GENESCO INC 8-K

What Happened

• Genesco Inc. (GCO) filed an 8-K reporting that on April 7, 2026 its Board, at the recommendation of the Compensation Committee, adopted the Genesco Inc. Short‑Term Incentive Plan (STIP). The STIP replaces the Company’s Fourth Amended and Restated EVA Plan and is effective for Genesco’s 2027 fiscal year. Awards under the STIP are payable in annual cash payments and participants include eligible employees selected annually by the Committee, including the Company’s named executive officers.

Key Details

• Target awards are set for each participant as a percentage of base salary or a fixed dollar amount; the Committee sets performance goals for each Business Unit and Corporate unit before April 30 of the plan year.
• Payout multipliers: the Committee may apply a range of multiples up to 3x a participant’s Target Award based on actual performance.
• Formula example: unless otherwise specified, declared bonus = 75% of Target Award × Business Unit/Corporate Multiple + 25% of Target Award × Business Unit/Corporate Multiple × participant’s Performance Plan Percentage.
• Eligibility and timing: generally only full‑time, active employees on the last day of the performance period who worked at least 120 days are eligible; awards paid in cash no later than the 15th day of the third month after the plan year ends.
• Governance and limits: the Compensation Committee administers the STIP and may reduce (but not increase) declared bonuses; awards are subject to forfeiture, reduction, clawback, or repayment under specified conditions. The full STIP text is attached as Exhibit 10.1 to the filing.

Why It Matters

• This change alters how Genesco ties annual cash incentives to financial, operational and strategic performance measures, potentially affecting executive and employee cash compensation and annual incentive expense. For investors, the STIP clarifies the metrics and payout mechanics that will drive management incentives beginning in fiscal 2027, including a maximum payout multiplier (3x) and a committee-controlled target-setting and payout process.