8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): May 14, 2024

Boot Barn Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-36711	90-0776290
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

15345 Barranca Parkway, Irvine, California	92618
(Address of principal executive offices)	(Zip Code)

(949) 453-4400

(Registrant’s telephone number, including area code)

Not Applicable

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

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

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

☐   Emerging growth company

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.0001 par value	BOOT	New York Stock Exchange

Item 2.02 Results of Operations and Financial Condition

On May 14, 2024, Boot Barn Holdings, Inc. issued a press release announcing certain financial results for its fiscal fourth quarter and fiscal year ended March 30, 2024. The press release is attached hereto as Exhibit 99.1.

The information provided in this Item 2.02, including Exhibit 99.1, is intended to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 7.01     Regulation FD Disclosure.

Boot Barn Holdings, Inc. (the “Company”) is furnishing this Current Report on Form 8-K in connection with the disclosure of information contained in a supplemental financial presentation (the “Presentation”) to be used by the Company at various meetings with institutional investors and analysts. This information may be amended or updated at any time and from time to time through another Current Report on Form 8-K or other means. A copy of the Presentation is furnished herewith as Exhibit 99.2 and is incorporated into this Item 7.01 by reference.

The information furnished in this Item 7.01, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any registration statement filed pursuant to the Securities Act of 1933, as amended, except as may be expressly set forth by specific reference in such filing.

The Company expressly disclaims any obligation to update or revise any of the information contained in the Presentation.

The Presentation is available on the Company’s investor relations website located at investor.bootbarn.com, although the Company reserves the right to discontinue that availability at any time.

Item 9.01. Financial Statements and Exhibits.

Exhibit 99.1	Earnings press release dated May 14, 2024.
Exhibit 99.2	Supplemental Financial Presentation dated May 14, 2024.
Exhibit 104	The cover page of this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

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

	BOOT BARN HOLDINGS, INC.
Date: May 14, 2024	By:	/s/ James M. Watkins
		Name: James M. Watkins
		Title: Chief Financial Officer and Secretary

EX-99.1

Exhibit 99.1

Boot Barn Holdings, Inc. Announces Fourth Quarter and Fiscal Year 2024

Financial Results

IRVINE, California – May 14, 2024 – Boot Barn Holdings, Inc. (NYSE: BOOT) today announced its financial results for the fourth fiscal quarter and fiscal year ended March 30, 2024. A Supplemental Financial Presentation is available at investor.bootbarn.com.

For the quarter ended March 30, 2024 (13 weeks) compared to the quarter ended April 1, 2023 (14 weeks):

● Net sales decreased 8.7% over the prior-year period to $388.5 million. Net sales decreased 2.2% when excluding $28.3 million of sales from the 14th week of the prior-year period.

● Same store sales decreased 5.9% compared to the prior-year period, cycling 55% same store sales growth on a 3-year stack basis.The 5.9% decrease in consolidated same store sales is comprised of a decrease in retail store same store sales of 5.7% and a decrease in e-commerce same store sales of 7.6%.

● Net income was $29.4 million, or $0.96 per diluted share, compared to $46.4 million, or $1.53 per diluted share in the prior-year period. Net income per diluted share in the fourth quarter includes a non-cash charge of $2.0 million, or $0.05 per diluted share, related to the partial impairment of the Sheplers’ trademark.

● The Company opened 18 new stores, bringing its total store count to 400.

For the fiscal year ended March 30, 2024 (52 weeks) compared to the fiscal year ended April 1, 2023 (53 weeks):

● Net sales increased 0.6% over the prior-year to $1.667 billion. Net sales increased 2.3% when excluding $28.3 million of sales from the 53rd week of the prior year.

● Same store sales decreased 6.2% compared to the prior year, cycling 57% same store sales growth on a 3-year stack basis. The 6.2% decrease in consolidated same store sales is comprised of a decrease in retail store same store sales of 5.6% and a decrease in e-commerce same store sales of 10.6%.

● Net income, inclusive of the non-cash partial impairment, was $147.0 million, or $4.80 per diluted share, compared to $170.6 million, or $5.62 per diluted share in the prior year.

● The Company opened 55 new stores, bringing its total store count to 400.

Jim Conroy, president and chief executive officer, commented, “I am pleased with our fourth quarter performance and proud of the efforts of the entire Boot Barn team. We crossed the 400-store milestone prior to year-end and extended the Boot Barn brand to 45 states across the country. In the year, revenue showed modest growth despite experiencing a mid-single digit decline in consolidated same store sales and cycling a 53-week fiscal year. We also grew exclusive brand penetration by 370 basis points which contributed to merchandise margin expansion.

Encouragingly, our fourth quarter same store sales performance was meaningfully better than the third quarter and, based on the recent trends in the business, we believe we will continue to experience further improvement going forward. In fact, we have seen broad-based sequential improvement across virtually all major merchandise departments, both stores and ecommerce channels, and in all four regional geographies. This trajectory began as we progressed from our third quarter into the fourth quarter, then improved in April and again into May where we have seen positive same store sales in both channels on a month-to-date basis. While we expect the consumer to continue to be cautious for the foreseeable future, we feel well positioned to further execute on our long-term strategic initiatives.”

1

Operating Results for the Fourth Quarter Ended March 30, 2024 (13 weeks) Compared to the Fourth Quarter Ended April 1, 2023 (14 weeks)

● Net sales decreased 8.7% to $388.5 million from $425.7 million in the prior-year period. Consolidated same store sales decreased 5.9% with retail store same store sales decreasing 5.7% and e-commerce same store sales decreasing 7.6%. The decrease in net sales was the result of the decrease in consolidated same store sales and the impact of a 13-week quarter when compared to a 14-week quarter in the prior-year period, partially offset by the incremental sales from new stores opened over the past twelve months.

● Gross profit was $139.4 million, or 35.9% of net sales, compared to $155.8 million, or 36.6% of net sales, in the prior-year period. Gross profit decreased primarily due to a decrease in sales, partially offset by merchandise margin expansion. The decrease in gross profit rate of 70 basis points was driven primarily by 230 basis points of deleverage in buying, occupancy and distribution center costs, partially offset by a 160 basis-point increase in merchandise margin rate. The deleverage in buying, occupancy and distribution center costs was driven primarily by the higher occupancy costs of new stores, the impact of a 13-week quarter when compared to a 14-week quarter in the prior-year period, and depreciation expense related to the opening of the new Kansas City distribution center. The increase in merchandise margin rate was driven by a 160 basis-point improvement in freight expense and supply chain efficiencies as a percentage of net sales.

● Selling, general and administrative expenses were $101.2 million, or 26.1% of net sales, compared to $93.1 million, or 21.9% of net sales, in the prior-year period. The increase in selling, general and administrative expenses as compared to the prior-year period was primarily a result of normalized incentive-based compensation when compared to the prior-period reversal of incentive-based compensation, higher marketing expenses, and a $2.0 million partial impairment of the Sheplers’ trademark, partially offset by the impact of the 14^th week in the prior-year period and lower store labor. Selling, general and administrative expenses as a percentage of net sales increased by 420 basis points primarily as a result of higher marketing expenses, normalized incentive-based compensation when compared to the prior-period reversal of incentive-based compensation, a $2.0 million partial impairment of the Sheplers’ trademark, higher store labor and the impact of a 13-week quarter when compared to a 14-week quarter in the prior year.

● Income from operations decreased $24.5 million to $38.2 million, or 9.8% of net sales, compared to $62.7 million, or 14.7% of net sales, in the prior-year period, primarily due to the factors noted above.

● Net income was $29.4 million, or $0.96 per diluted share, compared to net income of $46.4 million, or $1.53 per diluted share in the prior-year period.

Operating Results for the Fiscal Year Ended March 30, 2024 (52 weeks) Compared to the Fiscal Year Ended April 1, 2023 (53 weeks)

● Net sales increased 0.6% to $1.667 billion from $1.658 billion in the prior year. Consolidated same store sales decreased 6.2% with retail store same store sales decreasing 5.6% and e-commerce same store sales decreasing 10.6%. The increase in net sales was the result of the incremental sales from new stores opened over the past twelve months, partially offset by the decrease in consolidated same store sales and sales from the 53rd week of the prior year.

● Gross profit was $614.4 million, or 36.9% of net sales, compared to $610.6 million, or 36.8% of net sales, in the prior year. Gross profit increased primarily due to merchandise margin expansion and sales growth. As a percentage of net sales, gross profit rate was approximately flat driven primarily by a 160 basis-point increase in merchandise margin rate offset by 160 basis points of deleverage in buying, occupancy and distribution center costs. The increase in merchandise margin rate was driven primarily by a 120 basis-point improvement in freight expense as a percentage of net sales and 40 basis points of product margin expansion resulting primarily from growth in exclusive

2

brand penetration and buying economies of scale. The deleverage in buying, occupancy and distribution center costs was driven primarily by the higher occupancy costs of new stores, depreciation expense related to the opening of the new Kansas City distribution center and the impact of a 52-week year when compared to a 53-week year last year.

● Selling, general and administrative expenses were $416.2 million, or 25.0% of net sales, compared to $378.8 million, or 22.9% of net sales, in the prior year. Selling, general and administrative expenses increased primarily as a result of higher general and administrative expenses, store payroll associated with operating 55 new stores and other operating expenses in the current year. Selling, general and administrative expenses as a percentage of net sales increased by approximately 210 basis points primarily as a result of higher general and administrative expenses and store payroll costs.

● Income from operations decreased $33.6 million to $198.2 million, or 11.9% of net sales, compared to $231.8 million, or 14.0% of net sales, in the prior year, primarily due to the factors noted above.

● Net income was $147.0 million, or $4.80 per diluted share, compared to net income of $170.6 million, or $5.62 per diluted share in the prior year.

Sales by Channel

The following table includes total net sales (decline)/growth, same store sales (“SSS”) (decline)/growth and e-commerce as a percentage of net sales for the periods indicated below.

	Thirteen Weeks										Two Weeks
	Ended		Four Weeks		Four Weeks		Five Weeks		Four Weeks		Ended
	March 30, 2024		Fiscal January		Fiscal February		Fiscal March		Fiscal April		May 11, 2024
Total Net Sales (Decline)/Growth	(8.7)	% *	(12.6)	%	3.6	%	(13.7)	% *	8.2	%	10.5	%
Retail Stores SSS	(5.7)	%	(7.2)	%	(8.1)	%	(2.8)	%	(1.5)	%	1.1	%
E-commerce SSS	(7.6)	%	(11.3)	%	(5.9)	%	(6.0)	%	5.3	%	3.1	%
Consolidated SSS	(5.9)	%	(7.7)	%	(7.8)	%	(3.2)	%	(0.8)	%	1.3	%
E-commerce as a % of Net Sales	10.5	%	11.2	%	10.4	%	10.0	%	10.1	%	9.5	%

*Total net sales decline for the five weeks ended fiscal 2024 March compares to the six weeks ended fiscal 2023 March. Total net sales decline for the thirteen weeks ended March 30, 2024 compares to the fourteen weeks ended April 1, 2023. Fiscal 2024 was a 52-week year, compared to fiscal 2023 which was a 53-week year.

Balance Sheet Highlights as of March 30, 2024

● Cash of $76 million.

● Zero drawn under our $250 million revolving credit facility.

● Average inventory per store increased approximately 1% on a same store basis compared to April 1, 2023.

3

Fiscal Year 2025 Outlook

The Company is providing guidance for what it can reasonably estimate at this time. For the fiscal year ending March 29, 2025 the Company expects:

● To open 60 new stores.

● Total sales of $1.766 billion to $1.800 billion, representing growth of 5.9% to 8.0% over the prior year.

● Same store sales decline of approximately (3.6)% to (1.6)%, with retail store same store sales declines of approximately (4.0)% to (2.0)% and e-commerce same store sales declines of (0.5)% to growth of 2.0%.

● Gross profit between $647.2 million and $664.1 million, or approximately 36.6% to 36.9% of sales.

● Selling, general and administrative expenses between $458.9 million and $463.4 million, or approximately 26.0% to 25.7% of sales.

● Income from operations between $188.3 million and $200.7 million, or approximately 10.7% to 11.2% of sales.

● Effective tax rate of 26.2%.

● Net income of $140.2 million to $149.3 million.

● Net income per diluted share of $4.55 to $4.85 based on 30.8 million weighted average diluted shares outstanding.

● Capital expenditures between $115.0 million and $120.0 million, which is net of estimated landlord tenant allowances of $30.2 million.

For the fiscal first quarter ending June 29, 2024, the Company expects:

● Total sales of $399 million to $407 million, representing growth of 4.0% to 6.1% over the prior-year period.

● Same store sales decline of approximately (4.5)% to (2.5)%, with retail store same store sales declines of (5.0)% to (3.0)% and e-commerce same store sales growth of flat to 2.0%.

● Income from operations between $38.7 million and $41.2 million, or approximately 9.7% to 10.1% of sales.

● Net income per diluted share of $0.94 to $1.00 based on 30.7 million weighted average diluted shares outstanding.

Conference Call Information

A conference call to discuss the financial results for the fourth quarter and fiscal year 2024 is scheduled for today, May 14, 2024, at 4:30 p.m. ET (1:30 p.m. PT). Investors and analysts interested in participating in the call are invited to dial (800) 717-1738. The conference call will also be available to interested parties through a live webcast at investor.bootbarn.com. Please visit the website and select the “Events and Presentations” link at least 15 minutes prior to the start of the call to register and download any necessary software. A Supplemental Financial Presentation is also available on the investor relations section of the Company’s website. A telephone replay of the call will be available until June 14, 2024, by dialing (844) 512-2921 (domestic) or (412) 317-6671 (international) and entering the conference identification number: 1145625. Please note participants must enter the conference identification number in order to access the replay.

About Boot Barn

Boot Barn is the nation’s leading lifestyle retailer of western and work-related footwear, apparel and accessories for men, women and children. The Company offers its loyal customer base a wide selection of work and lifestyle brands. As of the date of this release, Boot Barn operates 403 stores in 45 states, in addition to an e-commerce channel www.bootbarn.com. The Company also operates www.sheplers.com, the nation’s leading pure play online western and work retailer and www.countryoutfitter.com, an e-commerce site selling to customers who live a country lifestyle. For more information, call 888-Boot-Barn or visit www.bootbarn.com.

4

Forward Looking Statements

This press release contains forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical fact included in this press release are forward-looking statements. Forward-looking statements refer to our current expectations and projections relating to, by way of example and without limitation, our financial condition, liquidity, profitability, results of operations, margins, plans, objectives, strategies, future performance, business and industry. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate”, “estimate”, “expect”, “project”, “plan“, “intend”, “believe”, “may”, “might”, “will”, “could”, “should”, “can have”, “likely”, “outlook” and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events, but not all forward-looking statements contain these identifying words. These forward-looking statements are based on assumptions that the Company’s management has made in light of their industry experience and on their perceptions of historical trends, current conditions, expected future developments and other factors they believe are appropriate under the circumstances. As you consider this press release, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (some of which are beyond the Company’s control) and assumptions. These risks, uncertainties and assumptions include, but are not limited to, the following: decreases in consumer spending due to declines in consumer confidence, local economic conditions or changes in consumer preferences; the Company’s ability to effectively execute on its growth strategy; and the Company’s failure to maintain and enhance its strong brand image, to compete effectively, to maintain good relationships with its key suppliers, and to improve and expand its exclusive product offerings. The Company discusses the foregoing risks and other risks in greater detail under the heading “Risk factors” in the periodic reports filed by the Company with the Securities and Exchange Commission. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect the Company’s actual financial results and cause them to differ materially from those anticipated in the forward-looking statements. Because of these factors, the Company cautions that you should not place undue reliance on any of these forward-looking statements. New risks and uncertainties arise from time to time, and it is impossible for the Company to predict those events or how they may affect the Company. Further, any forward-looking statement speaks only as of the date on which it is made. Except as required by law, the Company does not intend to update or revise the forward-looking statements in this press release after the date of this press release.

Investor Contact:ICR, Inc.

Brendon Frey, 203-682-8216

BootBarnIR@icrinc.com

or

Company Contact:Boot Barn Holdings, Inc.

Mark Dedovesh, 949-453-4489

Senior Vice President, Investor Relations & Financial Planning

BootBarnIRMedia@bootbarn.com

5

Boot Barn Holdings, Inc.

Consolidated Balance Sheets

(In thousands, except per share data)

(Unaudited)

	March 30,		April 1,
	2024		2023
Assets
Current assets:
Cash and cash equivalents	$	75,847	$	18,193
Accounts receivable, net		9,964		13,145
Inventories		599,120		589,494
Prepaid expenses and other current assets		44,718		48,341
Total current assets		729,649		669,173
Property and equipment, net		323,667		257,143
Right-of-use assets, net		390,501		326,623
Goodwill		197,502		197,502
Intangible assets, net		58,697		60,751
Other assets		5,576		6,189
Total assets	$	1,705,592	$	1,517,381
Liabilities and stockholders’ equity
Current liabilities:
Line of credit	$	—	$	66,043
Accounts payable		132,877		134,246
Accrued expenses and other current liabilities		116,477		122,958
Short-term lease liabilities		63,454		51,595
Total current liabilities		312,808		374,842
Deferred taxes		42,033		33,260
Long-term lease liabilities		403,303		330,081
Other liabilities		3,805		2,748
Total liabilities		761,949		740,931
Stockholders’ equity:
Common stock, $0.0001 par value; March 30, 2024 - 100,000 shares authorized, 30,572 shares issued; April 1, 2023 - 100,000 shares authorized, 30,072 shares issued		3		3
Preferred stock, $0.0001 par value; 10,000 shares authorized, no shares issued or outstanding		—		—
Additional paid-in capital		232,636		209,964
Retained earnings		723,026		576,030
Less: Common stock held in treasury, at cost, 228 and 192 shares at March 30, 2024 and April 1, 2023, respectively		(12,022)		(9,547)
Total stockholders’ equity		943,643		776,450
Total liabilities and stockholders’ equity	$	1,705,592	$	1,517,381

6

Boot Barn Holdings, Inc.

Consolidated Statements of Operations

(In thousands, except per share data)

(Unaudited)

	Thirteen Weeks Ended		Fourteen Weeks Ended		Fifty-Two Weeks Ended		Fifty-Three Weeks Ended
	March 30,		April 1,		March 30,		April 1,
	2024		2023		2024		2023
Net sales	$	388,459	$	425,661	$	1,667,009	$	1,657,615
Cost of goods sold		249,021		269,829		1,052,585		1,047,043
Gross profit		139,438		155,832		614,424		610,572
Selling, general and administrative expenses		101,194		93,116		416,210		378,785
Income from operations		38,244		62,716		198,214		231,787
Interest expense		230		1,535		2,238		5,880
Other income/(loss), net		871		181		1,396		(29)
Income before income taxes		38,885		61,362		197,372		225,878
Income tax expense		9,446		14,953		50,376		55,325
Net income	$	29,439	$	46,409	$	146,996	$	170,553
Earnings per share:
Basic	$	0.97	$	1.55	$	4.87	$	5.72
Diluted	$	0.96	$	1.53	$	4.80	$	5.62
Weighted average shares outstanding:
Basic		30,317		29,847		30,167		29,805
Diluted		30,717		30,422		30,611		30,370

7

Boot Barn Holdings, Inc.

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

	Fiscal Year Ended
	March 30,		April 1,		March 26,
	2024		2023		2022
Cash flows from operating activities
Net income	$	146,996	$	170,553	$	192,450
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		49,531		35,883		27,280
Stock-based compensation		12,935		9,711		9,475
Amortization of intangible assets		54		62		72
Impairment of intangible assets		2,000		—		—
Noncash lease expense		55,148		47,869		39,286
Amortization and write-off of debt issuance fees and debt discount		108		130		1,878
Loss on disposal of assets		660		334		175
Gain on adjustment of right-of-use assets and lease liabilities		—		—		(259)
Deferred taxes		8,773		6,365		4,902
Changes in operating assets and liabilities:
Accounts receivable, net		3,282		(2,716)		5,222
Inventories		(9,626)		(115,194)		(198,540)
Prepaid expenses and other current assets		3,515		(11,276)		(24,577)
Other assets		613		(2,874)		(236)
Accounts payable		425		(2,636)		25,502
Accrued expenses and other current liabilities		(6,208)		(18,541)		45,229
Other liabilities		1,057		516		(1,192)
Operating leases		(33,183)		(29,299)		(37,803)
Net cash provided by operating activities	$	236,080	$	88,887	$	88,864
Cash flows from investing activities
Purchases of property and equipment	$	(118,782)	$	(124,534)	$	(60,443)
Net cash used in investing activities	$	(118,782)	$	(124,534)	$	(60,443)
Cash flows from financing activities
(Payments)/Borrowings on line of credit, net	$	(66,043)	$	37,494	$	28,549
Repayments on debt and finance lease obligations		(863)		(838)		(112,304)
Tax withholding payments for net share settlement		(2,475)		(4,689)		(2,904)
Proceeds from the exercise of stock options		9,737		1,199		5,764
Net cash (used in)/provided by financing activities	$	(59,644)	$	33,166	$	(80,895)
Net increase/(decrease) in cash and cash equivalents		57,654		(2,481)		(52,474)
Cash and cash equivalents, beginning of period		18,193		20,674		73,148
Cash and cash equivalents, end of period	$	75,847	$	18,193	$	20,674
Supplemental disclosures of cash flow information:
Cash paid for income taxes	$	57,157	$	60,171	$	41,684
Cash paid for interest	$	2,385	$	5,835	$	3,808
Supplemental disclosure of non-cash activities:
Unpaid purchases of property and equipment	$	17,269	$	21,487	$	14,963

8

Boot Barn Holdings, Inc.

Store Count

	Quarter Ended	Quarter Ended	Quarter Ended	Quarter Ended	Quarter Ended	Quarter Ended	Quarter Ended	Quarter Ended
	March 30,	December 30,	September 30,	July 1,	April 1,	December 24,	September 24,	June 25,
	2024	2023	2023	2023	2023	2022	2022	2022
Store Count (BOP)	382	371	361	345	333	321	311	300
Opened/Acquired	18	11	10	16	12	12	10	11
Closed	—	—	—	—	—	—	—	—
Store Count (EOP)	400	382	371	361	345	333	321	311

Boot Barn Holdings, Inc.

Selected Store Data

	Thirteen Weeks Ended												Fourteen Weeks Ended			Thirteen Weeks Ended
	March 30,			December 30,			September 30,			July 1,			April 1,			December 24,			September 24,			June 25,
	2024			2023			2023			2023			2023			2022			2022			2022
Selected Store Data:
Same Store Sales (decline)/growth		(5.9)	%		(9.7)	%		(4.8)	%		(2.9)	%		(5.5)	%		(3.6)	%		2.3	%		10.0	%
Stores operating at end of period		400			382			371			361			345			333			321			311
Comparable stores operating at end of period(1)		335			322			312			302			290			280			275			272
Total retail store selling square footage, end of period (in thousands)		4,371			4,153			4,027			3,914			3,735			3,598			3,451			3,333
Average retail store selling square footage, end of period		10,929			10,872			10,855			10,841			10,825			10,806			10,751			10,717
Average sales per comparable store (in thousands)(2)	$	917		$	1,256		$	950		$	1,014		$	1,092		$	1,424		$	1,001		$	1,060

(1) Comparable stores have been open at least 13 full fiscal months as of the end of the applicable reporting period, although we include or exclude stores in accordance with the additional criteria disclosed in our annual Form 10-K.

(2) Average sales per comparable store is calculated by dividing comparable store trailing three-month sales for the applicable period by the number of comparable stores operating at the end of the period.

9

EX-99.2

Exhibit 99.2

0 Supplemental Financial Presentation May 2024 Offering everyone a piece of the American spirit—one handshake at a time.

1 Important Information Forward-Looking Statements This presentation contains forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical fact included in this presentation are forward-looking statements. You can identify forward-looking statements by the fact that they generally include words such as "anticipate," "estimate," "expect," "project," "plan,“ "intend," "believe," “outlook” and other words of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events but not all forward-looking statements contain these identifying words. These forward-looking statements are based on assumptions that the Company’s management has made in light of their industry experience and on their perceptions of historical trends, current conditions, expected future developments and other factors they believe are appropriate under the circumstances. As you consider this presentation, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (some of which are beyond the Company’s control) and assumptions. These risks, uncertainties and assumptions include, but are not limited to, the following: decreases in consumer spending due to declines in consumer confidence, local economic conditions or changes in consumer preferences; the Company’s ability to effectively execute on its growth strategy; the Company’s failure to maintain and enhance its strong brand image, to compete effectively, to maintain good relationships with its key suppliers, and to improve and expand its exclusive product offerings. The Company discusses the foregoing risks and other risks in greater detail under the heading “Risk factors” in the periodic reports filed by the Company with the Securities and Exchange Commission. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect the Company’s actual financial results and cause them to differ materially from those anticipated in the forward-looking statements. Because of these factors, the Company cautions that you should not place undue reliance on any of these forward-looking statements. New risks and uncertainties arise from time to time, and it is impossible for the Company to predict those events or how they may affect the Company. Further, any forward-looking statement speaks only as of the date on which it is made. Except as required by law, the Company does not intend to update or revise the forward-looking statements in this presentation after the date of this presentation. Industry and Market Information Statements in this presentation concerning our industry and the markets in which we operate, including our general expectations and competitive position, business opportunity and market size, growth and share, are based on information from independent industry organizations and other third-party sources, data from our internal research and management estimates. Management estimates are derived from publicly available information and the information and data referred to above and are based on assumptions and calculations made by us based upon our interpretation of such information and data. The information and data referred to above are imprecise and may prove to be inaccurate because the information cannot always be verified with complete certainty due to the limitations on the availability and reliability of raw data, the voluntary nature of the data gathering process and other limitations and uncertainties. As a result, please be aware that the data and statistical information in this presentation may differ from information provided by our competitors or from information found in current or future studies conducted by market research institutes, consultancy firms or independent sources. Recent Developments Our business and opportunities for growth depend on consumer discretionary spending, and as such, our results are particularly sensitive to economic conditions and consumer confidence. Inflation and other challenges affecting the global economy could impact our operations and will depend on future developments, which are uncertain. These and other effects make it more challenging for us to estimate the future performance of our business, particularly over the near-to-medium term. For further discussion of the uncertainties and business risks affecting the Company, see the sections captioned “Risk factors” in our periodic reports filed with the Securities and Exchange Commission.

2 Full Year Fiscal 2024 Highlights Results Fiscal 2024 Total Sales $ $1.67 Billion Total Sales Growth % +0.6% +2.3% excluding the 53rd week in Fiscal 2023 Consolidated Same Store Sales Growth % (6.2)% Stores (5.6)% E-comm (10.6)% Active B Rewarded Customers Purchasing 8.4M +18% New Store Openings 400 stores in 45 states 55 +16% Exclusive Brands Penetration % 37.7% +370bps EBIT % 11.9% GAAP EPS $ $4.80 1Fiscal 2023 was a 53-week year. Management estimates the 53rd week contributed $28.3M of sales. 2As of March 30, 2024, our loyalty program included approximately 8.4 million members who have purchased merchandise from us in the last three fiscal years. 3Fiscal 2024 includes a $2.0M charge related to the partial impairment of the Sheplers’ trademark, worth approximately $0.05 of earnings per diluted share. Excluding the impairment charge, EBIT % would have been 12.0%. 1 2 3 3

3 Q4 Fiscal 2024 Results $193 $189 $259 $383 $426 $388 Q4 '19 Q4 '20 Q4 '21 Q4 '22 Q4 '23 Q4 '24 Q4 Total Sales ($M) 8.7% -4.7% 26.9% 33.3% -5.5% -5.9% Q4 '19 Q4 '20 Q4 '21 Q4 '22 Q4 '23 Q4 '24 Q4 Consolidated SSS% +150bps (10)bps +300bps +120bps (120)bps +160bps Q4 '19 Q4 '20 Q4 '21 Q4 '22 Q4 '23 Q4 '24 Q4 Merchandise Margin % $0.30 $0.20 $0.82 $1.47 $1.53 $0.96 Q4 '19 Q4 '20 Q4 '21 Q4 '22 Q4 '23 Q4 '24 Q4 EPS 1 1 2 1Q4 Fiscal 2023 was a 14-week quarter as a result of the 53rd week in Fiscal 2023. Management estimates the 14th week of Q4 Fiscal 2023 contributed $28.3M in sales and approximately $0.16 of earnings per diluted share. 2Q4 Fiscal 2024 includes a $2.0M charge related to the partial impairment of the Sheplers’ trademark, worth approximately $0.05 of earnings per diluted share. 14 weeks 14 weeks onset of COVID onset of COVID onset of COVID onset of COVID

4 Full Year Fiscal 2024 Results 10.0% 5.0% 3.1% 53.7% -0.1% -6.2% FY19 FY20 FY21 FY22 FY23 FY24 Full Year Consolidated SSS% +110bps +90bps +90bps +270bps (70)bps +160bps FY19 FY20 FY21 FY22 FY23 FY24 Full Year Merchandise Margin % $1.35 $1.64 $2.01 $6.33 $5.62 $4.80 FY19 FY20 FY21 FY22 FY23 FY24 Full Year EPS $777 $846 $893 $1,488 $1,658 $1,667 FY19 FY20 FY21 FY22 FY23 FY24 Full Year Sales ($M) 16.5% five-year CAGR +650bps over six years 28.9% five-year CAGR 1Fiscal 2023 was a 53rd week year. Management estimates the 53rd week contributed $28.3M in sales and approximately $0.16 of earnings per diluted share. 2Fiscal 2024 includes a $2.0M charge related to the partial impairment of the Sheplers’ trademark, worth approximately $0.05 of earnings per diluted share. 1 1 2 53 weeks 53 weeks 65.5% six-year stack

5 Strategic Initiatives Update 1 2 3 4 Expand Our Store Base Drive Same Store Sales Growth Continue Omni-Channel Leadership Build Out Exclusive Brand Portfolio

6 15% New Unit Growth 86 117 152 169 208 219 226 240 259 273 300 345 400 460 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 E Annual Store Count 1 1Represents management’s guidance to open 60 new stores in Fiscal 2025 provided on the Company’s fourth quarter earnings call on May 14, 2024. 1

7 1 Profitable New Units & Expanding Our National Footprint • 400 stores • 45 states • 86 stores • 8 states 2012 Today New Store Economics SqFt $1.7M $3.0M 1st Year Sales $700K Investment Return on Investment FY25 E 3yr Payback ~1.5yr Payback IPO Model $1.5M 32% 12K ~60% 10K

8 400 460 900 FY24 FY25 E FY26 FY27 FY28 FY29 FY30 1 Illustrative example of 15% new unit growth annually. 2Represents management’s guidance to open 60 new stores in Fiscal 2025 provided on the Company’s fourth quarter earnings call on May 14, 2024. New Store Opportunity1 Looking Forward: 15% New Unit Growth • 500 additional stores opportunity • Expected to contribute ~$1.5 billion in sales • Payback in ~18 months (ROIC ~60%) • All stores positive 4-wall EBITDA 1 2

9 11.9% 6.7% 7.3% -0.1% 0.3% 5.2% 10.0% 5.0% 3.1% 53.7% -0.1% -6.2% -1.6% FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 E Consolidated SSS% 2 Over A Decade of Strong Same Store Sales FY13 – FY19 +41% seven-year stack, +6% SSS avg FY20 – FY25 E +54% six-year stack, +9% SSS avg 1 1Reflects the high end of the Company’s guidance range provided on its May 14, 2024 earnings call.

10 2 $4.6 $4.1 FY23 FY24 Average Sales per Comparable Store ($M) Fiscal 2023 45 new stores at ~$3.1M average sales per store Average sales decline of the 290 comparable stores in FY24 Average Comparable Store Sales 1 1 1Average sales per comparable store is calculated by dividing comparable store trailing twelve month sales for the applicable period by the number of comparable stores operating at the end of the period. 2Comparable stores have been open at least 13 full fiscal months as of the end of the current reporting period, although we include or exclude stores in accordance with the additional criteria disclosed in our annual form 10-K. 290 Comparable Stores2 335 Comparable Stores2 • Average sales per comparable store have remained elevated compared to historical levels (pre-pandemic). • Negative retail store SSS% has put pressure on year-over-year comparable store sales in combination with adding new stores with lower average sales than a mature store.

11 Western Country Fashion Mens Womens Customer Segmentation Work 2

12 2 Tailored Marketing - Western

13 2 Tailored Marketing - Work

14 2 Tailored Marketing - Country

15 2 Tailored Marketing - Fashion Kentucky Derby Marketing

16 -1.5% 1.1% Apr May 1 2 Store SSS% by Month FY24 -5.0% -2.6% 1.5% 1.1% -3.7% -7.3% -8.8% -11.5% -8.5% -7.2% -8.1% -2.8% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar FY25 FY23 8.1% 14.8% 8.1% 1.6% 4.4% 5.1% 1.5% 1.9% -3.2% 0.6% -1.9% -6.2% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Stores are ~90% of FY24 Q4 Sales 1Represents preliminary retail store same store sales for April Fiscal 2025 and two weeks of May Fiscal 2025. FY22 323.1% 98.2% 54.0% 74.8% 72.9% 55.5% 50.4% 56.7% 57.8% 38.2% 47.8% 17.3% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar 1

17 3 Omni-Channel Capabilities Drive Store Traffic • Bring Long Tail to Stores • Ship to Store / BOPIS • Return in Store Deliver Digital Experience in Stores • Mobile App • Range Finder (AI enabled) • WHIP (endless aisle) Fulfill Online Demand Efficiently • DC Fulfillment • Store Fulfillment • Same Day Delivery Drive Online Profitability • Boot Barn retail price consistent across channels • Infrequent promotions • Profitable ROAS standard • Maximize clearance margin

18 3 Differentiated Online Presence • Branded site • Same price as stores • Sales performing better than other sites • Most profitable online site • ~75% of Q4 fiscal 2024 online sales • Price sensitive customer • Same assortment as Bootbarn.com • ~13% of Q4 fiscal 2024 online sales • Mostly ladies’ product • More fashionable customer • ~5% of Q4 fiscal 2024 online sales • Least profitable online site • ~7% of Q4 fiscal 2024 online sales

19 3 Ecommerce SSS% by Month 5.3% 3.1% Apr May FY24 -19.1% -9.0% -3.5% -11.9% -13.0% -10.6% -16.8% -15.1% -8.4% -11.3% -5.9% -6.0% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar FY25 FY23 13.1% 8.5% 6.4% -3.0% -1.3% -13.5% -18.5% -25.4% -10.1% -16.3% -18.7% -19.4% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Ecommerce is ~10% of FY24 Q4 Sales 1Represents preliminary retail store same store sales for April Fiscal 2025 and two weeks of May Fiscal 2025. 1 FY22 26.1% -4.4% 10.2% 32.1% 40.3% 49.3% 55.5% 59.4% 42.4% 63.1% 57.2% 35.4% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar 1

20 WESTERN COUNTRY ARTIST INSPIRED WORK RANCH & RODEO 4 Exclusive Brands Portfolio PREMIUM VALUE

21 3.0% 5.0% 7.0% 9.7% 11.1% 10.7% 13.5% 16.2% 22.0% 23.7% 28.3% 34.0% 37.7% 38.8% FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 E Full Year Exclusive Brands Penetration % Margin enhancement ~1,000 bps vs. 3rd party brands $5 $12 $24 $39 $63 $67 $92 $126 $186 $212 $421 $564 $628 $698 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 E Full Year Exclusive Brands Sales ($M) 4 1FY25 estimated 38.8% consolidated exclusive brand penetration reflects 110 basis points of growth over fiscal 2024 as provided in the Company’s guidance outlined on their May 14, 2024 earnings call. 1 1 Exclusive Brands Penetration Growth

22 Exclusive Brands Growth & Margin Expansion Estimated 760bps total margin expansion Exclusive Brands Penetration Growth Over Seven Years 13.5% 37.7% 38.8% FY18 FY24 FY25 E EB is Only 1/3 of Margin Appreciation EB Expansion 250bps Improved full-price selling & buying economies of scale 510bps +110bps +90bps +90bps +270bps (70)bps +160bps +110bps FY19 FY20 FY21 FY22 FY23 FY24 FY25 E Merchandise Margin Growth Over Seven Years 1 2 4 1FY25 estimated 38.8% consolidated exclusive brand penetration reflects 110 basis points of growth over fiscal 2024 as provided in the Company’s guidance outlined on their May 14, 2024 earnings call. 2FY25 estimated 110 basis points of merchandise margin as provided in the Company’s guidance outlined on their May 14, 2024 earnings call.

23 FY25 Guidance

24 Full Year Fiscal 2025 Financial Guidance Full Year FY25 Financial Guidance Low End ($M) High End ($M) High End Guidance Comments Total Net Sales Consolidated SSS% Store SSS% E-commerce SSS% Total Net Sales Growth % New Store Openings $1,766 (3.6)% (4.0)% (0.5)% 5.9% 60 $1,800 (1.6)% (2.0)% 2.0% 8.0% 60 15% new unit growth ~25 first half, ~35 second half Gross Profit % $647.2 36.6% $664.1 36.9% +110bps merchandise margin +110bps exclusive brands penetration (110)bps buying & occupancy deleverage SG&A % $458.9 26.0% $463.4 25.7% Income from Operations % $188.3 10.7% $200.7 11.2% GAAP Earnings per Diluted Share $4.55 $4.85

25 Q1 Fiscal 2025 Financial Guidance Q1 FY25 Financial Guidance Low End ($M) High End ($M) Total Net Sales Consolidated SSS% Store SSS% E-commerce SSS% Total Net Sales Growth % New Store Openings $399 (4.5)% (5.0)% 0.0% 4.0% 10 $407 (2.5)% (3.0)% 2.0% 6.1% 10 Gross Profit % $142.6 35.7% $146.2 36.0% SG&A % $103.9 26.0% $105.0 25.8% Income from Operations % $38.7 9.7% $41.2 10.1% GAAP Earnings per Diluted Share $0.94 $1.00

26 National Leader in Attractive Market • Leading player in estimated $40 billion industry • Brick-and-mortar presence in 45 states and online sales in all 50 states plus international • Pressure-tested model World Class Omni-Channel Capabilities • Strong variety of omni-channel offerings in place • Ability to drive incremental traffic to stores • Improved customer satisfaction with added convenience and quicker delivery Strong New Unit Growth Opportunities • Proven ability to open stores in both new and existing markets • Store-preferred shopping experience • Minimal sales cannibalization from new stores Lifestyle Brand with Loyal Customer • Genuine lifestyle retail brand • Extremely loyal customers seeking authenticity • Lifestyle experience across stores, e-commerce and events Profit Enhancement Opportunities • Proven ability to drive merchandise margin expansion • Economies of scale in purchasing & ability to leverage expenses Investment Considerations Exclusive Brands • 1,000bps margin enhancement vs. 3rd party brands • Differentiated assortment to satisfy all customer segments • Proven supply chain reliability

27 investor.bootbarn.com

XML

Document and Entity Information	May 14, 2024
Document and Entity Information
Document Type	8-K
Document Period End Date	May 14, 2024
Entity File Number	001-36711
Entity Registrant Name	Boot Barn Holdings, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	90-0776290
Entity Address, Address Line One	15345 Barranca Parkway
Entity Address, City or Town	Irvine
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92618
City Area Code	949
Local Phone Number	453-4400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.0001 par value
Trading Symbol	BOOT
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001610250
Amendment Flag	false