned subsidiaries as of January 31, 2026. All intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, the financial statements contain all adjustments (consisting solely of normal recurring adjustments) and disclosures necessary for a fair presentation.

Fiscal Year

(C) Fiscal Year: The Company operates on a fiscal calendar widely used by the retail industry that results in a given fiscal year consisting of a 52 or 53-week period ending on the Saturday closest to January 31.

•
References to "fiscal year 2025" or "fiscal 2025" refer to the fiscal year ended January 31, 2026; and
•
References to "fiscal year 2024" or "fiscal 2024" refer to the fiscal year ended February 1, 2025.

Fiscal year 2025 and fiscal year 2024 consisted of 52-week periods.
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 5 "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 9 "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 implemented tariffs and ongoing developments. 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 implemented tariffs and ongoing developments, 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.
Use of Estimates

(E) Use of Estimates: The preparation of consolidated 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 consolidated financial statements.
Cash and cash equivalents

(F) Cash and cash equivalents: All demand deposits and highly liquid short-term deposits with original maturities of three months or less are considered cash equivalents.

Accounts Receivable and Concentration of Credit Risk

(G) Accounts Receivable and Concentration of Credit Risk: The Company maintains an allowance for accounts receivable estimated to be uncollectible. The adjustments to the provision are recorded in Selling, general and administrative ("SG&A") expense. Substantially all of the Company's trade receivables are derived from sales to retailers and are recorded at the invoiced amount and do not bear interest. The Company performs ongoing credit evaluations of its wholesale partners' financial condition and requires collateral as deemed necessary. The past due status of a receivable is based on its contractual terms. Account balances are charged off against the allowance when it is probable the receivable will not be collected.

Accounts receivable are recorded net of allowances including expected future chargebacks from wholesale partners and estimated margin support. It is the nature of the apparel and fashion industry that suppliers similar to the Company face significant pressure from customers in the retail industry to provide allowances to compensate for wholesale partner margin shortfalls. This pressure often takes the form of customers requiring the Company to provide price concessions on prior shipments as a prerequisite for obtaining future orders. Pressure for these concessions is largely determined by overall retail sales performance and, more specifically, the performance of the Company's products at retail. To the extent the Company's wholesale partners have more of the Company's goods on hand at the end of the season, there will be greater pressure for the Company to grant markdown concessions on prior shipments. Accounts receivable balances are reported net of expected allowances for these matters based on the historical level of concessions required and estimates of the level of markdowns and allowances that will be required in the coming season. The Company evaluates the allowance balances on a continual basis and adjusts them as necessary to reflect changes in anticipated

allowance activity. The Company also provides an allowance for sales returns based on known trends and historical return rates. In fiscal 2025, the Company recorded an increase in its allowance for doubtful accounts primarily due to expected losses on trade receivables associated with a wholesale customer, Saks Global ("Saks"), filing for a voluntary petition for reorganization under Chapter 11 under U.S. Bankruptcy Code in January 2026 (the "Saks Reorganization"). The Company continues to engage in business with Saks.

In fiscal 2025 and 2024, sales to one wholesale partner accounted for more than ten percent of the Company's net sales. Sales to this partner represented 26% of both fiscal 2025 and fiscal 2024 net sales.

Three wholesale partners represented greater than ten percent of the Company's gross accounts receivable balances as of the end of both fiscal 2025 and fiscal 2024. One partner represented 36% and 24% as of January 31, 2026 and February 1, 2025, respectively, the second represented 29% and 32% as of January 31, 2026 and February 1, 2025, respectively, and the third represented 15% and 14% as of January 31, 2026 and February 1, 2025, respectively.
Inventories

(H) Inventories: Inventories are stated at the lower of cost or net realizable value. Cost is determined on the first-in, first-out basis. The cost of inventory includes purchase cost as well as sourcing, transportation, duty, and other processing costs associated with acquiring, importing, and preparing inventory for sale. Inventory costs are included in cost of products sold at the time of their sale. Product development costs are expensed in SG&A expense when incurred. Inventory values are reduced to net realizable value when there are factors indicating that certain inventories will not be sold on terms sufficient to recover their cost. Inventories consist of finished goods. As of January 31, 2026 and February 1, 2025 finished goods, net of reserves were $66,240 and $59,146, respectively.

The Company has three major suppliers that accounted for approximately 18%, 14% and 13%, respectively, of inventory purchases for fiscal 2025 and 16%, 16% and 13%, respectively, of inventory purchases for fiscal 2024. Amounts due to these suppliers were $3,042 as of January 31, 2026 and $4,021 as of February 1, 2025, and were included in Accounts payable in the Consolidated Balance Sheets.
Property and Equipment

(I) Property and Equipment: Property and equipment are stated at cost. Depreciation is computed on the straight-line method over estimated useful lives of three to ten years for furniture, fixtures, and equipment. Leasehold improvements are depreciated on the straight-line basis over the shorter of their estimated useful lives or the lease term, excluding renewal terms. Capitalized software is depreciated on the straight-line basis over the estimated economic useful life of the software, generally three to seven years. Maintenance and repair costs are charged to earnings while expenditures for major renewals and improvements are capitalized. Upon the disposition of property and equipment, the accumulated depreciation is deducted from the original cost and any gain or loss is reflected in current earnings. Property and equipment consisted of the following:

 

 

 

January 31,

 

 

February 1,

 

(in thousands)

 

2026

 

 

2025

 

Leasehold improvements

 

$

32,499

 

 

$

30,009

 

Furniture, fixtures and equipment

 

 

10,155

 

 

 

9,716

 

Capitalized software

 

 

14,587

 

 

 

14,696

 

Construction in process

 

 

23

 

 

 

1,026

 

Total property and equipment

 

 

57,264

 

 

 

55,447

 

Less: accumulated depreciation

 

 

(49,325

)

 

 

(48,069

)

Property and equipment, net

 

$

7,939

 

 

$

7,378

 

Depreciation expense was $2,580 and $3,887 for fiscal 2025 and fiscal 2024, respectively.

Impairment of Long-lived Assets

(J) Impairment of Long-lived Assets: The Company reviews long-lived assets which consist of property and equipment and operating lease assets when the existence of facts and circumstances indicate that the useful life is shorter than previously estimated or that the carrying amount of the asset groups to which these assets relate may not be recoverable. The asset group is defined as the lowest level for which identifiable cash flows are available and largely independent of the cash flows of other groups of assets, which for our retail stores is at the store level. Recoverability of these assets is evaluated by comparing the carrying value of the asset group with its estimated future undiscounted cash flows. The recoverability assessment is dependent on a number of factors, including estimates of future growth and profitability, as well as other variables. If the comparisons indicate that the value of the asset is not recoverable, an impairment loss is calculated as the difference between the carrying value and the fair value of the assets within the asset group and the loss is recognized during that period. The fair value of the operating lease right-of-use assets is determined from the perspective of a market participant considering various factors. The judgments and assumptions used in determining the fair value of the operating lease right-of-use 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 estimates regarding recoverability and fair value can be affected by factors such as future store results, real estate demand, store closure plans, and economic conditions that can be difficult to predict.

There were no impairment charges during fiscal 2025 and 2024.
Goodwill

(K) Goodwill:

Goodwill represents the excess of the cost of acquired businesses over the fair market value of the identifiable net assets. Goodwill is tested for impairment at least annually and in an interim period if a triggering event occurs.

Goodwill is not allocated to the Company's operating segments in the measure of segment assets regularly reported to and used by management; however, goodwill is allocated to operating segments (goodwill reporting units) for the purpose of the annual impairment test for goodwill.

An entity may elect to perform a qualitative impairment assessment for goodwill. If adverse qualitative trends are identified during the qualitative assessment that indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, a quantitative impairment test is required. "Step one" of the quantitative impairment test for goodwill requires an entity to determine the fair value of each reporting unit and compare such fair value to the respective carrying amount. If the estimated fair value of the reporting unit exceeds the carrying value of the net assets assigned to that reporting unit, goodwill is not impaired, and the Company is not required to perform further testing. If the carrying amount of the reporting unit exceeds its estimated fair value, an impairment loss is recorded for the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill.

An entity may pass on performing the qualitative assessment for a reporting unit and directly perform the quantitative assessment. An entity may resume performing a qualitative assessment in subsequent periods.

Determining the fair value of goodwill is judgmental in nature and requires the use of significant estimates and assumptions, including, when a discounted cash flows method is used, estimates of projected revenues, EBITDA margins, long-term growth rates, working capital, and discount rates. It is possible that estimates of future operating results could change adversely and impact the evaluation of the recoverability of the carrying value of goodwill and that the effect of such changes could be material.

In fiscal 2024, the Company performed its annual impairment test during the fourth quarter. Concurrent with the performance of the annual impairment test, the P180 Acquisition was consummated. As the P180 Acquisition represented a change of control transaction with an unrelated third party, the fair value of the Company’s Vince Wholesale reporting unit was estimated based on the transaction price of the P180 Acquisition. The estimated fair value of the Company implied by the P180 Acquisition was allocated to the Company’s reporting units, Vince Wholesale and Vince Direct-to-consumer, using a market-based approach, considering the relative contributions of each reporting unit to the Company as well as appropriate valuation multiples for each reporting unit relative to the implied P180 Acquisition multiple. The results of the quantitative test determined that the fair value of the Vince Wholesale reporting unit was below its carrying value by an amount greater than its total goodwill balance and as a result, the Company recorded a goodwill impairment charge of $31,973 to write-off the goodwill for the Vince Wholesale reporting unit. The charge was recorded within Impairment of goodwill on the Consolidated Statements of Operations and Comprehensive Income (Loss) during the fourth quarter of fiscal 2024. See Note 3 "Goodwill" for more information on the details surrounding goodwill.
Deferred Financing Costs

(L) Deferred Financing Costs: Deferred financing costs, such as underwriting, financial advisory, professional fees, and other similar fees are capitalized and recognized in interest expense over the contractual life of the related debt instrument using the straight-line method, as this method results in recognition of interest expense that is materially consistent with that of the effective interest method.
Leases

(M) Leases: The Company determines if a contract contains a lease at inception. The Company leases various office spaces, showrooms and retail stores. Although 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, some of the Company's leases have initial terms of 10 years, and in many instances can be extended for an additional term. 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.

Operating lease right-of-use ("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.
Revenue Recognition

(N) 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 13 "Segment and Geographical 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 it operates. As of January 31, 2026 and February 1, 2025, the contract liability was $1,450 and $1,544, respectively. In fiscal 2025, the Company recognized $246 of revenue that was previously included in the contract liability as of February 1, 2025.

Amounts billed to customers for shipping and handling costs are not material. Such shipping and handling costs are accounted for as a fulfillment cost and are included in cost of products sold. Sales taxes that are collected by the Company from a customer are excluded from revenue.

Sales are measured as the amount of consideration the Company expects to receive in exchange for transferring goods, which includes estimates for variable consideration. Variable consideration mainly includes discounts, chargebacks, markdown allowances, cooperative advertising programs, and sales returns. Estimated amounts of discounts, chargebacks, markdown allowances, cooperative advertising programs, and sales returns are accounted for as reductions of sales when the associated sale occurs. These estimated amounts are adjusted periodically based on changes in facts and circumstances when the changes become known. On the Company's consolidated balance sheet, reserves for sales returns are included within other accrued liabilities, and the value of inventory associated with reserves for sales returns are included in prepaid expenses and other current assets. The Company continues to estimate the amount of sales returns based on known trends and historical return rates.
Cost of Products Sold

(O) Cost of Products Sold: The Company's cost of products sold and gross margins may not necessarily be comparable to that of other entities as a result of different practices in categorizing costs. The primary components of the Company's cost of products sold are as follows:

•
the cost of purchased merchandise, including raw materials;
•
the cost of inbound transportation, including freight;
•
the cost of the Company's production and sourcing departments;
•
other processing costs associated with acquiring and preparing the inventory for sale; and
•
shrink and valuation reserves.
Marketing and Advertising

(P) Marketing and Advertising: The Company provides cooperative advertising allowances to certain of its customers. These allowances are accounted for as reductions in sales as discussed in "Revenue Recognition" above. Production expense related to company-directed advertising is deferred until the first time at which the advertisement runs. All other expenses related to company-directed advertising are expensed as incurred. Marketing and advertising expense recorded in SG&A expenses was $14,368 and $12,532 in fiscal 2025 and fiscal 2024, respectively. At January 31, 2026 and February 1, 2025, deferred production expenses associated with company-directed advertising were $596 and $792, respectively.
Share-Based Compensation

(Q) Share-Based Compensation: New, modified and unvested share-based payment transactions with employees, such as stock options and restricted stock units, are measured at fair value and recognized as compensation expense over the requisite service period and is included as a component of SG&A expenses in the Consolidated Statements of Operations and Comprehensive Income (Loss). Forfeitures are accounted for as they occur.
Income Taxes

(R) Income Taxes: The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying amounts and tax bases of assets and liabilities at enacted rates. The Company assesses the likelihood of the realization of deferred tax assets and adjusts the carrying amount of these deferred tax assets by a valuation allowance to the extent the Company believes it more likely than not that all or a portion of the deferred tax assets will not be realized. Many factors are considered when assessing the likelihood of future realization of deferred tax assets, including recent earnings results within taxing jurisdictions, expectations of future taxable income, the carryforward periods available and other relevant factors. Changes in the required valuation allowance are recorded in income in the period such determination is made. The Company recognizes tax positions in the Consolidated Balance Sheets as the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate settlement with tax authorities assuming full knowledge of the position and all relevant facts. Accrued interest and penalties related to unrecognized tax benefits are included in income taxes in the Consolidated Statements of Operations and Comprehensive Income (Loss).
Earnings (Loss) Per Share

(S) Earnings (Loss) Per Share: Basic earnings (loss) per share is calculated by dividing net income (loss) 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.
Recent Accounting Pronouncements

(T) 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 Adopted Accounting Pronouncements

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2023-09: Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), 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. The Company adopted ASU 2023-09 on a prospective basis within this Annual Report on Form 10-K. The adoption resulted in enhanced disclosures which can be found within Note 11 of these consolidated financial statements.

Recently Issued Accounting Pronouncements

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.

In September 2025, the FASB issued ASU No. 2025-06: Targeted Improvements to the Accounting for Internal-Use Software (Subtopic 350-40). This ASU modernizes and clarifies the threshold for when an entity is required to start capitalizing internal-use software costs, which occurs when (i) management has authorized and committed to funding a software project and (ii) it is probable that the project will be completed and the software will be used to perform the function intended. The guidance in this ASU, which can be applied prospectively, retrospectively, or via a modified transition approach, becomes effective for fiscal years beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the ASU to determine the impact on the Company's consolidated financial statements.
v3.26.1
Description of Business and Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Jan. 31, 2026
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Property and Equipment Property and equipment consisted of the following:

 

 

 

January 31,

 

 

February 1,

 

(in thousands)

 

2026

 

 

2025

 

Leasehold improvements

 

$

32,499

 

 

$

30,009

 

Furniture, fixtures and equipment

 

 

10,155

 

 

 

9,716

 

Capitalized software

 

 

14,587

 

 

 

14,696

 

Construction in process

 

 

23

 

 

 

1,026

 

Total property and equipment

 

 

57,264

 

 

 

55,447

 

Less: accumulated depreciation

 

 

(49,325

)

 

 

(48,069

)

Property and equipment, net

 

$

7,939

 

 

$

7,378

 
v3.26.1
Long-Term Debt and Financing Arrangements (Tables)
 12 Months Ended
Jan. 31, 2026
Debt Disclosure [Abstract]  
Summary of Debt Obligations

Debt obligations consisted of the following:

 

 

January 31,

 

 

February 1,

 

(in thousands)

 

2026

 

 

2025

 

Long-term debt:

 

 

 

 

 

 

Revolving Credit Facilities

 

$

10,700

 

 

$

11,413

 

Third Lien Credit Facility

 

 

8,762

 

 

 

7,743

 

Total long-term debt

 

$

19,462

 

 

$

19,156

 
v3.26.1
Share-Based Compensation (Tables)
 12 Months Ended
Jan. 31, 2026
Share-Based Payment Arrangement [Abstract]  
Summary of Stock Option Activity

Stock Options

A summary of stock option activity for fiscal 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

 

 

422,400

 

 

$

1.55

 

 

 

 

 

 

 

Exercised

 

 

—

 

 

$

—

 

 

 

 

 

 

 

Forfeited or expired

 

 

(32,550

)

 

$

1.47

 

 

 

 

 

 

 

Outstanding at January 31, 2026

 

 

389,850

 

 

$

1.56

 

 

 

9.3

 

 

$

—

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vested and exercisable at January 31, 2026

 

 

—

 

 

$

—

 

 

 

—

 

 

$

—

 
Schedule of Restricted Stock Units Activity

A summary of restricted stock unit activity for fiscal 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 January 31, 2026

 

 

203,974

 

 

$

2.01

 
v3.26.1
Earnings (Loss) Per Share (Tables)
 12 Months Ended
Jan. 31, 2026
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:

 

 

Fiscal Year

 

 

 

2025

 

 

2024

 

Weighted-average shares—basic

 

 

12,978,284

 

 

 

12,579,588

 

Effect of dilutive equity securities

 

 

97,503

 

 

 

—

 

Weighted-average shares—diluted

 

 

13,075,787

 

 

 

12,579,588

 
v3.26.1
Income Taxes (Tables)
 12 Months Ended
Jan. 31, 2026
Income Tax Disclosure [Abstract]  
Schedule of Provision (Benefit) for Income Taxes

The provision (benefit) for income taxes consisted of the following:

 

Fiscal Year

 

(in thousands)

2025

 

 

 

2024

 

Current:

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

Federal

$

1,660

 

 

 

$

103

 

State

 

882

 

 

 

 

508

 

Foreign

 

37

 

 

 

 

29

 

Total current

 

2,579

 

 

 

 

640

 

Deferred:

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

Federal

 

—

 

 

 

 

(1,854

)

State

 

5

 

 

 

 

(2,428

)

Foreign

 

—

 

 

 

 

—

 

Total deferred

 

5

 

 

 

 

(4,282

)

Total provision (benefit) for income taxes

$

2,584

 

 

 

$

(3,642

)
Schedule of Reconciliation of Federal Statutory Income Tax Rate to Effective Tax Rate

In fiscal 2025, the Company adopted ASU 2023-09 on a prospective basis. A reconciliation of the provision for income taxes to the amount computed by applying the 21% statutory U.S. federal income tax rate to income (loss) before income taxes and equity in net income of equity method investment after the adoption of ASU 2023-09 is as follows:

 

 

Fiscal Year
2025

 

 

(in thousands)

 

 

Percent

 

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

$

7,372

 

 

 

 

 

 

 

 

 

 

U.S. Federal Statutory Tax Rate

 

1,548

 

 

 

21.0

%

State & Local Income Taxes, Net of Federal Income Tax Effect*

 

702

 

 

 

9.5

%

Foreign Tax Effects

 

31

 

 

 

0.5

%

Effect of Changes in Tax Laws or Rates Enacted in the Current Period

 

—

 

 

 

0.0

%

Effect of Cross-Border Tax Laws

 

—

 

 

 

0.0

%

Tax Credits

 

(37

)

 

 

(0.5

)%

Changes in Valuation Allowances

 

1,113

 

 

 

15.1

%

Nontaxable or Nondeductible Items:

 

 

 

 

 

Employee Retention Credit

 

(1,179

)

 

 

(16.0

)%

Other Nontaxable or Nondeductible Items

 

72

 

 

 

1.0

%

Changes in Unrecognized Tax Benefits

 

—

 

 

 

0.0

%

Other Adjustments:

 

 

 

 

 

ABG Vince Equity Method Income

 

334

 

 

 

4.5

%

Total

$

2,584

 

 

 

35.1

%

* State Taxes in California made up the majority (greater than 50 percent) of the tax effect in this category.

A reconciliation of the federal statutory income tax rate to the effective tax rate prior to the adoption of ASU 2023-09 is as follows:

 

 

Fiscal Year

 

 

2024

 

Statutory federal rate

 

21.0

%

State taxes, net of federal benefit

 

(80.4

)%

NOL Adjustments

 

(267.3

)%

Sale of Rebecca Taylor

 

40.7

%

Release of uncertain tax provision

 

2.2

%

Cancellation of Debt Income

 

(6.1

)%

Deferred Adjustments

 

(2.9

)%

Valuation allowance

 

310.2

%

Return to provision adjustment

 

(1.1

)%

Transaction Costs

 

(0.6

)%

Non-deductible Officers Compensation

 

0.0

%

Rate Differential on Foreign Income

 

0.0

%

Other

 

(0.1

)%

Total

 

15.6

%

 
Schedule of Deferred Income Tax Assets and Liabilities

Deferred income tax assets and liabilities consisted of the following:

 

January 31,

 

 

February 1,

 

(in thousands)

2026

 

 

2025

 

Deferred tax assets:

 

 

 

 

 

Depreciation and amortization

$

1,552

 

 

$

2,221

 

Employee related costs

 

1,982

 

 

 

1,495

 

Allowance for asset valuations

 

3,785

 

 

 

1,670

 

Accrued expenses

 

427

 

 

 

213

 

Lease liability

 

27,152

 

 

 

27,140

 

Net operating losses

 

44,303

 

 

 

44,450

 

Tax credits

 

92

 

 

 

92

 

Interest expense

 

3,778

 

 

 

5,110

 

Other

 

310

 

 

 

322

 

Total deferred tax assets

 

83,381

 

 

 

82,713

 

Less: valuation allowances

 

(54,521

)

 

 

(53,394

)

Net deferred tax assets

 

28,860

 

 

 

29,319

 

Deferred tax liabilities:

 

 

 

 

 

ROU assets

 

(23,905

)

 

 

(23,869

)

Equity method investment

 

(5,591

)

 

 

(6,081

)

Total deferred tax liabilities

 

(29,496

)

 

 

(29,950

)

Net deferred tax (liability) asset

$

(636

)

 

$

(631

)

Included in:

 

 

 

 

 

Deferred income tax asset

$

—

 

 

$

—

 

Deferred income tax liability

 

(636

)

 

 

(631

)

Net deferred tax liability

$

(636

)

 

$

(631

)

 
Schedule of Cash Income Taxes Paid (Net of Refunds)

Cash income taxes paid (net of refunds) by jurisdiction are as follows:

 

 

Fiscal Year

 

 

2025

 

Federal

$

913

 

State & Local

 

 

California

 

796

 

Illinois

 

(127

)

All Other State & Local

 

210

 

Foreign

 

 

France

 

24

 

Cash income taxes paid, net of amounts refunded

$

1,816

 
Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits, Excluding Interest and Penalties

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits, excluding interest and penalties, is as follows:

 

 

Fiscal Year

 

(in thousands)

2025

 

 

2024

 

Beginning balance

$

—

 

 

$

556

 

Decreases for tax positions in prior years

 

—

 

 

 

(556

)

Ending balance

$

—

 

 

$

—

 

 

 

 

 

 

 
v3.26.1
Leases (Tables)
 12 Months Ended
Jan. 31, 2026
Leases [Abstract]  
Summary of Lease Cost The Company's lease cost is comprised of the following:

 

 

 

Fiscal Year

 

(in thousands)

 

2025

 

 

2024

 

Operating lease cost

 

$

23,017

 

 

$

22,372

 

Variable operating lease cost

 

 

371

 

 

 

270

 

Sublease income

 

 

(866

)

 

 

(289

)

Total lease cost

 

$

22,522

 

 

$

22,353

 
Schedule of Supplemental Cash Flow and Non-cash Information Related to Leases

Supplemental cash flow and non-cash information related to leases is as follows:

 

 

 

Fiscal Year

 

(in thousands)

 

2025

 

 

2024

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

Operating cash flows from operating leases

 

$

23,792

 

 

$

24,080

 

Right-of-use assets obtained in exchange for operating lease liabilities

 

 

15,822

 

 

 

36,791

 
Summary of Future Maturity of Lease Liabilities

As of January 31, 2026, the future maturity of lease liabilities are as follows:

 

 

 

 

 

January 31,

 

(in thousands)

 

 

 

2026

 

Fiscal 2026

 

 

 

$

22,805

 

Fiscal 2027

 

 

 

 

20,795

 

Fiscal 2028

 

 

 

 

19,974

 

Fiscal 2029

 

 

 

 

18,751

 

Fiscal 2030

 

 

 

 

14,835

 

Thereafter

 

 

 

 

31,080

 

Total lease payments

 

 

 

 

128,240

 

Less: Imputed interest

 

 

 

 

(25,314

)

Total operating lease liabilities

 

 

 

$

102,926

 
v3.26.1
Segment and Geographical Financial Information (Tables)
 12 Months Ended
Jan. 31, 2026
Segment Reporting [Abstract]  
Summary of Reportable Segments Information

A summary of financial information by reportable segment is as follows:

 

(in thousands)

 

Vince Wholesale

 

 

Vince Direct-to-consumer

 

 

Total

 

Fiscal Year 2025

 

 

 

 

 

 

 

 

 

Net Sales

 

$

165,740

 

 

$

134,267

 

 

$

300,007

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

99,364

 

 

 

51,500

 

 

 

150,864

 

Staff and Personnel

 

 

3,679

 

 

 

24,447

 

 

 

28,126

 

Occupancy

 

 

486

 

 

 

26,648

 

 

 

27,134

 

Marketing and advertising

 

 

802

 

 

 

10,499

 

 

 

11,301

 

Other segment items(1)

 

 

10,919

 

 

 

15,394

 

 

 

26,313

 

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

 

 

50,490

 

 

 

5,779

 

 

 

56,269

 

Unallocated Corporate(2)

 

 

 

 

 

 

 

 

(48,897

)

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

 

 

 

 

 

 

 

$

7,372

 

 

 

 

 

 

 

 

 

 

 

Fiscal Year 2024

 

 

 

 

 

 

 

 

 

Net Sales

 

$

165,349

 

 

$

128,103

 

 

$

293,452

 

 

 

 

 

 

 

 

 

 

 

Cost of Products Sold*

 

 

98,800

 

 

 

49,473

 

 

 

148,273

 

Staff and Personnel

 

 

4,218

 

 

 

23,796

 

 

 

28,014

 

Occupancy

 

 

380

 

 

 

26,115

 

 

 

26,495

 

Marketing and advertising

 

 

547

 

 

 

9,420

 

 

 

9,967

 

Other segment items(1)

 

 

3,499

 

 

 

16,329

 

 

 

19,828

 

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

 

 

57,905

 

 

 

2,970

 

 

 

60,875

 

Unallocated Corporate(2)

 

 

 

 

 

 

 

 

(91,909

)

Rebecca Taylor and Parker(3)

 

 

 

 

 

 

 

 

7,633

 

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

 

 

 

 

 

 

 

$

(23,401

)

 

 

 

 

 

 

Fiscal Year

 

 

 

2025

 

 

2024

 

Depreciation and Amortization:

 

 

 

 

 

 

  Vince Wholesale

 

$

329

 

 

$

119

 

  Vince Direct-to-Consumer

 

 

2,275

 

 

 

3,005

 

Total Segment Depreciation and Amortization

 

 

2,604

 

 

 

3,124

 

  Unallocated Corporate

 

 

304

 

 

 

882

 

Total Depreciation and Amortization

 

 

2,908

 

 

 

4,006

 

 

 

 

 

 

 

 

Capital Expenditures:

 

 

 

 

 

 

  Vince Wholesale

 

 

333

 

 

 

530

 

  Vince Direct-to-Consumer

 

 

3,799

 

 

 

3,274

 

Total Segment Capital Expenditures

 

 

4,132

 

 

 

3,804

 

  Unallocated Corporate

 

 

155

 

 

 

428

 

Total Capital Expenditures

 

 

4,287

 

 

 

4,232

 

 

 

 

 

 

 

 

Total Assets:

 

 

 

 

 

 

  Vince Wholesale

 

 

75,339

 

 

 

68,488

 

  Vince Direct-to-Consumer

 

 

101,008

 

 

 

100,114

 

Total Segment Assets

 

 

176,347

 

 

 

168,602

 

  Unallocated Corporate

 

 

48,694

 

 

 

54,133

 

Total Assets

 

 

225,041

 

 

 

222,735

 

 

 

(1) Other segment items primarily include various third party expenses, banking fees, depreciation and amortization, supplies, and commissions. For the wholesale segment, Other segment items includes an increase in allowance for doubtful accounts related to the Saks Reorganization (see Note 1 "Description of Business and Summary of Significant Accounting Policies" for further information).

(2) Unallocated Corporate for the year ended January 31, 2026 includes the ERC benefit of $7,173. See Note 6 "Commitments and Contingencies" for further information. For the year ended February 1, 2025, unallocated corporate includes the goodwill impairment charge of $31,973. See Note 3 "Goodwill and Intangible Assets" and Note 2 "Significant Transactions" for further information.

(3) Activity for the Rebecca Taylor and Parker reconciling item for fiscal 2024 primarily consists of the gain recognized on the sale of Rebecca Taylor. See Note 2 "Significant Transactions" for further information.

* Cost of Products Sold for fiscal 2025 includes royalty expenses of $10,026 and $4,053 for the Wholesale and Direct-to-consumer segments, respectively. Cost of Products Sold for fiscal 2024 includes royalty expenses of $10,106 and $3,857 for the Wholesale and Direct-to-consumer segments, respectively.

v3.26.1
Description of Business and Summary of Significant Accounting Policies - Additional Information (Detail)
 12 Months Ended
Jan. 22, 2025
USD ($)
Jan. 31, 2026
USD ($)
Customer
Supplier
Feb. 01, 2025
USD ($)
Customer
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Proceeds from the credit facility   $ 219,557,000 $ 211,213,000
Principal of remaining outstanding   19,462,000 19,156,000
Finished goods, net of reserves   $ 66,240,000 59,146,000
Number of major suppliers | Supplier   3  
Amounts due to suppliers included in accounts payable   $ 3,042,000 4,021,000
Depreciation expense   2,580,000 3,887,000
Impairment of long-lived assets   0 0
Goodwill   0 0
Goodwill impairment charge   $ 0 31,973,000
Initial terms of operating leases   10 years  
Contract liability   $ 1,450,000 1,544,000
Revenue recognized included in contract liability   246,000  
Marketing and advertising expense   $ 14,368,000 12,532,000
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]   true  
Accounting Standards Update [Extensible Enumeration]   us-gaap:AccountingStandardsUpdate202309Member  
Advertising [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Deferred production expenses associated with company-directed advertising   $ 596,000 $ 792,000
Major Suppliers [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Percentage of inventory purchases   18.00% 16.00%
Major Supplier One [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Percentage of inventory purchases   14.00% 16.00%
Major Supplier Two [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Percentage of inventory purchases   13.00% 13.00%
P180 Vince Acquisition Co. [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Remaining outstanding balance owed $ 7,000,000    
Debt forgiveness 7,000,000    
Wholesale [Member] | Vince [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Goodwill impairment charge   $ 31,973,000  
Furniture, Fixtures and Computer Equipment [Member] | Maximum [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Estimated useful lives of property and equipment   10 years  
Furniture, Fixtures and Computer Equipment [Member] | Minimum [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Estimated useful lives of property and equipment   3 years  
Capitalized Software [Member] | Maximum [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Estimated economic useful life of capitalized software   7 years  
Capitalized Software [Member] | Minimum [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Estimated economic useful life of capitalized software   3 years  
Leasehold Improvements [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Property, Plant, and Equipment, Useful Life, Term, Description [Extensible Enumeration]   us-gaap:UsefulLifeShorterOfTermOfLeaseOrAssetUtilityMember  
Customer Concentration Risk [Member] | Sales [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Number of wholesale partners each accounted for more than ten percent of net sales | Customer   1 1
Subordinated Debt      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Proceeds from the credit facility 15,000,000    
Payment for revolving credit facility 20,000,000    
Subordinated debt reduced amount 27,000,000    
Principal of remaining outstanding $ 7,500,000    
Wholesale Partner One [Member] | Customer Concentration Risk [Member] | Sales [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Percentage accounted from major customers   26.00% 26.00%
Wholesale Partners [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Percentage accounted from major customers   36.00% 24.00%
Wholesale Partner Two [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Percentage accounted from major customers   29.00% 32.00%
Wholesale Partner Three [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member]      
Description Of Business And Summary Of Significant Accounting Policies [Line Items]      
Percentage accounted from major customers   15.00% 14.00%
v3.26.1
Description of Business and Summary of Significant Accounting Policies - Schedule of Property and Equipment (Detail) - USD ($)
$ in Thousands
Jan. 31, 2026
Feb. 01, 2025
Property And Equipment [Line Items]    
Total property and equipment $ 57,264 $ 55,447
Less: accumulated depreciation (49,325) (48,069)
Property and equipment, net 7,939 7,378
Leasehold Improvements [Member]    
Property And Equipment [Line Items]    
Total property and equipment 32,499 30,009
Furniture, Fixtures and Equipment [Member]    
Property And Equipment [Line Items]    
Total property and equipment 10,155 9,716
Capitalized Software [Member]    
Property And Equipment [Line Items]    
Total property and equipment 14,587 14,696
Construction in Process [Member]    
Property And Equipment [Line Items]    
Total property and equipment $ 23 $ 1,026
v3.26.1
Significant Transactions - Additional Information (Detail)
 12 Months Ended
Jan. 22, 2025
USD ($)
shares
May 25, 2023
USD ($)
Store
Jan. 31, 2026
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    
2023 Revolving Credit Agreement [Member]            
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]            
Remaining outstanding balance owed     $ 40,771,000      
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] | 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%        
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
P180 Vince Acquisition Co. [Member]            
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]            
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          
Repayment of borrowings 20,000,000          
Third lien debt acquired from creditors 7,000,000          
Debt forgiveness 7,000,000          
Remaining outstanding balance $ 7,500,000          
Financing costs incurred       $ 458,000    
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%
v3.26.1
Goodwill - Additional Information (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Identifiable Intangible Assets [Line Items]    
Accumulated impairments goodwill $ 133,818 $ 133,818
Total carrying amount of goodwill 0 0
Goodwill impairment charge 0 $ 31,973
Vince [Member] | Wholesale [Member]    
Identifiable Intangible Assets [Line Items]    
Goodwill impairment charge $ 31,973  
v3.26.1
Fair Value Measurements - Additional Information (Detail) - USD ($)
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Fair Value Disclosures [Abstract]    
Non-financial assets recognized at fair value $ 0 $ 0
Non-financial liabilities recognized at fair value 0 0
Principal of remaining outstanding 19,462,000 19,156,000
Goodwill impairment charge 0 31,973,000
Impairment of non-financial assets $ 0 $ 0
v3.26.1
Fair Value Measurements - Summary of Non-Financial Assets Measured at Fair Value on Nonrecurring Basis (Detail) - USD ($)
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Goodwill $ 0 $ 0
Impairment of goodwill 0 31,973,000
Impairment of long-lived assets $ 0 $ 0
v3.26.1
Long-Term Debt and Financing Arrangements - Summary of Debt Obligations (Detail) - USD ($)
Jan. 31, 2026
Feb. 01, 2025
Dec. 11, 2020
Long-term debt:      
Principal of remaining outstanding $ 19,462,000 $ 19,156,000  
Total long-term debt 19,462,000 19,156,000  
Revolving Credit Facilities [Member]      
Long-term debt:      
Principal of remaining outstanding 10,700,000 11,413,000  
Third Lien Credit Agreement [Member]      
Long-term debt:      
Principal of remaining outstanding $ 8,762,000 $ 7,743,000 $ 20,000,000
v3.26.1
Long-Term Debt and Financing Arrangements - Additional Information (Detail)
$ in Thousands
 12 Months Ended
Jan. 22, 2025
USD ($)
Jan. 21, 2025
Jun. 23, 2023
USD ($)
Jan. 31, 2026
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       $ 40,771      
Amount outstanding under the credit facility       10,700      
Letters of credit amount outstanding       $ 6,161      
Weighted average interest rate for borrowings outstanding       6.30%      
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        
Letters of credit sublimit amount     10,000        
Increased aggregate commitments amount     $ 15,000        
Variable rate percentage     1.00%        
Financing costs incurred       $ 0 $ 466    
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        
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        
V Opco, LLC [Member] | 2018 Revolving Credit Facility [Member]              
Line of Credit Facility [Line Items]              
Payment for revolving credit facility     $ 80,000        
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 2023 Revolving Credit Facility [Member]              
Line of Credit Facility [Line Items]              
Percentage of loan cap           20.00% 25.00%
Miminum excess availability           $ 15,000 $ 18,750
V Opco, LLC [Member] | First Amendment to 2023 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 2023 Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]              
Line of Credit Facility [Line Items]              
Variable rate percentage 2.50% 2.50%          
V Opco, LLC [Member] | First Amendment to 2023 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            
P180 Vince Acquisition Co. [Member] | 2023 Revolving Credit Facility [Member]              
Line of Credit Facility [Line Items]              
Payment for revolving credit facility $ 20,000            
Financing costs incurred         $ 458    
v3.26.1
Long-Term Debt and Financing Arrangements - Additional Information 1 (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 22, 2025
Jun. 23, 2023
Apr. 21, 2023
Dec. 11, 2020
Jan. 31, 2026
Feb. 01, 2025
Debt Instrument [Line Items]            
Principal of remaining outstanding         $ 19,462 $ 19,156
Third Lien Credit Agreement [Member]            
Debt Instrument [Line Items]            
Principal of remaining outstanding       $ 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]            
Debt forgiveness $ 7,000          
Remaining outstanding balance owed 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 outstanding 7,500          
Debt forgiveness 7,000          
Subordinated debt reduced amount 27,000          
Remaining outstanding balance owed 7,000          
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          
v3.26.1
Long-Term Debt and Financing Arrangements - Additional Information (Details)
$ in Thousands
Jun. 23, 2023
USD ($)
2018 Revolving Credit Facility [Member] | V Opco, LLC [Member]  
Debt Instrument [Line Items]  
Repayment of borrowings $ 80,000
v3.26.1
Commitments and Contingencies - Additional Information (Detail) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
May 25, 2023
Aug. 02, 2025
Jul. 31, 2021
May 01, 2021
Jan. 31, 2026
Other Commitments [Line Items]          
Other contractual cash obligations         $ 126,218
Proceeds from employee retention credit payment   $ 7,173      
Government Assistance, Income, Increase (Decrease), Statement of Income or Comprehensive Income [Extensible Enumeration]   Interest Expense, Operating and Nonoperating      
Employee retention credit interest received     $ 1,560 $ 1,560 1,560
Employee retention credit benefit         $ 5,613
Government Assistance, Operating Income, Increase (Decrease), Statement of Income or Comprehensive Income [Extensible Enumeration]         Selling, general and administrative expenses
Government Assistance, Nonoperating Income, Increase (Decrease), Statement of Income or Comprehensive Income [Extensible Enumeration]         Other Nonoperating Income
V Opco [Member] | Minimum [Member]          
Other Commitments [Line Items]          
Royalty expense $ 11,000        
v3.26.1
Share-Based Compensation - Additional Information (Detail) - USD ($)
$ in Thousands
 1 Months Ended 12 Months Ended
Sep. 30, 2020
May 31, 2018
Jan. 31, 2026
Feb. 01, 2025
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock options, outstanding     389,850  
Stock options, expirations or forfeitures     32,550  
Share-based compensation expense     $ 426 $ 1,588
Share-based compensation expense, related tax benefit     0 0
P180 Vince Acquisition Co. [Member]        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Share-based compensation expense       751
Non-employees [Member]        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Share-based compensation expense     283 324
Restricted Stock Units (RSUs) [Member]        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Total fair value of restricted stock units vested     425 $ 2,435
Unrecognized compensation costs     $ 251  
Unrecognized compensation costs, weighted average period for recognition     1 year  
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 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     240,462  
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  
v3.26.1
Share-Based Compensation - Summary of Stock Option Activity (Details)
 12 Months Ended
Jan. 31, 2026
$ / shares
shares
Share-Based Payment Arrangement [Abstract]  
Stock Options, Granted | shares 422,400
Stock Options, Forfeited or expired | shares (32,550)
Stock Options, Outstanding at January 31, 2026 | shares 389,850
Weighted Average Exercise Price, Granted | $ / shares $ 1.55
Weighted Average Exercise Price, Forfeited or expired | $ / shares 1.47
Weighted Average Exercise Price, Outstanding at January 31, 2026 | $ / shares $ 1.56
Weighted Average Remaining Contractual Term (years), Outstanding at January 31, 2026 9 years 3 months 18 days
v3.26.1
Share-Based Compensation - Schedule of Restricted Stock Units Activity (Detail) - Restricted Stock Units (RSUs) [Member]
 12 Months Ended
Jan. 31, 2026
$ / 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 January 31, 2026 | 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 January 31, 2026 | $ / shares $ 2.01
v3.26.1
Defined Contribution Plan - Additional Information (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Retirement Benefits [Abstract]    
Defined contribution plans annual expense incurred $ 631 $ 518
v3.26.1
Stockholders' Equity - Additional Information (Detail) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 12 Months Ended
Oct. 03, 2024
Jun. 30, 2023
Jan. 31, 2026
Jan. 31, 2026
Feb. 01, 2025
Sep. 21, 2021
Schedule Of Shareholders Equity [Line Items]            
Common stock, shares authorized     100,000,000 100,000,000 100,000,000  
Common stock, par value     $ 0.01 $ 0.01 $ 0.01  
Common stock, shares issued     12,846,589 12,846,589 12,758,852  
Common stock, shares outstanding     12,846,589 12,846,589 12,758,852  
Offering price       $ 2,027 $ 29  
Proceeds from common stock issuance       $ 2,027 $ 29  
Percentage of outstanding common stock     51.00% 51.00%    
Registration Statement [Member]            
Schedule Of Shareholders Equity [Line Items]            
Common stock, par value $ 0.01          
Authorized common stock shares available for sale from time to time in one or more offerings 10,000,000         3,000,000
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       578,041    
Common stock value, available under offering     $ 861 $ 861    
Proceeds from common stock issuance       $ 2,023    
Shares issued, average price per share     $ 3.57 $ 3.57    
Shares of common stock cancelled     700,000      
v3.26.1
Earnings (Loss) Per Share - Schedule of Reconciliation of Weighted Average Basic Shares to Weighted Average Diluted Shares Outstanding (Detail) - shares
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Earnings Per Share [Abstract]    
Weighted-average shares—basic 12,978,284 12,579,588
Effect of dilutive equity securities 97,503 0
Weighted-average shares—diluted 13,075,787 12,579,588
v3.26.1
Earnings (Loss) Per Share - Additional Information (Detail)
 12 Months Ended
Jan. 31, 2026
shares
Earnings Per Share [Abstract]  
Number of weighted average of anti-dilutive securities 300,280
v3.26.1
Income Taxes - Schedule of Provision (benefit) for Income Taxes (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Current:    
Federal $ 1,660 $ 103
State 882 508
Foreign 37 29
Total current 2,579 640
Deferred:    
Federal   (1,854)
State 5 (2,428)
Total deferred 5 (4,282)
Total provision (benefit) for income taxes $ 2,584 $ (3,642)
v3.26.1
Income Taxes - Additional Information (Detail) - USD ($)
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Income Tax Contingency [Line Items]    
Provision (benefit) for income taxes $ 2,584,000 $ (3,642,000)
Effective tax rate 35.10% 15.60%
Deferred tax expense $ 5,000 $ (4,282,000)
Current Tax Expense 2,579,000 640,000
Benefit for income taxes related to equity method investments   3,006,000
Provision for income taxes related to additional reversal of non-cash deferred tax expense   1,276,000
Net operating loss, Federal tax effected amount 39,038,000  
State net operating loss, tax effected amount 4,961,000  
Valuation Allowance 54,521,000 53,394,000
Increase (decrease) in deferred tax assets valuation allowance 1,127,000  
Unrecognized tax benefits which would not impact effective tax rate if recognized 0 0
Unrecognized tax benefits, income tax penalties and interest accrued 0 0
Unrecognized tax benefits, interest and penalty provisions (benefit) 0 0
Beginning Before January 1, 2018 [Member]    
Income Tax Contingency [Line Items]    
Net operating loss, Federal tax effected amount 636,000 48,844,000
Federal [Member]    
Income Tax Contingency [Line Items]    
Net operating loss $ 185,894,000  
Net operating losses carryforward expiration year end 2038  
Federal [Member] | Net operating loss    
Income Tax Contingency [Line Items]    
Current Tax Expense   611,000
Federal [Member] | Beginning Before January 1, 2018 [Member]    
Income Tax Contingency [Line Items]    
Net operating loss $ 11,117,000  
Net operating loss limitations 3,027,000 232,595,000
Federal [Member] | Beginning After January 1, 2018 [Member]    
Income Tax Contingency [Line Items]    
Net operating loss 174,777,000  
State and Local [Member]    
Income Tax Contingency [Line Items]    
Net operating loss $ 164,576,000  
State and Local [Member] | Net operating loss    
Income Tax Contingency [Line Items]    
Current Tax Expense   $ 611,000
v3.26.1
Income Taxes - Schedule of Reconciliation of Federal Statutory Income Tax Rate to Effective Tax Rate (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Income Tax Disclosure [Abstract]    
U.S. Federal Statutory Tax Rate 21.00% 21.00%
State & Local Income Taxes, Net of Federal Income Tax Effect 9.50% (80.40%)
Effect of Changes in Tax Laws or Rates Enacted in the Current Period 0.00%  
Effect of Cross-Border Tax Laws 0.00%  
Tax Credits (0.50%)  
Employee Retention Credit (16.00%)  
Other Nontaxable or Nondeductible Items 1.00%  
Changes in Unrecognized Tax Benefits 0.00%  
NOL Adjustments   (267.30%)
Sale of Rebecca Taylor   40.70%
Release of uncertain tax provision   2.20%
Cancellation of Debt Income   (6.10%)
Deferred Adjustments   (2.90%)
Changes in Valuation Allowances 15.10% 310.20%
Return to provision adjustment   (1.10%)
Transaction Costs   (0.60%)
Non-deductible Officers Compensation   0.00%
Rate Differential on Foreign Income 0.50% 0.00%
Other   (0.10%)
ABG Vince Equity Method Income 4.50%  
Total 35.10% 15.60%
Income (loss) before income taxes and equity in net income of equity method investment $ 7,372 $ (23,401)
U.S. Federal Statutory Tax Rate 1,548  
State & Local Income Taxes, Net of Federal Income Tax Effect 702  
Foreign Tax Effects 31  
Effect of Changes in Tax Laws or Rates Enacted in the Current Period 0  
Effect of Cross-Border Tax Laws 0  
Tax Credits (37)  
Changes in Valuation Allowances 1,113  
Nontaxable or Nondeductible Items:    
Employee Retention Credit (1,179)  
Other Nontaxable or Nondeductible Items 72  
Changes in Unrecognized Tax Benefits 0  
Other Adjustments:    
ABG Vince Equity Method Income 334  
Total provision (benefit) for income taxes $ 2,584 $ (3,642)
v3.26.1
Income Taxes - Schedule of Deferred Income Tax Assets and Liabilities (Detail) - USD ($)
$ in Thousands
Jan. 31, 2026
Feb. 01, 2025
Deferred tax assets:    
Depreciation and amortization $ 1,552 $ 2,221
Employee related costs 1,982 1,495
Allowance for asset valuations 3,785 1,670
Accrued expenses 427 213
Lease liability 27,152 27,140
Net operating losses 44,303 44,450
Tax credits 92 92
Interest expense 3,778 5,110
Other 310 322
Total deferred tax assets 83,381 82,713
Less: valuation allowances (54,521) (53,394)
Net deferred tax assets 28,860 29,319
Deferred tax liabilities:    
ROU assets (23,905) (23,869)
Equity method investment (5,591) (6,081)
Total deferred tax liabilities (29,496) (29,950)
Net deferred tax liability (636) (631)
Deferred income tax asset 0 0
Deferred income tax liability (636) (631)
Net deferred tax liability $ (636) $ (631)
v3.26.1
Income Taxes - Schedule of Cash Income Taxes Paid (Net of Refunds) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Income Tax Paid, by Individual Jurisdiction [Line Items]    
Federal $ 913  
Cash income taxes paid, net of amounts refunded 1,816 $ 25
California    
Income Tax Paid, by Individual Jurisdiction [Line Items]    
State & Local 796  
Illinois    
Income Tax Paid, by Individual Jurisdiction [Line Items]    
State & Local (127)  
All Other State & Local    
Income Tax Paid, by Individual Jurisdiction [Line Items]    
State & Local 210  
France    
Income Tax Paid, by Individual Jurisdiction [Line Items]    
Foreign $ 24  
v3.26.1
Income Taxes - Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits, Excluding Interest and Penalties (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Income Tax Disclosure [Abstract]    
Beginning balance $ 0 $ 556
Decreases for tax positions in prior years 0 (556)
Ending balance $ 0 $ 0
v3.26.1
Leases - Additional Information (Detail) - USD ($)
 12 Months Ended
Jan. 31, 2026
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  
Weighted-average remaining lease term, operating leases 6 years 7 years
Weighted-average discount rate, operating leases 7.04% 7.15%
Operating lease cost $ 23,017,000 $ 22,372,000
Sublease term 3 years  
Sublease, future minimum operating lease remaining payments $ 1,500,000  
Remaining sublease term 1 year 8 months 12 days  
Payment lease not yet commenced $ 0  
v3.26.1
Leases - Summary of Lease Cost (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Leases [Abstract]    
Operating lease cost $ 23,017 $ 22,372
Variable operating lease cost 371 270
Sublease income (866) (289)
Total lease cost $ 22,522 $ 22,353
v3.26.1
Leases - Schedule of Supplemental Cash Flow and Non-cash Information Related to Leases (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Cash paid for amounts included in the measurement of lease liabilities:    
Operating cash flows from operating leases $ 23,792 $ 24,080
Right-of-use assets obtained in exchange for operating lease liabilities $ 15,822 $ 36,791
v3.26.1
Leases - Summary of Future Maturity of Lease Liabilities (Detail)
$ in Thousands
Jan. 31, 2026
USD ($)
Leases [Abstract]  
Fiscal 2026 $ 22,805
Fiscal 2027 20,795
Fiscal 2028 19,974
Fiscal 2029 18,751
Fiscal 2030 14,835
Thereafter 31,080
Total lease payments 128,240
Less: Imputed interest (25,314)
Total operating lease liabilities $ 102,926
v3.26.1
Segment and Geographical Financial Information - Additional Information (Detail)
 12 Months Ended
Jan. 31, 2026
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
v3.26.1
Segment and Geographical Financial Information - Summary of Reportable Segments Information (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Segment Reporting Information [Line Items]    
Net Sales [1] $ 300,007 $ 293,452
Cost of Products Sold [2] 150,864 148,273
Marketing and advertising 14,368 12,532
Income (loss) before income taxes and equity in net income of equity method investment 7,372 (23,401)
Depreciation and Amortization 2,908 4,006
Capital Expenditures 4,287 4,232
Total Assets 225,041 222,735
Operating Segments [Member]    
Segment Reporting Information [Line Items]    
Net Sales 300,007 293,452
Cost of Products Sold 150,864 148,273
Staff and Personnel 28,126 28,014
Occupancy 27,134 26,495
Marketing and advertising 11,301 9,967
Other segment items 26,313 19,828
Income (loss) before income taxes and equity in net income of equity method investment 56,269 60,875
Depreciation and Amortization 2,604 3,124
Capital Expenditures 4,132 3,804
Total Assets 176,347 168,602
Operating Segments [Member] | Vince Wholesale [Member]    
Segment Reporting Information [Line Items]    
Net Sales 165,740 165,349
Cost of Products Sold 99,364 98,800
Staff and Personnel 3,679 4,218
Occupancy 486 380
Marketing and advertising 802 547
Other segment items 10,919 3,499
Income (loss) before income taxes and equity in net income of equity method investment 50,490 57,905
Depreciation and Amortization 329 119
Capital Expenditures 333 530
Total Assets 75,339 68,488
Operating Segments [Member] | Vince Direct-to-Consumer [Member]    
Segment Reporting Information [Line Items]    
Net Sales 134,267 128,103
Cost of Products Sold 51,500 49,473
Staff and Personnel 24,447 23,796
Occupancy 26,648 26,115
Marketing and advertising 10,499 9,420
Other segment items 15,394 16,329
Income (loss) before income taxes and equity in net income of equity method investment 5,779 2,970
Depreciation and Amortization 2,275 3,005
Capital Expenditures 3,799 3,274
Total Assets 101,008 100,114
Unallocated Corporate [Member]    
Segment Reporting Information [Line Items]    
Income (loss) before income taxes and equity in net income of equity method investment (48,897) (91,909)
Depreciation and Amortization 304 882
Capital Expenditures 155 428
Total Assets $ 48,694 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 of equity method investment   $ 7,633
[1] Includes $149 and $1,106 of net sales for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a former related party.
[2] Includes royalty expense of $14,079 and $13,963 for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a related party. Includes cost of products sold of $230 and $38 for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a former related party.
v3.26.1
Segment and Geographical Financial Information - Summary of Reportable Segments Information (Parenthetical) (Detail) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Aug. 02, 2025
Jan. 31, 2026
Feb. 01, 2025
Segment Reporting Information [Line Items]      
Proceeds from employee retention credit payment $ 7,173    
Goodwill impairment charge   $ 0 $ 31,973
Unallocated Corporate [Member]      
Segment Reporting Information [Line Items]      
Goodwill impairment charge     31,973
Unallocated Corporate [Member] | Employee Retention Credit [Member]      
Segment Reporting Information [Line Items]      
Proceeds from employee retention credit payment   7,173  
Vince Wholesale [Member]      
Segment Reporting Information [Line Items]      
Royalty expense   10,026 10,106
Vince Direct-to-Consumer [Member]      
Segment Reporting Information [Line Items]      
Royalty expense   $ 4,053 $ 3,857
v3.26.1
Related Party Transactions - Additional Information (Detail) - USD ($)
 12 Months Ended
May 25, 2023
Jan. 31, 2026
Feb. 01, 2025
Jan. 22, 2025
Dec. 11, 2020
Related Party Transaction [Line Items]          
Received distributions of cash under operating agreement   $ 3,603,000 $ 3,395,000    
Payment of cash under license agreement   13,963,000 10,811,000    
Net sales [1]   300,007,000 293,452,000    
Cost of products sold [2]   150,864,000 148,273,000    
Selling, general and administrative expenses [3]   139,905,000 138,016,000    
Maximum borrowing capacity   19,462,000 19,156,000    
Related Party [Member]          
Related Party Transaction [Line Items]          
Accrued royalty expenses   3,629,000 3,513,000    
Third Lien Credit Agreement [Member]          
Related Party Transaction [Line Items]          
Maximum borrowing capacity   $ 8,762,000 $ 7,743,000   $ 20,000,000
Sun Capital [Member] | Third Lien Credit Agreement [Member]          
Related Party Transaction [Line Items]          
Ownership percentage of common stock     67.00%    
Sun Capital Consulting Agreement [Member]          
Related Party Transaction [Line Items]          
Date of related party transaction agreement   Nov. 27, 2013      
Reimbursement of expenses incurred   $ 0 $ 37,000    
CaaStle Platform Services Agreement [Member]          
Related Party Transaction [Line Items]          
Net sales   149,000 1,106,000    
Cost of products sold   230,000 38,000    
Selling, general and administrative expenses   195,000 625,000    
Second and Third Amended and Restated Bylaws [Member]          
Related Party Transaction [Line Items]          
Ownership percentage of common stock       30.00%  
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   0 614,000    
CaaStle Inc [Member]          
Related Party Transaction [Line Items]          
Outstanding amount due   $ 0 $ 24,000    
[1] Includes $149 and $1,106 of net sales for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a former related party.
[2] Includes royalty expense of $14,079 and $13,963 for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a related party. Includes cost of products sold of $230 and $38 for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a former related party.
[3] Includes SG&A expenses of $195 and $625 for the years ended January 31, 2026 and February 1, 2025, respectively, which is with a former related party.
v3.26.1
Schedule II - Valuation and Qualifying Accounts (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2026
Feb. 01, 2025
Sales Allowances [Member]    
Valuation and Qualifying Accounts Disclosure [Line Items]    
Beginning of Period $ (6,854) $ (5,210)
Expense Charges, net of Reversals (50,238) (47,278)
Deductions and Write-offs 49,925 45,634
End of Period (7,167) (6,854)
Allowance for Doubtful Accounts [Member]    
Valuation and Qualifying Accounts Disclosure [Line Items]    
Beginning of Period (335) (377)
Expense Charges, net of Reversals (6,503) (9)
Deductions and Write-offs 3 51
End of Period (6,835) (335)
Valuation Allowances on Deferred Income Taxes [Member]    
Valuation and Qualifying Accounts Disclosure [Line Items]    
Beginning of Period (53,394) (125,913)
Expense Charges, net of Reversals (1,127) 72,519
End of Period $ (54,521) $ (53,394)