8-K: Caleres Announces CFO Transition, Updates Q4 Outlook

Caleres announced a CFO transition with Daniel L. Karpel appointed interim CFO, and updated its fourth-quarter and fiscal 2025 outlook due to potential impacts from the Saks Global bankruptcy and restructuring charges.

Summary

• Jack P. Calandra is stepping down as Senior Vice President and Chief Financial Officer of Caleres, Inc., effective January 15, 2026, and will terminate employment on January 30, 2026.
• Mr. Calandra's departure is not due to any disagreement with the company's operations, policies, practices, accounting, or financial policies.
• Daniel L. Karpel, the company's Senior Vice President and Chief Accounting Officer, has been appointed to the additional role of Interim Chief Financial Officer, effective January 21, 2026.
• Mr. Karpel, 55, brings over 30 years of finance and accounting experience, having previously served as CFO for Club Car Wash Operating, LLC and CW Holdings, LLC, and as Chief Accounting Officer for Eyecare Partners LLC and Spectrum Brands Holdings, Inc.
• Mr. Karpel previously worked at Caleres from 2008 to 2016, serving as Chief Accounting Officer from 2013 to 2016, and rejoined the company as Chief Accounting Officer in October 2025.
• The company is updating its fourth-quarter and fiscal 2025 outlook to account for the potential impact of the Saks Global bankruptcy.
• The Saks Global bankruptcy could result in sales volatility and up to a $0.06 risk to the fourth-quarter earnings per diluted share guidance.
• Caleres may also incur charges related to restructuring that were not previously anticipated in its guidance.
• Excluding these potential impacts, the sales and earnings per diluted share outlook for the fourth quarter and fiscal 2025 remain in line with previous guidance issued on December 9, 2025.
• An external search for a permanent successor to the CFO position has commenced.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to the potential for reduced earnings per share and unanticipated restructuring charges, despite the smooth CFO transition and the interim CFO's experience. The financial uncertainty outweighs the positive aspects of the management change.

Positives

• The interim CFO, Daniel L. Karpel, possesses over 30 years of extensive finance and accounting experience, including a previous tenure as Caleres' Chief Accounting Officer.
• Mr. Karpel's deep familiarity with Caleres is expected to ensure a smooth transition during this period of leadership change.
• The departure of the previous CFO, Jack P. Calandra, is explicitly stated not to be due to any disagreements with the company's operations, policies, or financial practices.

Negatives

• The company faces potential sales volatility and up to a $0.06 risk to its fourth-quarter earnings per diluted share guidance due to the Saks Global bankruptcy.
• There is a possibility of incurring unanticipated restructuring charges, which could negatively impact financial results.
• The departure of a principal officer (CFO) creates a period of interim leadership and the need for an external search for a permanent replacement.

Risks

• Potential sales volatility and up to a $0.06 risk to fourth-quarter earnings per diluted share guidance due to the Saks Global bankruptcy.
• Risk of incurring charges related to restructuring not previously anticipated in guidance.

Future Outlook

The company's fourth-quarter and fiscal 2025 sales and earnings per diluted share outlook are updated to reflect potential impacts from the Saks Global bankruptcy and unanticipated restructuring charges. Excluding these specific impacts, the outlook remains consistent with previous guidance.

Management Comments

• "On behalf of the board of directors and all of our Associates, I would like to thank Jack for his contributions over the last three plus years and wish him the very best." Jay Schmidt, President and CEO.
• "Dan recently returned to Caleres, and he knows our company well. We are confident that his deep familiarity with our company coupled with his financial expertise will ensure a smooth transition." Jay Schmidt, President and CEO.

Industry Context

This announcement highlights the ongoing challenges within the retail sector, particularly the vulnerability of footwear brands to the financial health of major department store chains like Saks Global. The potential for sales volatility and restructuring charges underscores the dynamic and sometimes unpredictable nature of the retail environment, where external factors can significantly impact even established market leaders like Caleres.

Management Changes

Stakeholder Impact

• Shareholders: Potential negative impact on earnings per diluted share due to Saks Global bankruptcy and restructuring charges, creating uncertainty regarding future stock performance.
• Employees: Potential impact from restructuring charges, which could imply workforce adjustments or changes.
• Customers: The Saks Global bankruptcy could affect product availability or distribution channels for Caleres' brands sold through Saks, potentially impacting customer access.

Next Steps

• The company has commenced an external search for a permanent Chief Financial Officer.

Key Dates

Recommendation

The company is experiencing a leadership transition at the CFO level, which is being managed with an experienced interim appointment. However, the updated financial outlook includes potential negative impacts on Q4 EPS and restructuring charges due to the Saks Global bankruptcy. While the underlying business outlook (excluding these specific items) remains in line with previous guidance, the new uncertainties warrant a cautious approach. Investors should hold to monitor the actual impact of these events and the progress of the permanent CFO search before making further investment decisions.

Keywords

Caleres, CFO, Chief Financial Officer, Interim CFO, Financial Outlook, Earnings Guidance, Saks Global, Bankruptcy, Restructuring Charges, Footwear, Retail, Management Change, CAL