Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)Financial Statements and Financial Statement Schedules. Refer to “Index to Financial Statements” appearing herein.

(b)Exhibits. Refer to the exhibit index which is included herein.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

TAPESTRY, INC.

Date: August 19, 2021			By:			/s/ Joanne C. Crevoiserat
						Name: Joanne C. Crevoiserat Title: Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated below on August 19, 2021.

Signature						Title
/s/ Joanne C. Crevoiserat						Chief Executive Officer
Joanne C. Crevoiserat						(Principal Executive Officer)
/s/ Scott A. Roe						Chief Financial Officer
Scott A. Roe						(Principal Financial Officer)
/s/ Manesh B. Dadlani						Corporate Controller
Manesh B. Dadlani						(Principal Accounting Officer)
/s/ Susan Kropf						Independent Chair, Board of Directors
Susan Kropf
/s/ John P. Bilbrey						Director
John P. Bilbrey
/s/ Darrell Cavens						Director
Darrell Cavens
/s/ David Denton						Director
David Denton
/s/ Anne Gates						Director
Anne Gates
/s/ Thomas R. Greco						Director
Thomas R. Greco
/s/ Pam Lifford						Director
Pam Lifford
/s/ Annabelle Yu Long						Director
Annabelle Yu Long
/s/ Ivan Menezes						Director
Ivan Menezes

TAPESTRY, INC.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY INFORMATION

			Page Number
Reports of Independent Registered Public Accounting Firm			62
Consolidated Financial Statements:
Consolidated Balance Sheets			65
Consolidated Statements of Operations			66
Consolidated Statements of Comprehensive Income			67
Consolidated Statements of Stockholders’ Equity			68
Consolidated Statements of Cash Flows			69
Notes to Consolidated Financial Statements			70
Financial Statement Schedules:
Schedule II — Valuation and Qualifying Accounts			106
Quarterly Financial Data			107

All other schedules are omitted because they are not applicable or the required information is shown in the Consolidated Financial Statements or Notes thereto.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the stockholders and the Board of Directors of Tapestry, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Tapestry, Inc. and subsidiaries (the "Company") as of July 3, 2021 and June 27, 2020, the related consolidated statements of operations, comprehensive income, stockholders' equity, and cash flows, for each of the three years in the period ended July 3, 2021, and the related notes and the financial statement Schedule II listed in the Index to the Consolidated Financial Statements (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of July 3, 2021 and June 27, 2020, and the results of its operations and its cash flows for each of the three years in the period ended July 3, 2021, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) ("PCAOB"), the Company's internal control over financial reporting as of July 3, 2021, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated August 19, 2021, expressed an unqualified opinion on the Company's internal control over financial reporting.

Change in Accounting Principle

As discussed in Note 3 to the financial statements, effective June 30, 2019, the Company adopted Accounting Standards Update ("ASU") No. 2016-02, "Leases (Topic 842)” (“ASC 842”), using the modified retrospective approach.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Goodwill and Other Intangible Assets - Kate Spade - Refer to Notes 3 and 15 to the financial statements

Critical Audit Matter Description

The Company’s evaluation of goodwill and indefinite-lived brand intangible assets for impairment involves the comparison of carrying value to their respective fair values. The determination of the fair values requires management to make significant estimates and assumptions related to forecasts of future revenue growth rates and profit margins, as well as discount rates. Changes in these assumptions could have a significant impact on either the fair values, the amount of any impairment charge, or both.

The carrying value of goodwill associated with the Kate Spade reporting unit was $640.9 million and the carrying value of the Kate Spade indefinite-lived brand intangible asset was $1,300.0 million at July 3, 2021. The fair values of the Kate Spade brand reporting unit and indefinite-lived brand as of the fiscal 2021 testing date exceeded their respective carrying values by approximately 41% and 77%, respectively. Several factors could impact the Kate Spade brand's ability to achieve expected

future cash flows, including continued economic volatility and potential operational challenges related to the Covid-19 pandemic, the reception of new collections in all channels, the success of international expansion strategies, the optimization of the store fleet productivity, the impact of promotional activity in department stores, and other initiatives aimed at increasing profitability of the business.

Given the significant judgments made by management to estimate the fair value of the Kate Spade operations used in both the goodwill and Kate Spade indefinite-lived brand intangible fair value analyses and the difference between their fair values and carrying values, performing auditing procedures to evaluate the reasonableness of management’s judgments regarding the business and valuation assumptions utilized in the valuation model, particularly the forecasts of future revenue growth rates and profit margins and the selection of the discount rate, required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the projected future revenue growth rates and profit margins and discount rates included the following:

• We tested the effectiveness of management’s controls over its goodwill and indefinite-lived brand intangible asset impairment evaluations, including controls over the forecasts of future revenue and profit margin, and the selection of the discount rate.

• We evaluated management’s ability to accurately forecast by comparing actual revenue and profit margin results to historical projections.

• We evaluated management’s revenue and profit margin projections over the projection period by comparing them with (1) internal communications to management and the Board of Directors, (2) peer companies, and (3) industry and market conditions.

• With the assistance of our fair value specialists, we evaluated the market approach, including evaluating the reasonableness of the selected guideline public companies and the resulting market multiples calculations, as well as benchmarking the selected multiples against these guideline public companies.

• We used the assistance of our fair value specialists to assess the acceptability of the weighting applied to value indications from different valuation techniques.

• We used the assistance of our fair value specialists to assess the acceptability of the implied equity premium. With respect to the market value of equity, we tested the calculations used in developing the respective market value of equity.

• We used the assistance of our fair value specialists in evaluating the fair value methodology and the discount rate, including testing the underlying source information and the mathematical accuracy of the calculations. Specific to the discount rate, we considered the inputs and calculations, and we developed a range of independent estimates and compared those to the respective discount rates selected by management.

/s/ DELOITTE & TOUCHE LLP

New York, New York

August 19, 2021

We have served as the Company's auditor since 2002.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the stockholders and the Board of Directors of Tapestry, Inc.

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of Tapestry, Inc. and subsidiaries (the “Company”) as of July 3, 2021 based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO"). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of July 3, 2021, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) ("PCAOB"), the consolidated financial statements and financial statement schedule as of and for the year ended July 3, 2021, of the Company and our report dated August 19, 2021, expressed an unqualified opinion on those financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ DELOITTE & TOUCHE LLP

New York, New York

August 19, 2021

TAPESTRY, INC.

CONSOLIDATED BALANCE SHEETS

			July 3, 2021						June 27, 2020
			(millions)
ASSETS
Current Assets:
Cash and cash equivalents			$	2,007.7					$	1,426.3
Trade accounts receivable, less allowances for credit losses of $4.2 and $15.9, respectively			200.2						193.3
Inventories			734.8						736.9
Income tax receivable			254.6						46.0
Prepaid expenses			93.8						57.5
Other current assets			84.2						93.1
Total current assets			3,375.3						2,553.1
Property and equipment, net			678.1						775.2
Operating lease right-of-use assets			1,496.6						1,757.0
Goodwill			1,297.3						1,301.1
Intangible assets			1,373.4						1,379.4
Other assets			161.7						158.4
Total assets			$	8,382.4					$	7,924.2
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable			$	445.2					$	130.8
Accrued liabilities			661.2						511.0
Current portion of operating lease liabilities			319.4						388.8
Current debt			—						711.5
Total current liabilities			1,425.8						1,742.1
Long-term debt			1,590.7						1,587.9
Long-term operating lease liabilities			1,525.9						1,799.8
Deferred income taxes			203.9						155.1
Other liabilities			376.8						362.9
Total liabilities			5,123.1						5,647.8
See Note 14 on commitments and contingencies
Stockholders’ Equity:
Preferred stock: (authorized 25.0 million shares; $0.01 par value) none issued			—						—
Common stock: (authorized 1.0 billion shares; $0.01 par value) issued and outstanding – 279.5 million and 276.2 million shares, respectively			2.8						2.8
Additional paid-in-capital			3,487.0						3,358.5
Retained earnings (accumulated deficit)			(158.5)						(992.7)
Accumulated other comprehensive income (loss)			(72.0)						(92.2)
Total stockholders’ equity			3,259.3						2,276.4
Total liabilities and stockholders’ equity			$	8,382.4					$	7,924.2

See accompanying Notes.

TAPESTRY, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

			Fiscal Year Ended
			July 3, 2021						June 27, 2020						June 29, 2019
			(millions, except per share data)
Net sales			$	5,746.3					$	4,961.4					$	6,027.1
Cost of sales			1,664.4						1,722.1						1,973.4
Gross profit			4,081.9						3,239.3						4,053.7
Other selling, general and administrative expenses			3,113.9						3,312.4						3,234.0
Impairment of goodwill and intangible assets			—						477.7						—
Operating income (loss)			968.0						(550.8)						819.7
Interest expense, net			71.4						60.1						47.9
Other expense (income)			(0.7)						13.3						5.6
Income (loss) before provision for income taxes			897.3						(624.2)						766.2
Provision for income taxes			63.1						27.9						122.8
Net income (loss)			$	834.2					$	(652.1)					$	643.4
Net income (loss) per share:
Basic			$	3.00					$	(2.34)					$	2.22
Diluted			$	2.95					$	(2.34)					$	2.21
Shares used in computing net income (loss) per share:
Basic			277.9						278.6						289.4
Diluted			283.0						278.6						290.8
Cash dividends declared per common share			$	—					$	1.013					$	1.350

See accompanying Notes.

TAPESTRY, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

			Fiscal Year Ended
			July 3, 2021						June 27, 2020						June 29, 2019
			(millions)
Net income (loss)			$	834.2					$	(652.1)					$	643.4
Other comprehensive income (loss), net of tax:
Unrealized gains (losses) on cash flow hedging derivatives, net			(1.8)						5.6						(5.9)
Unrealized gains (losses) on available-for-sale investments, net			—						0.5						(0.5)
Change in pension liability, net			—						(1.7)						0.6
Foreign currency translation adjustments			22.0						(13.4)						5.4
Other comprehensive income (loss), net of tax			20.2						(9.0)						(0.4)
Comprehensive income (loss)			$	854.4					$	(661.1)					$	643.0

See accompanying Notes.

TAPESTRY, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

			Shares of Common Stock												Common Stock						Additional Paid-in-Capital						Retained Earnings / (Accumulated Deficit)						Accumulated Other Comprehensive Income (Loss)						Total Stockholders' Equity
			(millions, except per share data)
Balance at June 30, 2018			288.0												$	2.9					$	3,205.5					$	119.0					$	(82.8)					$	3,244.6
Net income (loss)			—												—						—						643.4						—						643.4
Other comprehensive income (loss)			—												—						—						—						(0.4)						(0.4)
Shares issued, pursuant to stock-based compensation arrangements, net of shares withheld for taxes			2.2												—						8.6						—						—						8.6
Share-based compensation			—												—						88.0						—						—						88.0
Repurchase and retirement of common stock			(3.4)												—						—						(100.0)						—						(100.0)
Dividends declared ($1.350 per share)			—												—						—						(391.0)						—						(391.0)
Cumulative adjustment from adoption of new accounting standards			—												—						—						20.2						—						20.2
Balance at June 29, 2019			286.8												2.9						3,302.1						291.6						(83.2)						3,513.4
Net income (loss)			—												—						—						(652.1)						—						(652.1)
Other comprehensive income (loss)			—												—						—						—						(9.0)						(9.0)
Shares issued, pursuant to stock-based compensation arrangements, net of shares withheld for taxes			1.3												—						(10.5)						—						—						(10.5)
Share-based compensation			—												—						66.9						—						—						66.9
Repurchase of common stock			(11.9)												(0.1)						—						(299.9)						—						(300.0)
Dividends declared ($1.013 per share)			—												—						—						(283.5)						—						(283.5)
Cumulative adjustment from adoption of new accounting standards			—												—						—						(48.8)						—						(48.8)
Balance at June 27, 2020			276.2												2.8						3,358.5						(992.7)						(92.2)						2,276.4
Net income (loss)			—												—						—						834.2						—						834.2
Other comprehensive income (loss)			—												—						—						—						20.2						20.2
Shares issued, pursuant to stock-based compensation arrangements, net of shares withheld for taxes			3.3												—						53.6						—						—						53.6
Share-based compensation			—												—						74.9						—						—						74.9
Balance at July 3, 2021			279.5												$	2.8					$	3,487.0					$	(158.5)					$	(72.0)					$	3,259.3

See accompanying Notes.

TAPESTRY, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

			Fiscal Year Ended
			July 3, 2021						June 27, 2020						June 29, 2019
			(millions)
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES
Net income (loss)			$	834.2					$	(652.1)					$	643.4
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			218.7						248.3						268.2
Impairment charges			45.8						813.5						—
Provision for bad debt			2.8						26.0						7.1
Share-based compensation			64.1						53.1						84.8
Acceleration program charges			5.1						24.8						—
Integration and restructuring activities			—						14.0						32.5
Deferred income taxes			52.6						(115.7)						34.5
Changes to lease related balances, net			(125.6)						73.1						—
Gain on sale of building			(13.2)						—						—
Gain on deferred purchase price			(12.5)						—						—
Other non-cash charges, net			21.4						2.3						(5.5)
Changes in operating assets and liabilities:
Trade accounts receivable			(9.6)						61.9						25.7
Inventories			32.2						(58.6)						(104.7)
Other liabilities			(16.8)						(37.8)						(55.8)
Accounts payable			307.3						(91.7)						(39.8)
Accrued liabilities			140.3						7.6						(28.8)
Other assets			(223.1)						38.3						(69.2)
Net cash provided by operating activities			1,323.7						407.0						792.4
CASH FLOWS (USED IN) PROVIDED BY INVESTING ACTIVITIES
Acquisitions, net of cash acquired			—						—						(43.5)
Purchases of property and equipment			(116.0)						(205.4)						(274.2)
Purchases of investments			(0.7)						(212.4)						(415.5)
Proceeds from maturities and sales of investments			1.8						462.1						159.0
Proceeds from sale of building			23.9						—						—
Net cash (used in) provided by investing activities			(91.0)						44.3						(574.2)
CASH FLOWS (USED IN) PROVIDED BY FINANCING ACTIVITIES
Dividend payments			—						(380.3)						(390.7)
Repurchase of common stock			—						(300.0)						(100.0)
Proceeds from revolver			—						700.0						—
Repayment of debt			(11.5)						—						—
Proceeds from share-based awards			61.2						4.3						35.3
Repayment of revolving credit facility			(700.0)						—						—
Taxes paid to net settle share-based awards			(7.5)						(14.9)						(27.0)
Payment of deferred purchase price			(7.4)						(2.4)						(2.5)
Payments of finance lease liabilities			(0.8)						(0.8)						(0.7)
Net cash (used in) provided by financing activities			(666.0)						5.9						(485.6)
Effect of exchange rate changes on cash and cash equivalents			14.7						(0.1)						(6.8)
(Decrease) increase in cash and cash equivalents			581.4						457.1						(274.2)
Cash and cash equivalents at beginning of year			1,426.3						969.2						1,243.4
Cash and cash equivalents at end of year			$	2,007.7					$	1,426.3					$	969.2
Supplemental information:
Cash paid for income taxes, net			$	251.8					$	87.2					$	183.8
Cash paid for interest			$	69.7					$	68.1					$	64.1
Non-cash investing activity – property and equipment obligations			$	14.4					$	21.1					$	48.3

See accompanying Notes.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

1. NATURE OF OPERATIONS

Tapestry, Inc. (the "Company") is a leading New York-based house of modern luxury accessories and lifestyle brands. Our global house of brands unites the magic of Coach, kate spade new york and Stuart Weitzman. Each of our brands are unique and independent, while sharing a commitment to innovation and authenticity defined by distinctive products and differentiated customer experiences across channels and geographies. We use our collective strengths to move our customers and empower our communities, to make the fashion industry more sustainable, and to build a company that’s equitable, inclusive, and diverse. Individually, our brands are iconic. Together, we can stretch what’s possible.

The Coach segment includes global sales of Coach products to customers through Coach operated stores, including e-commerce sites and concession shop-in-shops, and sales to wholesale customers and through independent third party distributors.

The Kate Spade segment includes global sales primarily of kate spade new york brand products to customers through Kate Spade operated stores, including e-commerce sites, sales to wholesale customers, through concession shop-in-shops and through independent third party distributors.

The Stuart Weitzman segment includes global sales of Stuart Weitzman brand products primarily through Stuart Weitzman operated stores, including e-commerce sites, sales to wholesale customers and through numerous independent third party distributors.

2. BASIS OF PRESENTATION AND ORGANIZATION

Fiscal Year

The Company’s fiscal year ends on the Saturday closest to June 30. Unless otherwise stated, references to years in the financial statements relate to fiscal years. The fiscal year ended July 3, 2021 (“fiscal 2021”) was a 53-week period. The fiscal years ended June 27, 2020 (“fiscal 2020”) and June 29, 2019 (“fiscal 2019”) were 52-week periods. The fiscal year ending July 2, 2022 (“fiscal 2022”) will be a 52-week period.

Covid-19 Pandemic

The outbreak of a novel strain of coronavirus ("Covid-19") continues to impact a significant majority of the regions in which we operate. In March 2020, the outbreak was labeled a global pandemic by the World Health Organization. National, state and local governments responded to the Covid-19 pandemic in a variety of ways, including, but not limited to, declaring states of emergency, restricting people from gathering in groups or interacting within a certain physical distance (i.e., social distancing), requiring individuals to stay at home, and in most cases, ordering non-essential businesses to close or limit operations. The Company had temporarily closed the majority of its directly operated stores globally for some period of time to help reduce the spread of Covid-19 during fiscal 2020. The vast majority of the Company's stores re-opened for either in-store or pick-up service and have continued to operate since then, however, some store locations have experienced temporary re-closures or are operating under tighter restrictions in compliance with local government regulation. Many of the Company's wholesale and licensing partners also closed their bricks and mortar stores as required by government orders during the third and fourth quarters of fiscal 2020, and while the majority of stores have reopened, they have also been subject to temporary re-closures and tighter capacity restrictions operating in compliance with the rules of certain local governments.

The global Covid-19 pandemic is continuously evolving and the extent to which this impacts the Company - including unforeseen increased costs to the Company's business - will depend on future developments, which are highly uncertain and cannot be predicted, including the ultimate duration, severity and geographic resurgence of the virus and the success of actions to contain the virus, including variants of the novel strain, or treat its impact, among others. As the full magnitude of the effects on the Company's business is difficult to predict at this time, the Covid-19 pandemic has and may continue to have a material adverse impact on the Company's business, financial condition, results of operations and cash flows for the foreseeable future. The Company believes that cash flows from operations, access to the credit and capital markets and our credit lines, on-hand cash and cash equivalents and our investments provide adequate funds to support our operating, capital, and debt service requirements. There can be no assurance, however, that any such capital will be available to the Company on acceptable terms or at all. The Company could experience other potential adverse impacts as a result of the Covid-19 pandemic, including, but not limited to, further charges from adjustments to the carrying amount of goodwill and other intangible assets, long-lived asset impairment charges, reserves for uncollectible accounts receivable and reserves for the realizability of inventory.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

In response to the Covid-19 pandemic, the Company took actions to reinforce its liquidity and financial flexibility. Specific actions included: suspending its quarterly dividend and all share repurchases, actively reducing non-essential SG&A expense, reducing its corporate and retail workforce, temporarily reducing corporate compensation, tightly managing inventory and reducing capital expenditures.

During the second quarter of fiscal 2021, compensation resumed normal levels. Subsequent to the fiscal 2021 year end, the Company’s Board of Directors approved the reinstatement of the Company's shareholder return program and declared a quarterly dividend of $0.25 per common share payable on September 27, 2021. The Company also intends to repurchase approximately $500.0 million worth of stock in fiscal 2022, of which $600.0 million is remaining under its current authorization.

If stores are required to close again for an extended period of time due to a resurgence of increased infections, the Company's liquidity may be negatively impacted.

Furthermore, in fiscal 2020, the Company borrowed $700 million under its $900 million definitive credit agreement, as entered into on October 24, 2019 ("Revolving Credit Facility") as a precautionary measure. The $700 million borrowed was fully repaid in fiscal 2021. On May 19, 2020, the Company entered into Amendment No. 1 (the “Amendment”) to the Revolving Credit Facility, which sets forth the modifications pertaining to the leverage ratio financial covenant required. Refer to Note 13, "Debt", for additional information regarding the Company's outstanding notes payable and applicable amendments.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and footnotes thereto. Actual results could differ from estimates in amounts that may be material to the financial statements.

Significant estimates inherent in the preparation of the consolidated financial statements include reserves for the realizability of inventory; customer returns, end-of-season markdowns and operational chargebacks; useful lives and impairments of long-lived tangible and intangible assets; accounting for income taxes (including the impacts of recently enacted tax legislation) and related uncertain tax positions; accounting for business combinations; the valuation of stock-based compensation awards and related expected forfeiture rates; reserves for restructuring; and reserves for litigation and other contingencies, amongst others.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and all 100% owned and controlled subsidiaries. All intercompany transactions and balances are eliminated in consolidation.

Share Repurchases

The Company accounts for stock repurchases by allocating the repurchase price to common stock and retained earnings. Under Maryland law, the Company's state of incorporation, there are no treasury shares. As a result, all repurchased shares are authorized but unissued shares. The Company may terminate or limit the stock repurchase program at any time.

3. SIGNIFICANT ACCOUNTING POLICIES

Cash and Cash Equivalents

Cash and cash equivalents consist of cash balances and highly liquid investments with a maturity of three months or less at the date of purchase.

Investments

Short-term investments consist primarily of high-credit quality U.S. and non-U.S. issued corporate debt securities, and U.S. Treasuries and government agency securities with original maturities greater than three months and with maturities within one year of balance sheet date, classified as available-for-sale. Long-term investments typically consist of high-credit quality U.S. and non-U.S. issued corporate debt securities, U.S. Treasuries and government agency securities, classified as available-for-sale, and recorded at fair value, with unrealized gains and losses recorded in other comprehensive income. Dividend and interest income are recognized when earned.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Additionally, GAAP requires the consolidation of all entities for which a Company has a controlling voting interest and all variable interest entities (“VIEs”) for which a Company is deemed to be the primary beneficiary. An entity is generally a VIE if it meets any of the following criteria: (i) the entity has insufficient equity to finance its activities without additional subordinated financial support from other parties, (ii) the equity investors cannot make significant decisions about the entity’s operations or (iii) the voting rights of some investors are not proportional to their obligations to absorb the expected losses of the entity or receive the expected returns of the entity and substantially all of the entity’s activities involve or are conducted on behalf of the investor with disproportionately few voting rights.

Concentration of Credit Risk

Financial instruments that potentially expose the Company to concentration of credit risk consist primarily of cash and cash equivalents, investments and accounts receivable. The Company places its cash investments with high-credit quality financial institutions and generally invests primarily in corporate debt securities, money market instruments, U.S. government and agency debt securities, commercial paper and bank deposits placed with major banks and financial institutions. Accounts receivable is generally diversified due to the number of entities comprising the Company's customer base and their dispersion across many geographical regions. The Company believes no significant concentration of credit risk exists with respect to these investments and accounts receivable.

Inventories

The Company holds inventory that is sold through retail, including e-commerce, and wholesale distribution channels. Substantially all of the Company's inventories are comprised of finished goods, and are reported at the lower of cost or net realizable value. Inventory costs include material, conversion costs, freight and duties and are primarily determined on a weighted-average cost basis. The Company reserves for inventory, including slow-moving and aged inventory, based on current product demand, expected future demand and historical experience. A decrease in product demand due to changing customer tastes, buying patterns or increased competition could impact the Company's evaluation of its inventory and additional reserves might be required.

Property and Equipment, Net

Property and equipment, net is stated at cost less accumulated depreciation including the impact of long-lived asset impairment and disposals. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets. Buildings are depreciated over 40 years and building improvements are depreciated over ten to 40 years. Machinery and equipment are depreciated over lives of five to seven years, furniture and fixtures are depreciated over lives of three to ten years, and software and computer equipment is generally depreciated over lives of three to seven years. Leasehold improvements are amortized over the shorter of their estimated useful lives or the related lease terms. Maintenance and repair costs are charged to earnings as incurred while expenditures for major renewals and improvements are capitalized.

Valuation of Long-Lived Assets

Long-lived assets, such as property and equipment and right-of-use ("ROU") assets are evaluated for impairment whenever events or circumstances indicate that the carrying value of the assets may not be recoverable. In evaluating long-lived assets for recoverability, the Company uses its best estimate of future cash flows expected to result from the use of the related asset group and its eventual disposition. To the extent that estimated future undiscounted net cash flows attributable to the asset are less than its carrying value, an impairment loss is recognized equal to the difference between the carrying value of such asset and its fair value, considering external market participant assumptions. The Company recorded $60.9 million and $267.7 million of impairment charges in fiscal 2021 and fiscal 2020, respectively.

In determining future cash flows, the Company takes various factors into account, including the effects of macroeconomic trends such as consumer spending, in-store capital investments, promotional cadence, the level of advertising and changes in merchandising strategy. Since the determination of future cash flows is an estimate of future performance, there may be future impairments in the event that future cash flows do not meet expectations.

Business Combinations

In connection with an acquisition, the Company records all assets acquired and liabilities assumed of the acquired business at their acquisition date fair value, including the recognition of contingent consideration at fair value on the acquisition date. These fair value determinations require judgment and may involve the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, asset lives, and market multiples, among other items. Furthermore, the Company may utilize independent third-party valuation firms when necessary. Refer to Note 4, "Acquisitions," for detailed disclosures related to our acquisitions.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Goodwill and Other Intangible Assets

Upon acquisition, the Company estimates and records the fair value of purchased intangible assets, which primarily consists of brands, customer relationships, right-of-use assets and order backlog. Goodwill and certain other intangible assets deemed to have indefinite useful lives, including brand intangible assets, are not amortized, but are assessed for impairment at least annually. Finite-lived intangible assets are amortized over their respective estimated useful lives and, along with other long-lived assets as noted above, are evaluated for impairment periodically whenever events or changes in circumstances indicate that their related carrying values may not be fully recoverable. Estimates of fair value for finite-lived and indefinite-lived intangible assets are primarily determined using discounted cash flows and the multi-period excess earnings method, respectively, with consideration of market comparisons when appropriate. This approach uses significant estimates and assumptions, including projected future cash flows, discount rates and growth rates.

The Company generally performs its annual goodwill and indefinite-lived intangible assets impairment analysis using a quantitative approach. The quantitative goodwill impairment test identifies the existence of potential impairment by comparing the fair value of each reporting unit with its carrying value, including goodwill. If the fair value of a reporting unit exceeds its carrying value, the reporting unit's goodwill is considered not to be impaired. If the carrying value of a reporting unit exceeds its fair value, an impairment charge is recognized in an amount equal to that excess. The impairment charge recognized is limited to the amount of goodwill allocated to that reporting unit.

Determination of the fair value of a reporting unit and intangible asset is based on management's assessment, considering independent third-party appraisals when necessary. Furthermore, this determination is judgmental in nature and often involves the use of significant estimates and assumptions, which may include projected future cash flows, discount rates, growth rates, and determination of appropriate market comparables and recent transactions. These estimates and assumptions could have a significant impact on whether or not an impairment charge is recognized and the amount of any such charge.

The Company performs its annual impairment assessment of goodwill as well as brand intangibles during the fourth quarter of each fiscal year. The Company determined that there was no impairment in fiscal 2021 or fiscal 2019. In fiscal 2020, the Company recorded a goodwill impairment charge of $210.7 million related to the Stuart Weitzman reporting unit and an impairment charge of $267.0 million related to the Stuart Weitzman indefinite-lived brand.

Operating Leases

The Company leases retail space, office space, warehouse facilities, fulfillment centers, storage space, machinery, equipment and certain other items under operating leases. These leases may also include rent escalation clauses or lease incentives in the form of construction allowances and rent reduction. In determining the lease term used in the lease ROU asset and lease liability calculations, the Company considers various factors such as market conditions and the terms of any renewal or termination options that may exist. When deemed reasonably certain, the renewal and termination options are included in the determination of the lease term and calculation of the lease ROU asset and lease liability. The Company is typically required to make fixed minimum rent payments, variable rent payments primarily based on performance (i.e., percentage-of-sales-based payments), or a combination thereof, directly related to its ROU asset. The Company is also often required, by the lease, to pay for certain other costs including real estate taxes, insurance, common area maintenance fees, and/or certain other costs, which may be fixed or variable, depending upon the terms of the respective lease agreement. To the extent these payments are fixed, the Company has included them in calculating the lease ROU assets and lease liabilities.

The Company calculates lease ROU assets and lease liabilities as the present value of fixed lease payments over the reasonably certain lease term beginning at the commencement date. Per the guidance, the use of the implicit rate to determine the present value of lease payments is required. As the rate implicit in the Company's leases is not readily determinable, the Company uses its incremental borrowing rate based on the information available at the lease commencement date, including the Company's credit rating, credit spread and adjustments for the impact of collateral, lease tenors, economic environment and currency.

For operating leases, fixed lease payments are recognized as operating lease cost on a straight-line basis over the lease term. For finance leases and impaired operating leases, the ROU asset is depreciated on a straight-line basis over the remaining lease term, along with recognition of interest expense associated with accretion of the lease liability. For leases with a lease term of 12 months or less ("short-term lease"), any fixed lease payments are recognized on a straight-line basis over such term, and are not recognized on the Consolidated Balance Sheets. Variable lease cost for both operating and finance leases, if any, is recognized as incurred.

Asset retirement obligations represent legal obligations associated with the retirement of a tangible long-lived asset. The Company’s asset retirement obligations are primarily associated with leasehold improvements in which the Company is

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

contractually obligated to remove at the end of a lease to comply with the lease agreement. When such an obligation exists, the Company recognizes an asset retirement obligation at the inception of a lease at its estimated fair value. The asset retirement obligation is recorded in current liabilities or non-current liabilities (based on the expected timing of payment of the related costs) and is subsequently adjusted for any changes in estimates. The associated estimated asset retirement costs are capitalized as part of the carrying amount of the long-lived asset and depreciated over its useful life. As of the end of fiscal 2021 and fiscal 2020, the Company had asset retirement obligations of $45.1 million and $35.6 million, respectively, primarily classified within other non-current liabilities in the Company's Consolidated Balance Sheets.

Revenue Recognition

Revenue is recognized when the Company satisfies its performance obligations by transferring control of promised products or services to its customers, which may be at a point of time or over time. Control is transferred when the customer obtains the ability to direct the use of and obtain substantially all of the remaining benefits from the products or services. The amount of revenue recognized is the amount of consideration to which the Company expects to be entitled, including estimation of sale terms that may create variability in the consideration. Revenue subject to variability is constrained to an amount which will not result in a significant reversal in future periods when the contingency that creates variability is resolved.

Retail store and concession shop-in-shop revenues are recognized at the point-of-sale, when the customer obtains physical possession of the products. Digital revenue from sales of products ordered through the Company’s e-commerce sites is recognized upon delivery and receipt of the shipment by its customers and includes shipping and handling charges paid by customers. Retail and digital revenues are recorded net of estimated returns, which are estimated by developing an expected value based on historical experience. Payment is due at the point of sale.

The Company recognizes revenue within the wholesale channel at the time title passes and risk of loss is transferred to customers, which is generally at the point of shipment of products but may occur upon receipt of the shipment by the customer in certain cases. Wholesale revenue is recorded net of estimates for returns, discounts, end-of-season markdowns, cooperative advertising allowances and other consideration provided to the customer. The Company's historical estimates of these variable amounts have not differed materially from actual results.

The Company recognizes licensing revenue over time during the contract period in which licensees are granted access to the Company's trademarks. These arrangements require licensees to pay a sales-based royalty and may include a contractually guaranteed minimum royalty amount. Revenue for contractually guaranteed minimum royalty amounts is recognized ratably over the license year and any excess sales-based royalties are recognized as earned once the minimum royalty threshold is achieved.

Gift cards issued by the Company are recorded as a liability until they are redeemed, at which point revenue is recognized. The Company also uses historical information to estimate the amount of gift card balances that will never be redeemed and recognizes that amount as revenue over time in proportion to actual customer redemptions if the Company does not have a legal obligation to remit unredeemed gift cards to any jurisdiction as unclaimed property.

The Company accounts for sales taxes and other related taxes on a net basis, excluding such taxes from revenue.

Refer to Note 5, "Revenue," for additional information.

Cost of Sales

Cost of sales consists of inventory costs and other related costs such as reserves for inventory realizability and shrinkage, damages and replacements.

Selling, General and Administrative ("SG&A") Expenses

Selling expenses include store employee compensation, occupancy costs, depreciation, supply costs, wholesale and retail account administration compensation globally. These expenses are affected by the number of stores open during any fiscal period and store performance, as compensation and rent expenses can vary with sales. Advertising, marketing and design expenses include employee compensation, media space and production, advertising agency fees, new product design costs, public relations and market research expenses. Distribution and customer service expenses include warehousing, order fulfillment, shipping and handling, customer service, employee compensation and bag repair costs. SG&A expenses also include compensation costs for corporate functions including: executive, finance, human resources, legal and information systems departments, as well as corporate headquarters occupancy costs, consulting fees and software expenses.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Shipping and Handling

Shipping and handling costs incurred were $178.6 million, $128.1 million and $123.6 million in fiscal 2021, fiscal 2020 and fiscal 2019, respectively, and are included in SG&A expenses. The Company includes inbound product-related transportation costs from manufacturers within Cost of sales. The balance of the Company's transportation-related costs related to its distribution network is included in SG&A expenses rather than in Cost of sales.

Advertising

Advertising costs include expenses related to direct marketing activities, such as digital and other media and production costs. In fiscal 2021, fiscal 2020 and fiscal 2019, advertising expenses for the Company totaled $395.2 million, $238.0 million and $247.1 million, respectively, and are included in SG&A expenses. Advertising costs are generally expensed when the advertising first appears.

Share-Based Compensation

The Company recognizes the cost of equity awards to employees and the non-employee Directors based on the grant-date fair value of those awards. The grant-date fair values of share unit awards are based on the fair value of the Company's common stock on the date of grant. The grant-date fair value of stock option awards is determined using the Black-Scholes option pricing model and involves several assumptions, including the expected term of the option, expected volatility and dividend yield. The expected term of options represents the period of time that the options granted are expected to be outstanding and is based on historical experience. Expected volatility is based on historical volatility of the Company’s stock as well as the implied volatility from publicly traded options on the Company's stock. Dividend yield is based on the current expected annual dividend per share and the Company’s stock price. Changes in the assumptions used to determine the Black-Scholes value could result in significant changes in the Black-Scholes value.

The Company recognizes share-based compensation net of estimated forfeitures and revises the estimates in subsequent periods if actual forfeitures differ from the estimates. The Company estimates the forfeiture rate based on historical experience as well as expected future behavior.

The Company grants performance-based share awards to key executives, the vesting of which is subject to the executive’s continuing employment and the Company's or individual's achievement of certain performance goals. On a quarterly basis, the Company assesses actual performance versus the predetermined performance goals, and adjusts the share-based compensation expense to reflect the relative performance achievement. Actual distributed shares are calculated upon conclusion of the service and performance periods, and include dividend equivalent shares. If the performance-based award incorporates a market condition, the grant-date fair value of such award is determined using a pricing model, such as a Monte Carlo Simulation.

Income Taxes

The Company’s effective tax rate is based on pre-tax income, statutory tax rates, tax laws and regulations, and tax planning strategies available in the various jurisdictions in which the Company operates. The Company classifies interest and penalties on uncertain tax positions in the provision for income taxes. The Company records net deferred tax assets to the extent it believes that it is more likely than not that these assets will be realized. In making such determination, the Company considers all available evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent and expected future results of operation. The Company reduces deferred tax assets by a valuation allowance if, based upon the weight of available evidence, it is more likely than not that some amount of deferred tax assets is not expected to be realized. The Company is not permanently reinvested with respect to earnings of a limited number of foreign entities and has recorded the tax consequences of remitting earnings from these entities. The Company is permanently reinvested with respect to all other earnings.

The Company recognizes the impact of tax positions in the financial statements if those positions will more likely than not be sustained on audit, based on the technical merits of the position. Although the Company believes that the estimates and assumptions used are reasonable and legally supportable, the final determination of tax audits could be different than that which is reflected in historical tax provisions and recorded assets and liabilities. Tax authorities periodically audit the Company’s income tax returns and the tax authorities may take a contrary position that could result in a significant impact on the Company's results of operations. Significant management judgment is required in determining the effective tax rate, in evaluating tax positions and in determining the net realizable value of deferred tax assets.

Refer to Note 16, "Income Taxes," herein for further discussion on the Company's income taxes.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Derivative Instruments

The majority of the Company’s purchases and sales involving international parties, excluding international customer sales, are denominated in U.S. dollars, which limits the Company’s exposure to the transactional effects of foreign currency exchange rate fluctuations. However, the Company is exposed to foreign currency exchange risk related to its foreign operating subsidiaries’ U.S. dollar-denominated inventory transactions and various cross-currency intercompany loans and payables. The Company uses derivative financial instruments to manage these risks. These derivative transactions are in accordance with the Company’s risk management policies. The Company does not enter into derivative transactions for speculative or trading purposes.

The Company records all derivative contracts at fair value on the Consolidated Balance Sheets. The fair values of foreign currency derivatives are based on the forward curves of the specific indices upon which settlement is based and include an adjustment for the Company’s credit risk. Judgment is required of management in developing estimates of fair value. The use of different market assumptions or methodologies could affect the estimated fair value.

For derivative instruments that qualify for hedge accounting, the changes in the fair value of these instruments is either (i) offset against the changes in fair value of the hedged assets or liabilities through earnings or (ii) recognized as a component of accumulated other comprehensive income (loss) ("AOCI") until the hedged item is recognized in earnings, depending on whether the derivative is being used to hedge changes in fair value or cash flows, respectively.

Each derivative instrument entered into by the Company that qualifies for hedge accounting is expected to be highly effective at reducing the risk associated with the exposure being hedged. For each derivative that is designated as a hedge, the Company documents the related risk management objective and strategy, including identification of the hedging instrument, the hedged item and the risk exposure, as well as how hedge effectiveness will be assessed over the term of the instrument. The extent to which a hedging instrument has been and is expected to remain highly effective in achieving offsetting changes in fair value or cash flows is assessed and documented by the Company on at least a quarterly basis.

If it is determined that a derivative instrument has not been highly effective, and will continue not to be highly effective in hedging the designated exposure, hedge accounting is discontinued and further gains (losses) are recognized in earnings within foreign currency gains (losses). Upon discontinuance of hedge accounting, the cumulative change in fair value of the derivative previously recorded in AOCI is recognized in earnings when the related hedged item affects earnings, consistent with the original hedging strategy, unless the forecasted transaction is no longer probable of occurring, in which case the accumulated amount is immediately recognized in earnings within foreign currency gains (losses).

As a result of the use of derivative instruments, the Company may be exposed to the risk that the counterparties to such contacts will fail to meet their contractual obligations. To mitigate this counterparty credit risk, the Company has a policy of only entering into contracts with carefully selected financial institutions based upon an evaluation of their credit ratings, among other factors.

The fair values of the Company’s derivative instruments are recorded on its Consolidated Balance Sheets on a gross basis. For cash flow reporting purposes, the Company classifies proceeds received or amounts paid upon the settlement of a derivative instrument in the same manner as the related item being hedged, primarily within cash from operating activities.

Hedging Portfolio

The Company enters into forward currency contracts primarily to reduce its risks related to exchange rate fluctuations on foreign currency denominated inventory transactions, as well as various cross-currency intercompany loans and payables. To the extent its derivative contracts designated as cash flow hedges are highly effective in offsetting changes in the value of the hedged items, the related gains (losses) are initially deferred in AOCI and subsequently recognized in the Consolidated Statements of Operations as part of the cost of the inventory purchases being hedged within cost of sales, when the related inventory is sold to a third party. Current maturity dates range from July 2021 to June 2022. Forward foreign currency exchange contracts designated as fair value hedges and associated with intercompany and other contractual obligations are recognized within foreign currency gains (losses) generally in the period in which the related balances being hedged are revalued. Most current maturity dates are in August 2021, and such contracts are typically renewed upon maturity if the related balance has not been settled.

Foreign Currency

The functional currency of the Company's foreign operations is generally the applicable local currency. Assets and liabilities are translated into U.S. dollars using the current exchange rates in effect at the balance sheet date, while revenues and expenses are translated at the weighted-average exchange rates for the period. The resulting translation adjustments are included

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

in the Consolidated Statements of Comprehensive Income as a component of other comprehensive income (loss) (“OCI”) and in the Consolidated Statements of Equity within AOCI.

The Company recognizes gains and losses on transactions that are denominated in a currency other than the respective entity's functional currency in earnings. Foreign currency transaction gains and losses also include amounts realized on the settlement of certain intercompany loans with foreign subsidiaries.

Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

In August 2018, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2018-13, "Fair Value Measurement (Topic 820)" ("ASU 2018-13"), which is intended to improve the effectiveness of fair value disclosures. The ASU removes or modifies certain disclosure requirements related to fair value information, as well as adds new disclosure requirements for Level 3 fair value measurements. The Company adopted ASU 2018-13 as of the beginning of Fiscal 2021. The adoption of ASU 2018-13 did not have a material impact on the Company's consolidated financial statements and notes thereto.

In August 2018, the FASB issued ASU No. 2018-15, "Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40)" ("ASU 2018-15"), which is intended to clarify the accounting for implementation costs of cloud computing arrangements which are deemed to be a service contract rather than a software license. The Company adopted ASU 2018-15 as of the beginning of Fiscal 2021 on a prospective basis. The adoption of ASU 2018-15 did not have a material impact on the Company's consolidated financial statements and notes thereto.

In June 2016, the FASB issued ASU No. 2016-13, “Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), and subsequent clarifying updates, which requires companies to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables. The standard requires upfront recognition of an allowance for credit losses expected to be incurred over an asset's contractual life based on relevant information about past events, current conditions, and supportable forecasts impacting its ultimate collectability. The Company adopted ASU 2016-13 as of the beginning of Fiscal 2021 using the modified retrospective basis. The adoption of ASU 2016-13 did not have a material impact on the Company’s consolidated financial statements and notes thereto.

In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)," which the Company adopted in its entirety on June 30, 2019. This ASU requires recognition of lease assets and lease liabilities on the balance sheet for all leases other than short-term leases. The Company applied the provisions of ASU No. 2018-11, "Leases (Topic 842): Targeted Improvements" ("ASU 2018-11"), allowing it to recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption without restating the comparative prior year periods. Refer to Note 11, "Leases" for further discussion and related disclosures on leases.

Recently Issued Accounting Pronouncements Not Yet Adopted

The Company has considered all new accounting pronouncements and have concluded that there are no new pronouncements that may have a material impact on our results of operations, financial condition or cash flows based on current information.

4. ACQUISITIONS

Fiscal 2019 Acquisitions

Distributor Acquisitions

During the fiscal year ended June 29, 2019, the Company acquired designated assets of its Stuart Weitzman distributor in Southern China and Australia and of its Kate Spade distributor in Australia, Malaysia and Singapore.

The aggregate purchase consideration for the acquisitions was $47.8 million, $44.0 million of which was cash consideration and the remaining is related to non-cash consideration. Of the $44.0 million of cash consideration, $43.5 million was paid during fiscal 2019 and $0.5 million was paid during fiscal 2020. Of the total purchase consideration of $47.8 million, $21.8 million of net assets were recorded at their fair values. The excess of the purchase consideration over the fair value of the net assets acquired was recorded as non-tax deductible goodwill in the amount of $26.0 million, of which $13.3 million was assigned to the Stuart Weitzman segment and $12.7 million was assigned to the Kate Spade segment.

The results of the operations of each acquired entity have been included in the consolidated financial statements since the respective date of each acquisition. The pro forma results are not presented for these acquisitions as they are immaterial.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

5. REVENUE

The Company recognizes revenue primarily from sales of the products of its brands through retail and wholesale channels, including e-commerce sites. The Company also generates revenue from royalties related to licensing its trademarks, as well as sales in ancillary channels. In all cases, revenue is recognized upon the transfer of control of the promised products or services to the customer, which may be at a point in time or over time. Control is transferred when the customer obtains the ability to direct the use of and obtain substantially all of the remaining benefits from the products or services. The amount of revenue recognized is the amount of consideration to which the Company expects to be entitled, including estimation of sale terms that may create variability in the consideration. Revenue subject to variability is constrained to an amount which will not result in a significant reversal in future periods when the contingency that creates variability is resolved.

The Company recognizes revenue in its retail stores, including concession shop-in-shops, at the point-of-sale when the customer obtains physical possession of the products. Digital revenue from sales of products ordered through the Company's e-commerce sites is recognized upon delivery and receipt of the shipment by its customers and includes shipping and handling charges paid by customers. Retail and digital revenues are recorded net of estimated returns, which are estimated by developing an expected value based on historical experience. Payment is due at the point of sale.

Gift cards issued by the Company are recorded as a liability until redeemed by the customer, at which point revenue is recognized. The Company also uses historical information to estimate the amount of gift card balances that will never be redeemed and recognizes that amount as revenue over time in proportion to actual customer redemptions if the Company does not have a legal obligation to remit unredeemed gift cards to any jurisdiction as unclaimed property.

Certain of the Company's retail operations use sales incentive programs, such as customer loyalty programs and the issuance of coupons. Loyalty programs provide the customer a material right to acquire additional products and give rise to the Company having a separate performance obligation. Additionally, certain products sold by the Company include an assurance warranty that is not considered a separate performance obligation. These programs are immaterial individually and in the aggregate.

The Company recognizes revenue within the wholesale channel at the time title passes and risk of loss is transferred to customers, which is generally at the point of shipment of products but may occur upon receipt of the shipment by the customer in certain cases. Payment is generally due 30 to 90 days after shipment. Wholesale revenue is recorded net of estimates for returns, discounts, end-of-season markdowns, cooperative advertising allowances and other consideration provided to the customer. Discounts are based on contract terms with the customer, while cooperative advertising allowances and other consideration may be based on contract terms or negotiated on a case by case basis. Returns and markdowns generally require approval from the Company and are estimated based on historical trends, current season results and inventory positions at the wholesale locations, current market and economic conditions as well as, in select cases, contractual terms. The Company's historical estimates of these variable amounts have not differed materially from actual results.

The Company recognizes licensing revenue over time during the contract period in which licensees are granted access to the Company's trademarks. These arrangements require licensees to pay a sales-based royalty and may include a contractually guaranteed minimum royalty amount. Revenue for contractually guaranteed minimum royalty amounts is recognized ratably over the license year and any excess sales-based royalties are recognized as earned once the minimum royalty threshold is achieved. Payments from the customer are generally due quarterly in an amount based on the licensee's sales of goods bearing the licensed trademarks during the period, which may differ from the amount of revenue recorded during the period thereby generating a contract asset or liability. Contract assets and liabilities and contract costs related to the licensing arrangements are immaterial as the licensing business represents approximately 1% of total net sales in the fiscal year ended July 3, 2021.

The Company has elected a practical expedient not to disclose the remaining performance obligations that are unsatisfied as of the end of the period related to contracts with an original duration of one year or less or variable consideration related to sales-based royalty arrangements. There are no other contracts with transaction price allocated to remaining performance obligations other than future minimum royalties as discussed above, which are not material.

Other practical expedients elected by the Company include (i) assuming no significant financing component exists for any contract with a duration of one year or less, (ii) accounting for shipping and handling as a fulfillment activity within SG&A expense regardless of the timing of the shipment in relation to the transfer of control and (iii) excluding sales and value added tax from the transaction price.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Disaggregated Net Sales

The following table disaggregates the Company's net sales into geographies that depict how economic factors may impact the revenues and cash flows for the periods presented. Each geography presented includes net sales related to the Company's directly operated channels, global travel retail business and to wholesale customers, including distributors, in locations within the specified geographic area.

			North America						Greater China**(1)**						Other Asia**(2)**						Other**(3)**						Total
			(millions)
Fiscal 2021
Coach			$	2,466.3					$	930.6					$	666.3					$	189.9					$	4,253.1
Kate Spade			936.7						55.2						134.7						83.4						1,210.0
Stuart Weitzman			139.4						108.3						4.0						31.5						283.2
Total			$	3,542.4					$	1,094.1					$	805.0					$	304.8					$	5,746.3
Fiscal 2020
Coach			$	2,015.5					$	600.8					$	691.0					$	218.4					$	3,525.7
Kate Spade			889.4						48.3						141.6						70.2						1,149.5
Stuart Weitzman			146.2						81.2						18.3						40.5						286.2
Total			$	3,051.1					$	730.3					$	850.9					$	329.1					$	4,961.4
Fiscal 2019
Coach			$	2,401.6					$	779.8					$	836.0					$	253.5					$	4,270.9
Kate Spade			1,067.4						52.9						157.8						88.7						1,366.8
Stuart Weitzman			216.3						80.2						23.6						69.3						389.4
Total			$	3,685.3					$	912.9					$	1,017.4					$	411.5					$	6,027.1

(1) Greater China includes mainland China, Hong Kong SAR, Macao SAR and Taiwan.

(2) Other Asia includes Japan, Australia, New Zealand, South Korea, Thailand and other countries within Asia.

(3) Other sales primarily represents sales in Europe, the Middle East and royalties earned from the Company's licensing partners.

Deferred Revenue

Deferred revenue results from cash payments received or receivable from customers prior to the transfer of the promised goods or services, and is primarily related to unredeemed gift cards, net of breakage which has been recognized. Additional deferred revenue may result from sales-based royalty payments received or receivable which exceed the revenue recognized during the contractual period. The balance of such amounts as of July 3, 2021 and June 27, 2020 was $32.4 million and $28.1 million, respectively, which were primarily recorded within Accrued liabilities on the Company's Consolidated Balance Sheets and are generally expected to be recognized as revenue within a year. For the fiscal year ended July 3, 2021, net sales of $12.5 million were recognized from amounts recorded as deferred revenue as of June 27, 2020. For the fiscal year ended June 27, 2020, net sales of $12.3 million were recognized from amounts recorded as deferred revenue as of June 29, 2019.

6. INTEGRATION

Fiscal 2021

The Company did not incur integration costs during the fiscal year ended July 3, 2021.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Fiscal 2020

During the fiscal year ended June 27, 2020, the Company incurred integration and acquisition-related costs of $12.9 million. The charges recorded in Cost of sales for the fiscal year ended June 27, 2020 were $5.6 million. Of the amount recorded to cost of sales for the fiscal year ended June 27, 2020, $4.3 million was recorded within the Stuart Weitzman segment, $1.2 million was recorded within the Kate Spade segment and $0.1 million was recorded within the Coach segment. The charges recorded in SG&A expenses for the fiscal year ended June 27, 2020 were $7.3 million. Of the amount recorded to SG&A expenses for the fiscal year ended June 27, 2020, $8.7 million was recorded within Corporate, $0.5 million was recorded within the Coach segment, $0.1 million was recorded within the Kate Spade segment and a reduction of expense of $2.0 million was recorded within the Stuart Weitzman segment. Of the total costs of $12.9 million, $2.6 million were non-cash charges related to inventory, organization-related costs and purchase accounting adjustments.

Refer to Note 4, "Acquisitions," for more information.

A summary of the integration charges for the fiscal year ended June 27, 2020 is as follows:

						Fiscal Year Ended
						June 27, 2020
						(millions)
Purchase accounting adjustments(1)						$	0.8
Inventory-related charges(2)						4.8
Other(3)						7.3
Total						$	12.9

(1) Purchase accounting adjustments primarily relate to the short-term impact of the amortization of fair value adjustments.

(2) Inventory-related charges primarily relate to inventory reserves for the fiscal year ended June 27, 2020.

(3) Other primarily relates to professional fees, severance charges, asset write-offs and inventory true-up.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

7. RESTRUCTURING ACTIVITIES

Acceleration Program

The Company has implemented a strategic growth plan after undergoing a review of its business under its multi-year growth agenda. This multi-faceted, multi-year strategic growth plan (the "Acceleration Program") reflects: (i) actions to streamline the Company's organization; (ii) select store closures as the Company optimizes its fleet (including store closure costs incurred as the Company exits certain regions in which it currently operates); and (iii) professional fees and share-based compensation costs incurred as a result of the development and execution of the Company's comprehensive strategic initiatives aimed at increasing profitability. Under the Acceleration Program, the Company expects to incur total pre-tax charges of approximately $205 - $220 million. The Acceleration Program is expected to be substantially complete by the end of fiscal 2022.

Under the Acceleration Program, the Company incurred charges of $89.6 million during the fiscal year ended July 3, 2021, all of which was recorded within SG&A expenses. Of the $89.6 million recorded within SG&A expenses, $65.8 million was recorded within Corporate, $21.9 million was recorded within the Coach segment, $4.4 million was recorded within the Kate Spade segment and a reduction of expense of $2.5 million was recorded within the Stuart Weitzman segment.

During the fiscal year ended June 27, 2020, the Company incurred charges of $87.0 million, of which $8.4 million was recorded within Cost of sales and $78.6 million was recorded within SG&A expenses. Of the $8.4 million recorded within cost of sales, $8.4 million was recorded within the Stuart Weitzman segment. Of the $78.6 million recorded within SG&A expenses, $28.9 million was recorded within Corporate, $18.5 million was recorded within the Coach segment, $17.6 million was recorded within the Stuart Weitzman segment and $13.6 million was recorded within the Kate Spade segment.

A summary of charges and related liabilities under the Acceleration Program is as follows:

			Organization-Related**(1)**						Store Closure**(2)**						Other**(3)**						Total
			(millions)
Fiscal 2020 charges			$	44.7					$	32.3					$	10.0					$	87.0
Cash payments			(15.8)						(11.0)						(7.1)						(33.9)
Non-cash charges			(4.0)						(20.8)						—						(24.8)
Liability balance as of June 27, 2020			$	24.9					$	0.5					$	2.9					$	28.3
Fiscal 2021 charges			$	16.6					$	5.9					$	67.1					$	89.6
Cash payments			(38.2)						(11.9)						(36.6)						(86.7)
Non-cash charges			—						5.8						(10.9)						(5.1)
Liability balance as of July 3, 2021			$	3.3					$	0.3					$	22.5					$	26.1

(1) Organization-related charges, recorded within SG&A expenses, primarily relates to severance and other related costs.

(2) Store closure charges represent lease termination penalties, removal or modification of lease assets and liabilities, establishing inventory reserves, accelerated depreciation and severance.

(3) Other charges, recorded within SG&A, primarily relates to professional fees and share-based compensation.

The Company expects to incur approximately $30 - $45 million in additional charges under its the Acceleration Program in fiscal 2022.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

8. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The components of accumulated other comprehensive income (loss), as of the dates indicated, are as follows:

			Unrealized Gains (Losses) on Cash Flow Hedging Derivatives**(1)**						Unrealized Gains (Losses) on Available-for-Sale Investments									Cumulative Translation Adjustment						Other						Total
			(millions)
Balances at June 29, 2019			$	(4.5)					$	(0.5)								$	(79.9)					$	1.7					$	(83.2)
Other comprehensive income (loss) before reclassifications			(2.6)						—									(13.4)						—						(16.0)
Less: amounts reclassified from accumulated other comprehensive income (loss)			(8.2)						(0.5)									—						1.7						(7.0)
Net current-period other comprehensive income (loss)			5.6						0.5									(13.4)						(1.7)						(9.0)
Balances at June 27, 2020			$	1.1					$	—								$	(93.3)					$	—					$	(92.2)
Other comprehensive income (loss) before reclassifications			(6.6)						—									22.0						—						15.4
Less: amounts reclassified from accumulated other comprehensive income (loss)			(4.8)						—									—						—						(4.8)
Net current-period other comprehensive income (loss)			(1.8)						—									22.0						—						20.2
Balances at July 3, 2021			$	(0.7)					$	—								$	(71.3)					$	—					$	(72.0)

(1) The ending balances of AOCI related to cash flow hedges are net of tax of $0.3 million and $(0.2) million as of July 3, 2021 and June 27, 2020, respectively. The amounts reclassified from AOCI are net of tax of $0.1 million and $4.2 million as of July 3, 2021 and June 27, 2020, respectively.

9. SHARE-BASED COMPENSATION

The Company maintains several share-based compensation plans which are more fully described below. The following table shows the total compensation cost charged against income for these plans and the related tax benefits recognized in the Consolidated Statements of Operations:

			July 3, 2021						June 27, 2020						June 29, 2019
			(millions)
Share-based compensation expense(1)			$	74.9					$	66.9					$	88.0
Income tax benefit related to share-based compensation expense			12.9						13.8						16.2

(1) During the fiscal year ended July 3, 2021, the Company incurred $10.8 million of share-based compensation expense related to its Acceleration Program. During the fiscal year ended June 27, 2020, the Company incurred $9.8 million of share-based compensation expense related to its organization-related and integration activities and $4.0 million of share-based compensation expense related to its Acceleration Program. During the fiscal year ended June 29, 2019, the Company incurred $3.2 million of share-based compensation expense related to its integration efforts. Refer to Note 6, "Integration," and Note 7, "Restructuring Activities," for further information.

Stock-Based Plans

The Company maintains the Amended and Restated Tapestry, Inc. 2018 Stock Incentive Plan to award stock options and shares to certain members of management and the outside members of its Board of Directors (“Board”). The Company maintains the 2010 Stock Incentive Plan for awards granted prior to the establishment of the 2018 Stock Incentive Plan. These plans were approved by the Company's stockholders. The exercise price of each stock option equals 100% of the market price

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

of the Company's stock on the date of grant and generally has a maximum term of 10 years. Stock options and service based share awards that are granted as part of the annual compensation process generally vest ratably over four years. Stock option and share awards are subject to forfeiture until completion of the vesting period, which ranges from one to four years. The Company issues new shares upon the exercise of stock options or vesting of share awards.

Stock Options

A summary of stock option activity during the fiscal year ended July 3, 2021 is as follows:

			Number of Options Outstanding						Weighted- Average Exercise Price per Option						Weighted- Average Remaining Contractual Term (in years)						Aggregate Intrinsic Value
			(millions)																		(millions)
Outstanding at June 27, 2020			15.0						$	37.62
Granted			1.6						18.04
Exercised			(1.9)						32.09
Forfeited or expired			(1.4)						38.56
Outstanding at July 3, 2021			13.3						35.99						5.8						$	135.8
Vested and expected to vest at July 3, 2021			12.8						36.43						5.5						125.8
Exercisable at July 3, 2021			8.0						43.73						4.1						32.8

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model and the following weighted-average assumptions:

			July 3, 2021						June 27, 2020						June 29, 2019
Expected term (years)			5.1						5.1						5.1
Expected volatility			48.8		%				37.6		%				30.0		%
Risk-free interest rate			0.3		%				1.5		%				2.6		%
Dividend yield			—		%				6.3		%				3.9		%

The expected term of options represents the period of time that the options granted are expected to be outstanding and is based on historical experience. Expected volatility is based on historical volatility of the Company’s stock as well as the implied volatility from publicly traded options on the Company's stock. The risk free interest rate is based on the zero-coupon U.S. Treasury issue as of the date of the grant. Dividend yield is based on the expected annual dividend per share and the Company’s stock price as of the grant date.

The weighted-average grant-date fair value of options granted during fiscal 2021, fiscal 2020 and fiscal 2019 was $7.54, $3.83 and $6.74, respectively. The total intrinsic value of options exercised during fiscal 2021, fiscal 2020 and fiscal 2019 was $17.0 million, $0.0 million and $10.2 million, respectively. The total cash received from option exercises was $58.1 million, $0.1 million and $30.7 million in fiscal 2021, fiscal 2020 and fiscal 2019, respectively, and the cash tax benefit realized for the tax deductions from these option exercises was $3.7 million, $0.0 million and $2.6 million, respectively.

At July 3, 2021, $16.3 million of total unrecognized compensation cost related to non-vested stock option awards is expected to be recognized over a weighted-average period of 1.4 years.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Service-based Restricted Stock Unit Awards (“RSUs”)

A summary of service-based RSU activity during the year ended July 3, 2021 is as follows:

			Number of Non-vested RSUs						Weighted- Average Grant- Date Fair Value per RSU
			(millions)
Non-vested at June 27, 2020			4.9						$	29.72
Granted			4.8						16.40
Vested			(1.7)						32.71
Forfeited			(0.7)						22.65
Non-vested at July 3, 2021			7.3						21.11

At July 3, 2021, $90.4 million of total unrecognized compensation cost related to non-vested share awards is expected to be recognized over a weighted-average period of 1.3 years.

The weighted-average grant-date fair value of share awards granted during fiscal 2021, fiscal 2020 and fiscal 2019 was $16.40, $21.31 and $49.13, respectively. The total fair value of shares vested during fiscal 2021, fiscal 2020 and fiscal 2019 was $26.3 million, $33.5 million and $75.0 million, respectively.

Performance-based Restricted Stock Unit Awards (“PRSU”)

The Company grants PRSUs to key executives, the vesting of which is subject to the executive’s continuing employment and the Company's achievement of certain performance goals. A summary of PRSU activity during the fiscal year ended July 3, 2021 is as follows:

			Number of Non-vested PRSUs						Weighted- Average Grant- Date Fair Value per PRSU
			(millions)
Non-vested at June 27, 2020			0.8						$	32.68
Granted			0.9						16.83
Change due to performance condition achievement			(0.4)						21.50
Vested			(0.2)						41.00
Forfeited			(0.1)						20.63
Non-vested at July 3, 2021			1.0						20.82

At July 3, 2021, $13.9 million of total unrecognized compensation cost related to non-vested share awards is expected to be recognized over a weighted-average period of 0.7 years.

The weighted-average grant-date fair value per share of PRSU awards granted during fiscal 2021, fiscal 2020 and fiscal 2019 was $16.83, $21.43 and $49.78, respectively. The total fair value of awards that vested during fiscal 2021, fiscal 2020 and fiscal 2019 was $3.7 million, $8.3 million and $9.7 million, respectively.

PRSUs are subject to a two-year and three-year cliff vesting contingent on the employee's continuing employment and the Company's achievement of the performance goals established at the beginning of the performance period. The fair value of the PRSU's is based on the price of the Company's common stock on the date of grant.

In fiscal 2021, fiscal 2020 and fiscal 2019, the cash tax benefit realized for the tax deductions from all RSUs (service and performance-based) was $6.2 million, $8.8 million and $16.6 million, respectively.

Employee Stock Purchase Plan

Under the 2001 Employee Stock Purchase Plan, eligible employees are permitted to purchase a limited number of Company common shares at 85% of market value. Under this plan, the Company sold 0.2 million, 0.2 million and 0.2 million

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

shares to employees in fiscal 2021, fiscal 2020 and fiscal 2019, respectively. Compensation expense is calculated for the fair value of employees’ purchase rights using the Black-Scholes model and the following weighted-average assumptions:

			Fiscal Year Ended
			July 3, 2021						June 27, 2020						June 29, 2019
Expected term (years)			0.5						0.5						0.5
Expected volatility			81.6		%				50.2		%				27.7		%
Risk-free interest rate			0.1		%				1.9		%				2.3		%
Dividend yield			—		%				4.9		%				3.3		%

The weighted-average fair value of the purchase rights granted during fiscal 2021, fiscal 2020 and fiscal 2019 was $7.39, $7.75 and $9.15, respectively. The Company issues new shares for employee stock purchases.

10. INVESTMENTS

The following table summarizes the Company’s primarily U.S. dollar-denominated investments, recorded within the Consolidated Balance Sheets as of July 3, 2021 and June 27, 2020:

			July 3, 2021																		June 27, 2020
			Short-term**(2)**						Long-term						Total						Short-term(2)						Long-term						Total
			(millions)
Other:
Time deposits(1)			0.7						—						0.7						0.7						—						0.7
Other			7.4						0.1						7.5						7.4						0.1						7.5
Total Investments			$	8.1					$	0.1					$	8.2					$	8.1					$	0.1					$	8.2

(1)These securities have original maturities greater than three months and are recorded at fair value.

(2)Short-term investments are presented within Other current assets on the Consolidated Balance Sheets.

There were no material gross unrealized gains or losses on available-for-sale investments as of the periods ended July 3, 2021 and June 27, 2020.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

11. LEASES

The Company leases retail space, office space, warehouse facilities, fulfillment centers, storage space, machinery, equipment and certain other items under operating leases. The Company's leases have initial terms ranging from 1 to 20 years and may have renewal or early termination options ranging from 1 to 10 years. These leases may also include rent escalation clauses or lease incentives. In determining the lease term used in the lease ROU asset and lease liability calculations, the Company considers various factors such as market conditions and the terms of any renewal or termination options that may exist. When deemed reasonably certain, the renewal and termination options are included in the determination of the lease term and calculation of the lease ROU asset and lease liability. The Company is typically required to make fixed minimum rent payments, variable rent payments primarily based on performance (i.e., percentage-of-sales-based payments), or a combination thereof, directly related to its ROU asset. The Company is also often required, by the lease, to pay for certain other costs including real estate taxes, insurance, common area maintenance fees, and/or certain other costs, which may be fixed or variable, depending upon the terms of the respective lease agreement. To the extent these payments are fixed, the Company has included them in calculating the lease ROU assets and lease liabilities.

The Company calculates lease ROU assets and lease liabilities as the present value of fixed lease payments over the reasonably certain lease term beginning at the commencement date. ASU 2016-02 requires the use of the implicit rate to determine the present value of lease payments. As the rate implicit in the Company's leases is not readily determinable, the Company uses its incremental borrowing rate based on the information available at the lease commencement date, including the Company's credit rating, credit spread and adjustments for the impact of collateral, lease tenors, economic environment and currency.

For operating leases, fixed lease payments are recognized as operating lease cost on a straight-line basis over the lease term. For finance leases and impaired operating leases, the ROU asset is depreciated on a straight-line basis over the remaining lease term, along with recognition of interest expense associated with accretion of the lease liability. For leases with a lease term of 12 months or less ("short-term lease"), any fixed lease payments are recognized on a straight-line basis over such term, and are not recognized on the Consolidated Balance Sheets. Variable lease cost for both operating and finance leases, if any, is recognized as incurred.

The Company acts as sublessor in certain leasing arrangements, primarily related to a sublease of a portion of the Company's leased headquarters space as well as certain retail locations. Fixed sublease payments received are recognized on a straight-line basis over the sublease term.

ROU assets, along with any other related long-lived assets, are periodically evaluated for impairment.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

The following table summarizes the ROU assets and lease liabilities recorded on the Company's Consolidated Balance Sheet as of July 3, 2021 and June 27, 2020:

						July 3, 2021						June 27, 2020						Location Recorded on Balance Sheet
						(millions)
Assets:
Operating leases						$	1,496.6					$	1,757.0					Operating lease right-of-use assets
Finance leases						2.6						3.3						Property and equipment, net
Total lease assets						$	1,499.2					$	1,760.3
Liabilities:
Operating leases:
Current lease liabilities						$	319.4					$	388.8					Current lease liabilities
Long-term lease liabilities						1,525.9						1,799.8						Long-term lease liabilities
Total operating lease liabilities						$	1,845.3					$	2,188.6
Finance leases:
Current lease liabilities						$	1.0					$	0.9					Accrued liabilities
Long-term lease liabilities						3.4						4.4						Other liabilities
Total finance lease liabilities						$	4.4					$	5.3
Total lease liabilities						$	1,849.7					$	2,193.9

The following table summarizes the composition of net lease costs, primarily recorded within SG&A expenses on the Company's Consolidated Statement of Operations for the fiscal year ended July 3, 2021 and June 27, 2020:

						Fiscal Year Ended
						July 3, 2021						June 27, 2020
						(millions)
Finance lease cost:
Amortization of right-of-use assets						$	0.8					$	0.8
Interest on lease liabilities(1)						0.6						0.6
Total finance lease cost						1.4						1.4
Operating lease cost						348.7						427.3
Short-term lease cost						23.0						13.6
Variable lease cost(2)						115.7						181.1
Operating lease right-of-use impairment(3)						48.3						170.9
Less: sublease income						(20.2)						(19.2)
Total net lease cost						$	516.9					$	775.1

(1) Interest on lease liabilities is recorded within Interest expense, net on the Company's Consolidated Statement of Operations.

(2) Rent concessions negotiated related to Covid-19 are recorded in variable lease expense.

(3) Operating lease right-of-use impairment includes charges under the Acceleration Program for the year ended July 3, 2021.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

The following table summarizes certain cash flow information related to the Company's leases for the fiscal year ended July 3, 2021 and June 27, 2020:

						Fiscal Year Ended
						July 3, 2021						June 27, 2020
						(millions)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases						$	487.6					$	398.4
Operating cash flows from finance leases						0.6						0.6
Financing cash flows from finance leases						0.8						0.8
Non-cash transactions:
Right-of-use assets obtained in exchange for operating lease liabilities						62.3						168.8
Right-of-use assets obtained in exchange for finance lease liabilities						—						—

The following table provides a maturity analysis of the Company's lease liabilities recorded on the Consolidated Balance Sheet as of July 3, 2021:

						July 3, 2021
						Operating Leases						Finance Leases						Total
						(millions)
Fiscal 2022						$	389.4					$	1.4					$	390.8
Fiscal 2023						335.6						1.4						337.0
Fiscal 2024						280.7						1.4						282.1
Fiscal 2025						225.6						1.3						226.9
Fiscal 2026						184.9						—						184.9
Fiscal 2027 and thereafter						791.6						—						791.6
Total lease payments						2,207.8						5.5						2,213.3
Less: imputed interest						(362.5)						(1.1)						(363.6)
Total lease liabilities						$	1,845.3					$	4.4					$	1,849.7

The future minimum fixed sublease receipts under non-cancelable operating lease agreements as of July 3, 2021 are as follows:

						July 3, 2021
						(millions)
Fiscal 2022						$	15.2
Fiscal 2023						13.8
Fiscal 2024						14.2
Fiscal 2025						14.8
Fiscal 2026						14.8
Fiscal 2027 and thereafter						157.2
Total sublease income						$	230.0

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

The following table summarizes the weighted-average remaining lease terms and weighted-average discount rates related to the Company's operating leases and finance leases recorded on the Consolidated Balance Sheet as of July 3, 2021 and June 27, 2020:

						July 3, 2021						June 27, 2020
Weighted average remaining lease term (years):
Operating leases						8.3						8.7
Finance leases						3.9						4.9
Weighted average discount rate:
Operating leases						3.8		%				3.8		%
Finance leases						11.3		%				11.3		%

Additionally, the Company had an immaterial amount of future payment obligations related to executed lease agreements for which the related lease has not yet commenced as of July 3, 2021.

12. FAIR VALUE MEASUREMENTS

The Company categorizes its assets and liabilities, based on the priority of the inputs to the valuation technique, into a three-level fair value hierarchy as set forth below. The three levels of the hierarchy are defined as follows:

Level 1 — Unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2 — Observable inputs other than quoted prices included in Level 1. Level 2 inputs include quoted prices for identical assets or liabilities in non-active markets, quoted prices for similar assets or liabilities in active markets, and inputs other than quoted prices that are observable for substantially the full term of the asset or liability.

Level 3 — Unobservable inputs reflecting management’s own assumptions about the input used in pricing the asset or liability. The Company does not have any Level 3 investments.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

The following table shows the fair value measurements of the Company’s financial assets and liabilities at July 3, 2021 and June 27, 2020:

			Level 1												Level 2
			July 3, 2021						June 27, 2020						July 3, 2021						June 27, 2020
			(millions)
Assets:
Cash equivalents(1)			$	662.0					$	596.4					$	0.4					$	0.3
Short-term investments:
Time deposits(2)			—						—						0.7						0.7
Other			—						—						7.4						7.4
Long-term investments:
Other			—						—						0.1						0.1
Derivative Assets:
Inventory-related instruments(3)			—						—						—						2.8
Intercompany loans and payables(3)			—						—						0.3						0.1
Liabilities:
Derivative liabilities:
Inventory-related instruments(3)			$	—					$	—					$	1.2					$	1.3
Intercompany loans and payables(3)			—						—						—						0.4

(1)Cash equivalents consist of money market funds and time deposits with maturities of three months or less at the date of purchase. Due to their short term maturity, management believes that their carrying value approximates fair value.

(2)Short-term available-for-sale investments are recorded at fair value, which approximates their carrying value, and are primarily based upon quoted vendor or broker priced securities in active markets.

(3)The fair value of these hedges is primarily based on the forward curves of the specific indices upon which settlement is based and includes an adjustment for the counterparty’s or Company’s credit risk.

Refer to Note 13, "Debt," for the fair value of the Company's outstanding debt instruments.

Non-Financial Assets and Liabilities

The Company’s non-financial instruments, which primarily consist of goodwill, intangible assets, right-of-use assets and property and equipment, are not required to be measured at fair value on a recurring basis and are reported at carrying value. However, on a periodic basis whenever events or changes in circumstances indicate that their carrying value may not be fully recoverable (and at least annually for goodwill and indefinite-lived intangible assets), non-financial instruments are assessed for impairment and, if applicable, written-down to and recorded at fair value, considering market participant assumptions.

During the fiscal year ended July 3, 2021, the Company recorded $12.6 million of impairment charges to reduce the carrying amount of certain store assets within property and equipment, net to their estimated fair values. During the fiscal year ended June 27, 2020, the Company recorded $111.8 million of impairment charges to reduce the carrying amount of certain store assets within property and equipment, net to their estimated fair values.

During the fiscal year ended July 3, 2021, the Company recorded $48.3 million of impairment charges to reduce the carrying amount of certain operating lease right-of-use assets to their estimated fair values. During the fiscal year ended June 27, 2020, the Company recorded $155.4 million of impairment charges to reduce the carrying amount of certain operating lease right-of-use assets to their estimated fair values.

The fair value of store assets were determined based on Level 3 measurements. Inputs to these fair value measurements included estimates of the amounts and the timing of the stores' net future discounted cash flows based on historical experience, current trends and market conditions.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

During the fiscal year ended June 27, 2020, the Company recorded a full impairment of $267.0 million to the Stuart Weitzman indefinite-lived brand intangibles, and a full impairment of $210.7 million to goodwill pertaining to the Stuart Weitzman reporting unit. Refer to Note 15, "Goodwill and Other Intangible Assets" for further information.

13. DEBT

The following table summarizes the components of the Company’s outstanding debt:

			July 3, 2021						June 27, 2020
			(millions)
Current Debt:
Revolving Credit Facility			$	—					$	700.0
Note Payable			—						11.5
Total Current Debt			$	—					$	711.5
Long-Term Debt:
4.250% Senior Notes due 2025			600.0						600.0
3.000% Senior Notes due 2022			400.0						400.0
4.125% Senior Notes due 2027			600.0						600.0
Total Long-Term Debt			1,600.0						1,600.0
Less: Unamortized Discount and Debt Issuance Costs on Senior Notes			(9.3)						(12.1)
Total Long-Term Debt, net			$	1,590.7					$	1,587.9

During fiscal 2021, 2020 and 2019 the Company recognized interest expense related to the outstanding debt of $73.5 million, $71.5 million and $66.9 million, respectively.

Revolving Credit Facility

On October 24, 2019, the Company entered into a definitive credit agreement whereby Bank of America, N.A., as administrative agent, the other agents party thereto, and a syndicate of banks and financial institutions have made available to the Company a $900.0 million revolving credit facility, including sub-facilities for letters of credit, with a maturity date of October 24, 2024 (the “Revolving Credit Facility”). The Revolving Credit Facility may be used to finance the working capital needs, capital expenditures, permitted investments, share purchases, dividends and other general corporate purposes of the Company and its subsidiaries (which may include commercial paper back-up). Letters of credit and swing line loans may be issued under the Revolving Credit Facility as described below.

Borrowings under the Revolving Credit Facility bear interest at a rate per annum equal to, at the Borrowers’ option, either (a) an alternate base rate (which is a rate equal to the greatest of (i) the Prime Rate in effect on such day, (ii) the Federal Funds Effective Rate in effect on such day plus ½ of 1% or (iii) the Adjusted LIBO Rate for a one month Interest Period on such day plus 1%) or (b) a rate based on the rates applicable for deposits in the interbank market for U.S. Dollars or the applicable currency in which the loans are made plus, in each case, an applicable margin. The applicable margin will be determined by reference to a grid, as defined in the Credit Agreement, based on the ratio of (a) consolidated debt plus operating lease liability to (b) consolidated EBITDAR. Additionally, the Company pays a commitment fee at a rate determined by the reference to the aforementioned pricing grid.

On May 19, 2020, the Company entered into Amendment No. 1 (the “Amendment”) to the Revolving Credit Facility under the terms of the Amendment, during the period from the Effective Date until October 2, 2021, the Company must maintain available liquidity of $700 million (with available liquidity defined as the sum of unrestricted cash and cash equivalents and available commitments under credit facilities, including the Revolving Credit Facility). Following the period from the Effective Date until the compliance certificate is delivered for the fiscal quarter ending July 3, 2021 (the “Covenant Relief Period”), the Company must comply on a quarterly basis with a maximum net leverage ratio of 4.0 to 1.0. In addition, the Amendment provides that during the Covenant Relief Period, if any two of the Company’s three credit ratings are non-investment grade, the Revolving Credit Facility will be guaranteed by the Company’s material domestic subsidiaries and will be subject to liens on accounts receivable, inventory and intellectual property, in each case subject to customary exceptions. The Amendment also contains negative covenants that limit the ability of the Company and its subsidiaries to, among other things, incur certain debt,

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

incur certain liens, dispose of assets, make investments, loans or advances, and engage in share buybacks during the Covenant Relief Period. An increased interest rate will be applicable during the Covenant Relief Period when the Company’s gross leverage ratio exceeds 4.0 to 1.0. The $900 million aggregate commitment amount under the revolving credit facility remains unchanged. As of June 27, 2020, $700.0 million of borrowings were outstanding under the Revolving Credit Facility. There was no outstanding borrowing on the Revolving Credit Facility as of July 3, 2021.

4.250% Senior Notes due 2025

On March 2, 2015, the Company issued $600.0 million aggregate principal amount of 4.250% senior unsecured notes due April 1, 2025 at 99.445% of par (the “2025 Senior Notes”). Interest is payable semi-annually on April 1 and October 1 beginning October 1, 2015. Prior to January 1, 2025 (90 days prior to the scheduled maturity date), the Company may redeem the 2025 Senior Notes in whole or in part, at its option at any time or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2025 Senior Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest thereon that would have been payable in respect of the 2025 Senior Notes calculated as if the maturity date of the 2025 Senior Notes was January 1, 2025 (not including any portion of payments of interest accrued to the date of redemption), discounted to the redemption date on a semi-annual basis at the Adjusted Treasury Rate (as defined in the indenture for the 2025 Senior Notes) plus 35 basis points, plus, in the case of each of (1) and (2), accrued and unpaid interest to the redemption date. On and after January 1, 2025 (90 days prior to the scheduled maturity date), the Company may redeem the 2025 Senior Notes in whole or in part, at its option at any time or from time to time, at a redemption price equal to 100% of the principal amount of the 2025 Senior Notes to be redeemed, plus accrued and unpaid interest to the redemption date.

3.000% Senior Notes due 2022

On June 20, 2017, the Company issued $400.0 million aggregate principal amount of 3.000% senior unsecured notes due July 15, 2022 at 99.505% of par (the "2022 Senior Notes"). Interest is payable semi-annually on January 15 and July 15 beginning January 15, 2018. Prior to June 15, 2022 (one month prior to the scheduled maturity date), the Company may redeem the 2022 Senior Notes in whole or in part, at its option at any time or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2022 Senior Notes to be redeemed or (2) as determined by a Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon that would have been payable in respect of the 2022 Senior Notes calculated as if the maturity date of the 2022 Senior Notes was June 15, 2022 (not including any portion of payments of interest accrued to the date of redemption), discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate (as defined in the Prospectus Supplement) plus 25 basis points, plus, in the case of each of (1) and (2), accrued and unpaid interest to the redemption date.

4.125% Senior Notes due 2027

On June 20, 2017, the Company issued $600.0 million aggregate principal amount of 4.125% senior unsecured notes due July 15, 2027 at 99.858% of par (the "2027 Senior Notes"). Interest is payable semi-annually on January 15 and July 15 beginning January 15, 2018. Prior to April 15, 2027 (the date that is three month prior to the scheduled maturity date), the Company may redeem the 2027 Senior Notes in whole or in part, at its option at any time or from time to time, at a redemption price equal to the greater of (1) 100% of the principal amount of the 2027 Senior Notes to be redeemed or (2) as determined by a Quotation Agent, the sum of the present values of the remaining scheduled payments of principal and interest thereon that would have been payable in respect of the 2027 Senior Notes calculated as if the maturity date of the 2027 Senior Notes was April 15, 2027 (not including any portion of payments of interest accrued to the date of redemption), discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate (as defined in the Prospectus Supplement) plus 30 basis points, plus, in the case of each of (1) and (2), accrued and unpaid interest to the redemption date.

At July 3, 2021, the fair value of the 2025, 2022 and 2027 Senior Notes was approximately $651.9 million, $407.4 million, and $659.3 million, respectively, based on external pricing data, including available quoted market prices of these instruments, and consideration of comparable debt instruments with similar interest rates and trading frequency, among other factors, and is classified as Level 2 measurements within the fair value hierarchy. At June 27, 2020, the fair value of the 2025, 2022 and 2027 Senior Notes was approximately $576.6 million, $393.4 million and $565.0 million, respectively.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Note Payable

As a result of taking operational control of the Kate Spade Joint Ventures, the Company had an outstanding Note Payable of $11.5 million as of June 27, 2020, to the other partner of the Kate Spade Joint Venture. The Note Payable was fully repaid as of July 3, 2021.

Debt Maturities

As of July 3, 2021, the Company's aggregate debt is approximately $1.60 billion, of which $400 million is due in fiscal 2023, $600 million is due in fiscal 2025 and $600 million is due in fiscal 2028.

14. COMMITMENTS AND CONTINGENCIES

Letters of Credit

The Company had standby letters of credit, surety bonds and bank guarantees totaling $40.5 million and $33.3 million outstanding at July 3, 2021 and June 27, 2020, respectively. The agreements, which expire at various dates through calendar 2028, primarily collateralize the Company’s obligation to third parties for duty, leases, insurance claims and materials used in product manufacturing. The Company pays certain fees with respect to letters of credit that are issued.

Tax Legislation

The Tax Legislation requires the Company to pay a one-time tax, or Transition Tax, on previously unremitted earnings of certain non-U.S. subsidiaries. The Company expects to pay approximately $144.0 million related to the remaining obligation on the Transition Tax. Refer to Note 16, "Income Taxes," for more information related to the impact of the Tax Legislation.

Other

The Company had other contractual cash obligations as of July 3, 2021, including $484.8 million related to inventory purchase obligations, $28.5 million related to capital expenditure purchase obligations, $187.2 million of other purchase obligations, $1.60 billion of debt repayments, $5.5 million of finance lease obligations and $257.6 million of interest payments on the outstanding debt. Refer to Note 11, "Leases," for a summary of the Company's future minimum rental payments under non-cancelable leases.

The Company is involved in various routine legal proceedings as both plaintiff and defendant incident to the ordinary course of its business, including proceedings to protect Tapestry, Inc.'s intellectual property rights, litigation instituted by persons alleged to have been injured by advertising claims or upon premises within the Company's control, contract disputes, insurance claims and litigation with present or former employees.

As part of Tapestry’s policing program for its intellectual property rights, from time to time, the Company files lawsuits in the U.S. and abroad alleging acts of trademark counterfeiting, trademark infringement, patent infringement, trade dress infringement, copyright infringement, unfair competition, trademark dilution and/or state or foreign law claims. At any given point in time, Tapestry may have a number of such actions pending. These actions often result in seizure of counterfeit merchandise and/or out of court settlements with defendants. From time to time, defendants will raise, either as affirmative defenses or as counterclaims, the invalidity or unenforceability of certain of Tapestry’s intellectual properties.

Although the Company's litigation as described above is routine and incidental to the conduct of Tapestry’s business, such litigation can result in large monetary awards, such as when a civil jury is allowed to determine compensatory and/or punitive damages.

The Company believes that the outcome of all pending legal proceedings in the aggregate will not have a material effect on the Company's business or consolidated financial statements.

15. GOODWILL AND OTHER INTANGIBLE ASSETS

The Company performs its annual impairment assessment of goodwill as well as brand intangibles at the beginning of the fourth quarter of each fiscal year or if an event occurs that would more likely than not reduce the fair value below its carrying amount.

The Company determined there was no impairment in fiscal 2021 based on the annual assessment and no events occurring that would more likely than not reduce the fair value below its carrying amount.

During the third quarter of fiscal 2020, profitability trends continued to decline from those that were expected for the Stuart Weitzman brand. This reduction in both current and future expected cash flows was exacerbated by the Covid-19 pandemic,

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

which resulted in a decline in sales driven by full and partial closures of a significant portion of the Company's stores and the Company's wholesale partners globally. As a result of these macroeconomic conditions, the Company concluded that a triggering event had occurred during the third quarter of fiscal year 2020, resulting in the need to perform a quantitative interim impairment assessment over the Company’s Stuart Weitzman reporting unit and indefinite-lived brand intangible assets. The assessment concluded that the fair values of the Stuart Weitzman reporting unit and indefinite-lived brand intangible asset as of March 28, 2020 did not exceed their respective carrying values.

Accordingly, during the three months ended March 28, 2020, the Company recorded a goodwill impairment charge of $210.7 million related to the Stuart Weitzman reporting unit, resulting in a full impairment. The Company also recorded an impairment charge of $267.0 million related to the Stuart Weitzman indefinite-lived brand, resulting in a full impairment. The goodwill and brand intangible impairment charges were recorded within total SG&A expenses on the Company's Consolidated Statement of Operations for fiscal 2020.

The estimated fair value of the Stuart Weitzman reporting unit was based on a weighted average of the income and market approaches. The income approach is based on estimated discounted future cash flows, while the market approach is based on earnings multiples of selected guideline companies. The approach, which qualifies as level 3 in the fair value hierarchy, incorporated a number of significant assumptions and judgments, including, but not limited to, estimated future cash flows, discount rates, income tax rates, terminal growth rates and valuation multiples derived from comparable publicly traded companies. In considering the excess of the fair value over its carrying value for the Coach and Kate Spade reporting units and indefinite-lived brand intangibles, management did not perform an interim assessment for these reporting units during the three months ended March 28, 2020. The Company determined there was no impairment during the fiscal 2020 annual impairment assessment.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Goodwill

The change in the carrying amount of the Company’s goodwill by segment is as follows:

			Coach						Kate Spade						Stuart Weitzman						Total
			(millions)
Balance at June 29, 2019			$	661.8					$	640.4					$	214.0					$	1,516.2
Impairment charges			—						—						(210.7)						(210.7)
Foreign exchange impact			(0.1)						(1.0)						(3.3)						(4.4)
Balance at June 27, 2020			661.7						639.4						—						1,301.1
Foreign exchange impact			(5.4)						1.6						—						(3.8)
Balance at July 3, 2021			$	656.3					$	641.0					$	—					$	1,297.3

Intangible Assets

Intangible assets consist of the following:

			Fiscal Year Ended
			July 3, 2021																		June 27, 2020
			Gross Carrying Amount						Accum. Amort.						Net						Gross Carrying Amount						Accum. Amort.						Net
			(millions)
Intangible assets subject to amortization:
Customer relationships			$	100.5					$	(36.9)					$	63.6					$	100.6					$	(31.0)					$	69.6
Total intangible assets subject to amortization			100.5						(36.9)						63.6						100.6						(31.0)						69.6
Intangible assets not subject to amortization:
Trademarks and trade names(1)			1,309.8						—						1,309.8						1,309.8						—						1,309.8
Total intangible assets			$	1,410.3					$	(36.9)					$	1,373.4					$	1,410.4					$	(31.0)					$	1,379.4

(1) The Company recognized a $267.0 million non-cash charge related to the impairment of the Stuart Weitzman indefinite-lived brand in fiscal 2020.

As of July 3, 2021, the expected amortization expense for intangible assets is as follows:

			Amortization Expense
			(millions)
Fiscal 2022			$	6.5
Fiscal 2023			6.5
Fiscal 2024			6.5
Fiscal 2025			6.5
Fiscal 2026			6.5
Thereafter			31.1
Total			$	63.6

The expected future amortization expense above reflects remaining useful lives ranging from approximately 8.8 years to 11.0 years for customer relationships.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

16. INCOME TAXES

The provisions for income taxes, computed by applying the U.S. statutory rate to income before taxes, as reconciled to the actual provisions were:

			Fiscal Year Ended
			July 3, 2021												June 27, 2020												June 29, 2019
			Amount						Percentage						Amount						Percentage						Amount						Percentage
			(millions)
Income before provision for income taxes:
United States(1)			$	341.0					38.0		%				$	(496.4)					79.5		%				$	335.5					43.8		%
Foreign			556.3						62.0						(127.8)						20.5						430.7						56.2
Total income before provision for income taxes			$	897.3					100.0		%				$	(624.2)					100.0		%				$	766.2					100.0		%
Tax expense at U.S. statutory rate			$	188.4					21.0		%				$	(131.1)					21.0		%				$	160.9					21.0		%
State taxes, net of federal benefit			18.0						2.0						3.9						(0.6)						(1.3)						(0.2)
Effects of foreign operations(2)			6.5						0.7						89.8						(14.4)						(18.0)						(2.4)
Transition tax on deferred foreign earnings			—						—						—						—						7.5						1.0
Re-measurement of deferred taxes			—						—						—						—						(6.2)						(0.8)
Effects of tax credits and reorganization(4)			(94.5)						(10.5)						(28.6)						4.6						(23.2)						(3.0)
Effects of Impairment(3)			—						—						91.7						(14.7)						—						—
Change in state valuation allowance			11.5						1.3						1.6						(0.3)						4.4						0.6
Impact of net operating loss carryback			(65.4)						(7.3)						(8.3)						1.3						—						—
Other, net			(1.4)						(0.2)						8.9						(1.4)						(1.3)						(0.2)
Taxes at effective worldwide rates			$	63.1					7.0		%				$	27.9					(4.5)		%				$	122.8					16.0		%

(1)The United States jurisdiction includes foreign pre-tax earnings allocated to the Company from its interest in a foreign partnership.

(2)This includes the tax related to the Global Intangible Low-Taxed Income ("GILTI"). The Company has elected to account for the tax associated with GILTI as a period cost, and accordingly, the Company has not recorded deferred taxes associated with GILTI.

(3)This item represents the effective tax rate impact of the Stuart Weitzman Goodwill and indefinite-lived brand intangible impairment activity recorded in fiscal 2020.

(4)Fiscal 2021 is comprised primarily of $60.9 million of U.S. federal foreign tax credits generated in fiscal 2021.

CARES Act

On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) was signed into law in response to the Covid-19 pandemic. The CARES Act contains numerous tax provisions, such as refundable payroll tax credits, deferral of the employer portion of certain payroll taxes, net operating loss carrybacks, modifications to net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. Of the various provisions, the one most impactful to the Company is the net operating loss carryback. The CARES Act requires the Company to make significant judgments and estimates in the interpretation of the law and in the calculation of the provision for taxes. However, additional guidance may be issued by the Internal Revenue Service (“IRS”), the Department of the Treasury, or other governing body that may significantly differ from our interpretation of the law, which may result in a material effect on our business, cash flow, results of operations, or financial conditions.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Current and deferred tax provision (benefit) was:

			Fiscal Year Ended
			July 3, 2021												June 27, 2020												June 29, 2019
			Current						Deferred						Current						Deferred						Current						Deferred
			(millions)
Federal			$	(80.0)					$	57.3					$	74.1					$	(88.7)					$	(16.9)					$	62.7
Foreign			63.8						(9.4)						68.8						(30.9)						76.7						(3.2)
State			26.7						4.7						0.7						3.9						28.5						(25.0)
Total current and deferred tax provision (benefit)			$	10.5					$	52.6					$	143.6					$	(115.7)					$	88.3					$	34.5

The components of deferred tax assets and liabilities were:

			July 3, 2021						June 27, 2020
			(millions)
Share-based compensation			$	28.6					$	33.5
Reserves not deductible until paid			46.4						48.9
Employee benefits			43.6						16.4
Foreign investments			—						3.9
Net operating loss			88.6						108.8
Other			19.6						47.9
Inventory			33.0						40.5
Lease liability			418.1						457.8
Gross deferred tax assets			677.9						757.7
Valuation allowance			65.9						39.6
Deferred tax assets after valuation allowance			$	612.0					$	718.1
Goodwill			85.4						78.5
Other intangibles			303.7						313.7
Property and equipment			20.3						45.2
Foreign investments			14.4						—
Right-of-use			324.6						378.2
Prepaid expenses			1.9						1.7
Gross deferred tax liabilities			750.3						817.3
Net deferred tax (liabilities) assets			$	(138.3)					$	(99.2)
Consolidated Balance Sheets Classification
Deferred income taxes – noncurrent asset			65.6						55.9
Deferred income taxes – noncurrent liability			(203.9)						(155.1)
Net deferred tax (liabilities) assets			$	(138.3)					$	(99.2)

Significant judgment is required in determining the worldwide provision for income taxes, and there are many transactions for which the ultimate tax outcome is uncertain. It is the Company’s policy to establish provisions for taxes that may become payable in future years, including those due to an examination by tax authorities. The Company establishes the provisions based upon management’s assessment of exposure associated with uncertain tax positions. The provisions are analyzed at least quarterly and adjusted as appropriate based on new information or circumstances in accordance with the requirements of ASC 740.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

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

			July 3, 2021						June 27, 2020						June 29, 2019
			(millions)
Balance at beginning of fiscal year			$	88.5					$	85.8					$	75.3
Gross increase due to tax positions related to prior periods			38.3						11.2						21.8
Gross decrease due to tax positions related to prior periods			(9.4)						(1.6)						(0.8)
Gross increase due to tax positions related to current period			6.8						6.8						10.7
Decrease due to lapse of statutes of limitations			(12.0)						(8.6)						(20.1)
Decrease due to settlements with taxing authorities			(0.8)						(5.1)						(1.1)
Balance at end of fiscal year			$	111.4					$	88.5					$	85.8

Of the $111.4 million ending gross unrecognized tax benefit balance as of July 3, 2021, $98.1 million relates to items which, if recognized, would impact the effective tax rate. Of the $88.5 million ending gross unrecognized tax benefit balance as of June 27, 2020, $61.1 million relates to items which, if recognized, would impact the effective tax rate. As of July 3, 2021 and June 27, 2020, gross interest and penalties payable was $10.1 million and $10.9 million, respectively, which are included in Other liabilities. During fiscal 2021, fiscal 2020 and fiscal 2019, the Company recognized gross interest and penalty income of $0.8 million, gross interest and penalty expense of $1.2 million and gross interest and penalty income of $0.2 million, respectively.

The Company files income tax returns in the U.S. federal jurisdiction, as well as various state and foreign jurisdictions. Tax examinations are currently in progress in select foreign and state jurisdictions that are extending the years open under the statutes of limitation. Fiscal years 2018 to present are open to examination in the U.S. federal jurisdiction, fiscal 2010 to present in select state jurisdictions and fiscal 2015 to present in select foreign jurisdictions. The Company is currently under audit in the U.S. for fiscal 2018. The Company anticipates that one or more of these audits may be finalized and certain statutes of limitation may expire in the foreseeable future. However, based on the status of these examinations, and the average time typically incurred in finalizing audits with the relevant tax authorities, the Company cannot reasonably estimate the impact these audits may have in the next 12 months, if any, to previously recorded uncertain tax positions. The Company accrues for certain known and reasonably anticipated income tax obligations after assessing the likely outcome based on the weight of available evidence. Although the Company believes that the estimates and assumptions used are reasonable and legally supportable, the final determination of tax audits could be different than that which is reflected in historical income tax provisions and recorded assets and liabilities. With respect to all jurisdictions, the Company has made adequate provision for all income tax uncertainties.

As of July 3, 2021, the Company had the following tax loss carryforwards available: U.S. state tax loss carryforwards of $705.6 million and tax loss carryforwards of various foreign jurisdictions of $211.7 million. As of June 27, 2020, the Company had the following tax loss carryforwards available: U.S. federal loss carryforwards of $127.7 million, state tax loss carryforwards of $810.1 million and tax loss carryforwards of various foreign jurisdictions of $131.3 million. The state net operating loss carryforwards generally start to expire in 2021, respectively. The majority of the foreign net operating loss can be carried forward indefinitely. Deferred tax assets, including the deferred tax assets recognized on these net operating losses, have been reduced by a valuation allowance of $65.9 million as of July 3, 2021 and $39.6 million as of June 27, 2020.

The Company is not permanently reinvested with respect to the earnings of a limited number of foreign entities and has recorded the tax consequences of remitting earnings from these entities. The Company is permanently reinvested with respect to all other earnings. The total estimated amount of unremitted earnings of foreign subsidiaries as of July 3, 2021 and June 27, 2020 was $1.01 billion and $739.4 million, respectively. The Company intends to distribute $556.8 million of earnings that were previously subject to U.S. Federal Tax and has recorded a deferred tax liability of $4.1 million during fiscal 2021 for U.S. state taxes and foreign withholding taxes related to the future distribution. Based on the Company's current analysis, there is further unrecognized deferred tax liability of approximately $3 to $5 million on the remaining unremitted earnings.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Transition Tax

The Company is required to pay a one-time Transition Tax on previously unremitted earnings of certain non-U.S. subsidiaries. The Company has elected to pay the Transition Tax in installments. As shown in the table below, the remaining Transition Tax payable is $144.0 million and is payable between fiscal 2022 and fiscal 2025.

			Transition Tax Payments
			(millions)
Fiscal 2022			$	16.9
Fiscal 2023			31.8
Fiscal 2024			42.4
Fiscal 2025			52.9
Total			$	144.0

17. DEFINED CONTRIBUTION PLAN

The Company maintains the Tapestry, Inc. 401(k) Savings Plan, which is a defined contribution plan. Employees who meet certain eligibility requirements and are not part of a collective bargaining agreement may participate in this program. The annual expense incurred by the Company for this defined contribution plan was $10.6 million, $12.3 million and $12.8 million in fiscal 2021, fiscal 2020 and fiscal 2019, respectively.

18. SEGMENT INFORMATION

The Company has three reportable segments:

• Coach - Includes global sales of Coach products to customers through Coach operated stores, including e-commerce sites and concession shop-in-shops, and sales to wholesale customers and through independent third party distributors.

• Kate Spade - Includes global sales primarily of kate spade new york brand products to customers through Kate Spade operated stores, including e-commerce sites, sales to wholesale customers, through concession shop-in-shops and through independent third party distributors.

• Stuart Weitzman - Includes global sales of Stuart Weitzman brand products primarily through Stuart Weitzman operated stores, including e-commerce sites, sales to wholesale customers and through numerous independent third party distributors.

In deciding how to allocate resources and assess performance, the Company's chief operating decision maker regularly evaluates the sales and operating income of these segments. Operating income is the gross margin of the segment less direct expenses of the segment.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

The following table summarizes segment performance for fiscal 2021, fiscal 2020 and fiscal 2019:

			Coach						Kate Spade**(1)**						Stuart Weitzman**(1)**						Corporate**(2)**						Total
			(millions)
Fiscal 2021
Net sales			$	4,253.1					$	1,210.0					$	283.2					$	—					$	5,746.3
Gross profit**(3)**			3,149.0						768.4						164.5						—						4,081.9
Operating income (loss)			1,312.1						108.5						(8.6)						(444.0)						968.0
Income (loss) before provision for income taxes			1,312.1						108.5						(8.6)						(514.7)						897.3
Depreciation and amortization expense**(4)**			102.2						46.8						13.3						58.2						220.5
Total assets			2,513.5						2,707.3						298.6						2,863.0						8,382.4
Additions to long-lived assets**(5)**			37.3						13.5						3.4						61.8						116.0

Fiscal 2020
Net sales			$	3,525.7					$	1,149.5					$	286.2					$	—					$	4,961.4
Gross profit(3)			2,411.6						682.9						144.8						—						3,239.3
Operating income (loss)			589.4						(99.3)						(621.4)						(419.5)						(550.8)
Income (loss) before provision for income taxes			589.4						(99.3)						(621.4)						(492.9)						(624.2)
Depreciation and amortization expense(4)			159.1						97.8						518.8						53.5						829.2
Total assets			2,616.6						2,769.2						305.1						2,233.3						7,924.2
Additions to long-lived assets(5)			75.7						62.0						14.3						54.4						206.4

Fiscal 2019
Net sales			$	4,270.9					$	1,366.8					$	389.4					$	—											$	6,027.1
Gross profit			2,996.4						863.6						193.7						—												4,053.7
Operating income (loss)			1,148.4						165.4						(51.5)						(442.6)												819.7
Income (loss) before provision for income taxes			1,148.4						165.4						(51.5)						(496.1)												766.2
Depreciation and amortization expense(4)			137.2						63.5						19.4						50.3												270.4
Total assets			1,945.9						2,596.1						749.4						1,585.9												6,877.3
Additions to long-lived assets(5)			85.0						74.2						12.3						102.7												274.2

(1) During fiscal 2019, the Company acquired certain distributors for the Stuart Weitzman and Kate Spade brands.

(2) Corporate, which is not a reportable segment, represents certain costs that are not directly attributable to a brand. These costs primarily represent administrative and information systems expense.

(3) For the fiscal year ended July 3, 2021, gross profit reflects a reduction of expense recorded within Cost of sales of $8.1 million within the Coach segment due to the reversal of raw material reserves, which were established in fiscal 2020 as a result of the projected impact of Covid-19. For the fiscal year ended June 27, 2020, gross profit reflects charges recorded within Cost of sales of $61.9 million within the Coach segment, $32.3 million within the Kate Spade segment and $9.8 million within the Stuart Weitzman segment as a result of establishing inventory reserves directly related to the expected impact of Covid-19 on the Company's future sales projections. The non-cash portion of these charges are presented within Impairment charges on the Consolidated Statement of Cash Flows.

(4) For the fiscal year ended July 3, 2021, depreciation and amortization expense includes $1.8 million of Acceleration Program costs. For the fiscal year ended June 27, 2020 and June 29, 2019, depreciation and amortization expense included $0.4 million and $2.2 million of Integration & Acquisition costs, respectively. For the fiscal year ended June 27, 2020,

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

depreciation and amortization expense included impairment charges of $44.6 million for Coach, $36.0 million for Kate Spade and $499.9 million for Stuart Weitzman. Refer to Note 12, "Fair Value Measurements," and Note 15, "Goodwill and Other Intangible Assets" for further information. Depreciation and amortization expense for the segments includes an allocation of expense related to assets which support multiple segments.

(5) Additions to long-lived assets for the reportable segments primarily includes store assets as well as assets that support a specific brand. Corporate additions include all other assets which includes a combination of Corporate assets, as well as assets that may support all segments. As such, depreciation expense for these assets may be subsequently allocated to a reportable segment.

The following table shows net sales for each product category represented:

			Fiscal Year Ended
			July 3, 2021												June 27, 2020												June 29, 2019
			Amount						% of total net sales						Amount						% of total net sales						Amount						% of total net sales
			(millions)
Coach
Women's Handbags			$	2,302.3					40		%				$	1,852.0					37		%				$	2,261.3					38		%
Men's			769.3						13						688.0						14						862.0						14
Women's Accessories			776.7						14						645.4						13						766.5						13
Other Products			404.8						7						340.3						7						381.1						6
Total Coach			$	4,253.1					74		%				$	3,525.7					71		%				$	4,270.9					71		%
Kate Spade
Women's Handbags			$	681.5					12		%				$	648.9					13		%				$	763.7					13		%
Other Products			269.3						5						260.0						5						315.2						5
Women's Accessories			259.2						4						240.6						5						287.9						5
Total Kate Spade			$	1,210.0					21		%				$	1,149.5					23		%				$	1,366.8					23		%
Stuart Weitzman(1)			$	283.2					5		%				$	286.2					6		%				$	389.4					6		%
Total Net sales			$	5,746.3					100		%				$	4,961.4					100		%				$	6,027.1					100		%

(1)The significant majority of sales for the Stuart Weitzman brand is attributable to women's footwear.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Geographic Area Information

Geographic revenue information is based on the location of our customer sale. Geographic long-lived asset information is based on the physical location of the assets at the end of each fiscal year and includes property and equipment, net, right of use assets and other assets.

			United States						Japan						Greater China**(2)**						Other**(3)**						Total
			(millions)
Fiscal 2021
Net sales(1)			$	3,365.9					$	598.9					$	1,094.1					$	687.4					$	5,746.3
Long-lived assets			1,722.2						132.0						125.7						290.8						2,270.7
Fiscal 2020
Net sales(1)			$	2,839.7					$	602.9					$	730.3					$	788.5					$	4,961.4
Long-lived assets			1,933.6						166.0						156.0						379.0						2,634.6
Fiscal 2019
Net sales(1)			$	3,395.0					$	711.9					$	912.9					$	1,007.3					$	6,027.1
Long-lived assets			708.9						90.2						114.2						159.6						1,072.9

(1)Includes net sales from our global travel retail business in locations within the specified geographic area.

(2)Greater China includes mainland China, Hong Kong SAR, Macao SAR and Taiwan.

(3)Other includes sales in Europe, Canada, South Korea, Malaysia, Singapore, Australia and New Zealand and royalties earned from the Company's licensing partners.

19. EARNINGS PER SHARE

Basic net income per share is calculated by dividing net income by the weighted-average number of shares outstanding during the period. Diluted net income per share is calculated similarly but includes potential dilution from the exercise of stock options and restricted stock units and any other potentially dilutive instruments, only in the periods in which such effects are dilutive under the treasury stock method.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

The following is a reconciliation of the weighted-average shares outstanding and calculation of basic and diluted earnings per share:

			Fiscal Year Ended
			July 3, 2021						June 27, 2020						June 29, 2019
			(millions, except per share data)
Net income (loss)			$	834.2					$	(652.1)					$	643.4
Weighted-average basic shares			277.9						278.6						289.4
Dilutive securities:
Effect of dilutive securities(1)			5.1						—						1.4
Weighted-average diluted shares			283.0						278.6						290.8
Net income (loss) per share:
Basic			$	3.00					$	(2.34)					$	2.22
Diluted			$	2.95					$	(2.34)					$	2.21

(1) There was no dilutive effect for fiscal year 2020 as the impact of these items would be anti-dilutive as a result of the net loss incurred during the period.

At July 3, 2021, options to purchase 3.7 million shares of common stock were outstanding but not included in the computation of diluted earnings per share, as these options’ exercise prices, ranging from $44.97 to $78.46, were greater than the average market price of the common shares.

At June 27, 2020, options to purchase 15.0 million shares of common stock were outstanding but not included in the computation of diluted earnings per share, as these options’ exercise prices, ranging from $15.38 to $78.46, were greater than the average market price of the common shares.

At June 29, 2019, options to purchase 12.3 million shares of common stock were outstanding but not included in the computation of diluted earnings per share, as these options’ exercise prices, ranging from $31.46 to $78.46, were greater than the average market price of the common shares.

Earnings per share amounts have been calculated based on unrounded numbers. Options to purchase shares of the Company's common stock at an exercise price greater than the average market price of the common stock during the reporting period are anti-dilutive and therefore not included in the computation of diluted net income (loss) per common share. In addition, the Company has outstanding restricted stock unit awards that are issuable only upon the achievement of certain performance goals. Performance-based restricted stock unit awards are included in the computation of diluted shares only to the extent that the underlying performance conditions (and any applicable market condition modifiers) (i) are satisfied as of the end of the reporting period or (ii) would be considered satisfied if the end of the reporting period were the end of the related contingency period and the result would be dilutive under the treasury stock method. As of July 3, 2021, June 27, 2020 and June 29, 2019, there were approximately 5.0 million, 16.2 million, and 12.6 million, respectively, of shares issuable upon exercise of anti-dilutive options and contingent vesting of performance-based restricted stock unit awards, which were excluded from the diluted share calculations.

20. RELATED PARTIES

The Stuart Weitzman brand owns approximately 50% of a factory located in Spain, which is involved in the production of Stuart Weitzman inventory. Payments to this factory represented $17.9 million and $14.9 million in fiscal 2021 and fiscal 2020, respectively. Amounts payable to this factory were not material at July 3, 2021 or June 27, 2020.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

21. SUPPLEMENTAL BALANCE SHEET INFORMATION

The components of certain balance sheet accounts are as follows:

			July 3, 2021						June 27, 2020
			(millions)
Property and equipment
Land and building			$	8.0					$	21.8
Machinery and equipment			46.9						47.2
Software and computer equipment			601.6						592.5
Furniture and fixtures			320.9						362.1
Leasehold improvements			799.2						833.7
Construction in progress			45.6						47.4
Less: accumulated depreciation			(1,144.1)						(1,129.5)
Total property and equipment, net			$	678.1					$	775.2
Accrued liabilities
Payroll and employee benefits			$	216.1					$	60.4
Accrued rent			20.0						13.7
Accrued income taxes			52.0						100.5
Operating expenses			373.1						336.4
Total accrued liabilities			$	661.2					$	511.0
Other liabilities
Deferred lease obligation			$	62.2					$	70.5
Gross unrecognized tax benefit			111.4						88.5
Other			203.2						203.9
Total other liabilities			$	376.8					$	362.9

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

22. SUBSEQUENT EVENTS

Subsequent to the fiscal 2021 year end, the Company’s Board of Directors approved the reinstatement of the Company's shareholder return program and declared a quarterly dividend of $0.25 per common share payable on September 27, 2021. The Company also intends to repurchase approximately $500.0 million worth of stock in fiscal 2022, of which $600.0 million is remaining under its current authorization.

TAPESTRY, INC.

Schedule II — Valuation and Qualifying Accounts

For the Fiscal Years Ended July 3, 2021, June 27, 2020 and June 29, 2019

			Balance at Beginning of Year						Additions Charged to Costs and Expenses						Other Adjustments**(1)**						Write-offs/ Allowances Taken						Balance at End of Year
			(millions)
Fiscal 2021
Allowance for credit losses			$	15.9					$	2.8					$	—					$	(14.5)					$	4.2
Allowance for returns			19.3						18.6						—						(19.2)						18.7
Allowance for markdowns			9.7						16.6						—						(14.9)						11.4
Valuation allowance			39.6						27.7												(1.4)						65.9
Total			$	84.5					$	65.7					$	—					$	(50.0)					$	100.2
Fiscal 2020
Allowance for credit losses			$	4.4					$	26.0					$	—					$	(14.5)					$	15.9
Allowance for returns			10.6						29.1						—						(20.4)						19.3
Allowance for markdowns			17.8						39.9						—						(48.0)						9.7
Valuation allowance			32.9						9.3						—						(2.6)						39.6
Total			$	65.7					$	104.3					$	—					$	(85.5)					$	84.5
Fiscal 2019
Allowance for credit losses			$	1.5					$	7.1					$	—					$	(4.2)					$	4.4
Allowance for returns			11.5						20.3						2.8						(24.0)						10.6
Allowance for markdowns			16.7						54.9						2.3						(56.1)						17.8
Valuation allowance			305.9						21.9						—						(294.9)						32.9
Total			$	335.6					$	104.2					$	5.1					$	(379.2)					$	65.7

(1) During the fiscal year ended June 29, 2019, other adjustments of $5.1 million represent the adjustment to the allowance for returns as a result of the adoption of ASU 2014-09, "Revenue from Contracts with Customers."

TAPESTRY, INC.

Quarterly Financial Data

(unaudited)

			First Quarter						Second Quarter						Third Quarter						Fourth Quarter
			(millions, except per share data)
Fiscal 2021**(1)**
Net sales			$	1,172.2					$	1,685.4					$	1,273.3					$	1,615.4
Gross profit			830.2						1,173.7						911.9						1,166.1
Net income (loss)			231.7						311.0						91.7						199.8
Net income (loss) per common share:
Basic			$	0.84					$	1.12					$	0.33					$	0.72
Diluted			$	0.83					$	1.11					$	0.32					$	0.69
Fiscal 2020**(1)**
Net sales			$	1,357.9					$	1,816.0					$	1,072.7					$	714.8
Gross profit			914.5						1,209.7						616.2						498.9
Net income (loss)			20.0						298.8						(677.1)						(293.8)
Net income (loss) per common share:
Basic			$	0.07					$	1.08					$	(2.45)					$	(1.06)
Diluted			$	0.07					$	1.08					$	(2.45)					$	(1.06)
Fiscal 2019**(1)**
Net sales			$	1,381.2					$	1,800.8					$	1,331.4					$	1,513.7
Gross profit			935.1						1,203.5						915.9						999.2
Net income (loss)			122.3						254.8						117.4						148.9
Net income (loss) per common share:
Basic			$	0.42					$	0.88					$	0.40					$	0.51
Diluted			$	0.42					$	0.88					$	0.40					$	0.51

(1)The sum of the quarterly earnings per share may not equal the full-year amount, as the computations of the weighted-average number of common basic and diluted shares outstanding for each quarter and the full year are performed independently.

EXHIBITS TO FORM 10-K

(a)Exhibit Table (numbered in accordance with Item 601 of Regulation S-K)

Exhibit						Description
3.1						Amended and Restated Bylaws of Tapestry, Inc., effective as of October 31, 2017, which is incorporated herein by reference from Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed on October 31, 2017
3.2						Articles of Incorporation, dated June 1, 2000, which is incorporated herein by reference from Exhibit 3.1 of to the Registrant's Registration Statement on Form S-1 filed on June 16, 2000
3.3						Articles Supplementary of Coach, Inc., dated May 3, 2001, which is incorporated herein by reference from Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed on May 9, 2001
3.4						Articles of Amendment of Coach, Inc., dated May 3, 2001, which is incorporated herein by reference from Exhibit 3.3 to the Registrant’s Current Report on Form 8-K filed on May 9, 2001
3.5						Articles of Amendment of Coach, Inc., dated May 3, 2002, which is incorporated by reference from Exhibit 3.4 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 2002
3.6						Articles of Amendment of Coach, Inc., dated February 1, 2005, which is incorporated by reference from Exhibit 99.1 to the Registrant’s Current Report on Form 8-K filed on February 2, 2005
3.7						Articles of Amendment to Charter of Tapestry, Inc., effective as of October 31, 2017, which is incorporated by reference from Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed on October 31, 2017
4.1						Specimen Certificate for Common Stock of Tapestry, Inc. which is incorporated by reference from Exhibit 4.1 to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 2018, filed on August 16, 2018
4.2						Indenture, dated as of March 2, 2015, between Coach, Inc. and U.S. Bank National Association, as trustee, which is incorporated herein by reference from Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on March 2, 2015
4.3						First Supplemental Indenture, dated as of March 2, 2015, relating to the 4.250% senior unsecured notes due 2025, between Coach, Inc. and U.S. Bank National Association, as trustee, which is incorporated herein by reference from Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on March 2, 2015
4.4						Form of 4.250% senior unsecured notes due 2025 (included in the First Supplemental Indenture), which is incorporated herein by reference from Exhibit 4.3 to the Registrant’s Current Report on Form 8-K filed on March 2, 2015
4.5						Second Supplemental Indenture, dated as of June 20, 2017, relating to the 3.000% senior unsecured notes due 2022, between Coach, Inc. and U.S. Bank National Association, as trustee, which is incorporated by reference from Exhibit 4.1 to the Registrant's Current Report on Form 8-K, filed on June 20, 2017
4.6						Third Supplemental Indenture, dated as of June 20, 2017, relating to the 4.125% senior unsecured notes due 2027, between Coach, Inc. and U.S. Bank National Association, as trustee, which is incorporated by reference from Exhibit 4.2 to the Registrant's Current Report on Form 8-K, filed on June 20, 2017
4.7						Form of 3.000% senior unsecured notes due 2022 (included in the Second Supplemental Indenture), which is incorporated by reference from Exhibit 4.3 to the Registrant's Current Report on Form 8-K, filed on June 20, 2017
4.8						Form of 4.125% senior unsecured notes due 2027 (included in the Third Supplemental Indenture), which is incorporated by reference from Exhibit 4.4 to the Registrant's Current Report on Form 8-K, filed on June 20, 2017
4.9						Description of Securities, which is incorporated by reference from Exhibit 4.9 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 27, 2020
10.1†						Coach, Inc. Non-Qualified Deferred Compensation Plan for Outside Directors, which is incorporated by reference from Exhibit 10.14 to The Registrant’s Annual Report on Form 10-K for the fiscal year ended June 28, 2003
10.2†						Amended and Restated Tapestry, Inc. 2001 Employee Stock Purchase Plan, which is incorporated by reference to Appendix C to the Registrant's Definitive Proxy Statement for the 2016 Annual Meeting of Stockholders filed on September 30, 2016
10.3†						Coach, Inc. 2004 Stock Incentive Plan, which is incorporated by reference from Appendix A to the Registrant’s Definitive Proxy Statement for the 2004 Annual Meeting of Stockholders, filed on September 29, 2004
10.4†						Coach, Inc. 2010 Stock Incentive Plan, which is incorporated by reference from Appendix A to the Registrant’s Definitive Proxy Statement for the 2010 Annual Meeting of Stockholders, filed on September 24, 2010
10.5†						Amendment to the Coach, Inc. 2010 Stock Incentive Plan, which is incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on September 22, 2014
10.6†						Coach, Inc. Amended and Restated 2010 Stock Incentive Plan, which is incorporated herein by reference from Appendix B to the Registrant’s Definitive Proxy Statement for the 2014 Annual Meeting of Stockholders, filed on September 26, 2014

Exhibit						Description
10.7†						Coach, Inc. Amended and Restated 2010 Stock Incentive Plan (Amended and Restated as of September 18, 2015), which is incorporated herein by reference from Appendix B to the Registrant’s Definitive Proxy Statement for the 2015 Annual Meeting of Stockholders, filed on September 25, 2015
10.8†						Coach Inc. Executive Deferred Compensation Plan, effective as of January 1, 2016, which is incorporated herein by reference from Exhibit 10.10 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019
10.9†						Coach, Inc. Amended and Restated 2010 Stock Incentive Plan (Amended and Restated as of September 23, 2016), which is incorporated herein by reference from Appendix B to the Registrant's Definitive Proxy Statement for the 2016 Annual Meeting of the Stockholders, filed on September 30, 2016
10.10†						Coach, Inc. Amended and Restated 2010 Stock Incentive Plan (Amended and Restated as of September 20, 2017), which is incorporated herein by reference from Appendix B to the Registrant's Definitive Proxy Statement for the 2017 Annual Meeting of the Stockholders, filed on September 29, 2017
10.11†						Tapestry Inc. 2018 Stock Incentive Plan, which is incorporated herein by reference from Appendix B to the Registrant's Definitive Proxy Statement for the 2018 Annual Meeting of Stockholders, filed on September 28, 2018
10.12†						Form of Stock Option Grant Notice and Agreement under the Tapestry, Inc. 2018 Stock Incentive Plan, which is incorporated herein by reference from Exhibit 10.14 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019
10.13†						Form of Restricted Stock Unit Award Grant Notice and Agreement under the Tapestry, Inc. 2018 Stock Incentive Plan, which is incorporated herein by reference from Exhibit 10.15 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019
10.14†						Form of Performance Restricted Stock Unit Agreement Grant Notice and Agreement under the Tapestry, Inc. 2018 Stock Incentive Plan, which is incorporated herein by reference from Exhibit 10.16 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019
10.15†						Form of Stock Option Grant Notice and Agreement for Outside Directors under the Tapestry, Inc. 2018 Stock Incentive Plan, which is incorporated by reference from Exhibit 10.3 to the Registrant's Quarterly Report on Form-Q for the period ended December 29, 2018
10.16†						Form of Restricted Stock Unit Grant Notice and Agreement for Outside Directors under the Tapestry, Inc. 2018 Stock Incentive Plan, which is incorporated by reference from Exhibit 10.4 to the Registrant's Quarterly Report on Form 10-Q for the period ended December 29, 2018
10.17†						Tapestry, Inc. 2018 Performance-Based Annual Incentive Plan, which is incorporated herein by reference from Exhibit 10.1 to the Registrant's Current Report on Form 8-K, filed on August 10, 2018
10.18†						Letter Agreement, dated June 22, 2015, between Coach, Inc. and Todd Kahn, which is incorporated by reference from Exhibit 10.2 to the Registrant’s Current Report on Form 8-K, filed on June 22, 2015
10.19†						Letter Agreement, dated August 11, 2016, between Coach Inc. and Todd Kahn, which is incorporated herein by reference from Exhibit 10.20 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 27, 2020
10.20						Redemption Agreement and Amendment to Limited Liability Company Agreement, dated as of August 1, 2016, by and between Legacy Yards LLC, Coach Legacy Yards LLC and Podium Fund Tower C SPV LLC, which is incorporated by reference from Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q for the period ended October 1, 2016
10.21						Lease Agreement, dated as of August 1, 2016, by and between Coach, Inc. and Legacy Yards Tenant LP, which is incorporated by reference from Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q for the period ended October 1, 2016
10.22						Amended and Restated Development Agreement, dated as of August 1, 2016, by and between ERY Developer LLC and Coach Legacy Yards LLC, which is incorporated by reference from Exhibit 10.3 to the Registrant's Quarterly Report on Form 10-Q for the period ended October 1, 2016
10.23						Termination and Release of the Coach Guaranty, dated as of August 1, 2016, by and between Podium Fund Tower C SPV LLC and ERY Developer LLC, which is incorporated by reference from Exhibit 10.4 to the Registrant's Quarterly Report on Form 10-Q for the period ended October 1, 2016
10.24†						Employment Offer Letter, dated March 27, 2017, between Coach, Inc. and Joshua Schulman, which is incorporated by reference from Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q for the period ended April 1, 2017
10.25						Sublease, dated as of September 13, 2017 between Coach, Inc. and The Guardian Life Insurance Company of America, a New York mutual insurance company, which is incorporated by reference from Exhibit 10.1 to the Registrant's Current Report on Form 8-K, filed on September 14, 2017.

Exhibit						Description
10.26†						Letter Agreement, dated May 8, 2019 between the Registrant and Thomas Glaser, which is incorporated herein by reference from Exhibit 10.37 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019
10.27†						Tapestry, Inc. Severance Pay Plan for Vice Presidents and Above, Amended and Restated effective May 9, 2019, which is incorporated herein by reference from Exhibit 10.38 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019
10.28†						Letter Agreement, dated June 17, 2019 between the Registrant and Joanne Crevoiserat, which is incorporated herein by reference from Exhibit 10.39 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019
10.29†						Tapestry, Inc. Special Severance Plan, effective August 12, 2019, which is incorporated herein by reference from Exhibit 10.40 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019
10.30†						Letter Agreement, between Tapestry, Inc. and Jide Zeitlin, which is incorporated by reference from Exhibit 10.2 to Tapestry's Current Report on 8-K filed on September 4, 2019
10.31†						Amended & Restated Tapestry Inc. 2018 Stock Incentive Plan, which is incorporated herein by reference from Appendix B to the Registrant's Definitive Proxy Statement for the 2019 Annual Meeting of Stockholders, filed on September 27, 2019
10.32						Credit Agreement, dated as of October 24, 2019, by and among Tapestry, Inc., Bank of America, N.A. as Administrative Agent, JPMorgan Chase Bank, N.A. and HSBC Bank USA, N.A., as Co-Syndication Agents, and the other lenders party thereto, incorporated by reference from Exhibit 10.4 to Tapestry’s Quarterly Report on Form 10-Q filed on November 7, 2019
10.33*†						Letter Agreement, dated January 28, 2020, between the Registrant and Liz Fraser
10.34						Amendment No. 1, dated May 19, 2020, to the Credit Agreement, dated as of October 24, 2019 by and among Tapestry, Inc., Bank of America, N.A. as Administrative Agent, JPMorgan Chase Bank, N.A. and HSBC Bank USA, N.A., as Co-Syndication Agents, and the other lenders party thereto, which is incorporated herein by reference from Exhibit 10.37 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 27, 2020
10.35†						Letter Agreement, dated July 20, 2020 between the Registrant and Joanne Crevoiserat, which is incorporated herein by reference from Exhibit 10.38 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 27, 2020
10.36†						Letter Agreement, dated July 20, 2020 between the Registrant and Andrea Shaw Resnick, which is incorporated herein by reference from Exhibit 10.39 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 27, 2020
10.37†						Letter Agreement, dated July 20, 2020 between the Registrant and Todd Kahn, which is incorporated herein by reference from Exhibit 10.40 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 27, 2020
10.38†						Second Amended and Restated Tapestry Inc. 2018 Stock Incentive Plan, which is incorporated by reference from Appendix B to the Registrant's Definitive Proxy Statement for the 2020 Annual Meeting of Stockholders, filed on September 25, 2020
10.39†						Letter Agreement, dated October 24, 2020 between the Registrant and Joanne Crevoiserat, incorporated by reference from Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 26, 2020
10.40†						First Amendment to Lease, dated as of March 12, 2021, between Legacy Yards Tenant LP, a Delaware limited partnership and Tapestry, Inc., incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q
10.41†						Letter Agreement, dated April 12, 2021, between the Registrant and Todd Kahn, incorporated by reference from Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q
10.42†						Letter Agreement, dated April 26, 2021, between the Registrant and Andrea Shaw Resnick, incorporated by reference from Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q
10.43†						Letter Agreement, dated April 26, 2021, between the Registrant and Scott Roe, incorporated by reference from Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q
10.44*†						Waiver, dated August 11, 2021, to the Credit Agreement, dated as of October 24, 2019 by and among Tapestry, Inc., Bank of America, N.A. as Administrative Agent, JPMorgan Chase Bank, N.A. and HSBC Bank USA, N.A., as Co-Syndication Agents, and the other lenders party thereto

Exhibit						Description
21.1*						List of Subsidiaries of Tapestry, Inc.
23.1*						Consent of Deloitte & Touche LLP
31.1*						Rule 13(a)-14(a)/15(d)-14(a) Certifications
32.1*						Section 1350 Certifications
101.INS*						XBRL Instance Document
						Note: the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*						XBRL Taxonomy Extension Schema Document
101.CAL*						XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*						XBRL Taxonomy Extension Label Linkbase Document
101.PRE*						XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF*						XBRL Taxonomy Extension Definition Linkbase Document

• Filed herewith

† Management contract or compensatory plan or arrangement.