Ralph Lauren (RL) Risk Factor Changes

As of March 28, 2026, Mr.

credit card fraud, security breaches in certain of our retail store information systems, employment issues, consumer matters, lease disputes, and other litigation.

In addition, the tax laws and regulations in the countries where we operate may change, or there may be changes in interpretation and enforcement of existing tax laws, which could materially affect our income tax expe…

sustainability practices.

We are continually improving and upgrading our computer systems, software, and related processes.

If unauthorized parties gain access to our networks or databases, or those of our vendors, they may be able to steal, publish, delete, modify, or block our access to our private and sensitive internal and third-party…

compounded as the use of AI becomes more prevalent.

While we have long-standing relationships with the majority of our wholesale customers, we typically do not enter into long-term agreements with them.

Several of our department store customers, including some under common ownership, account for a significant portion of our wholesale net sales.

We generally operate most of our stores and corporate facilities under long-term, non-cancellable leasing arrangements.

Our trademarks, intellectual property, and other proprietary rights are extremely important to our success and our competitive position.

Our success depends on the value and reputation of our brands and our ability to consistently anticipate, identify, and respond to customers' demands, preferences, and fashion trends in the design, pricing, and produc…

We face increasing competition from companies selling apparel, handbags, footwear, accessories, home, and other of our product categories, including through the Internet.

We also rely upon third-party transportation providers for substantially all of our product shipments, including shipments to and from our distribution centers, to our stores and shop-within-shops, and to our digital…

In addition, the entire apparel industry, including our Company, has faced, and could continue to face, supply chain challenges, including reduced freight availability, port congestion, labor shortages, and rising wag…

We do not own or operate any manufacturing facilities and depend exclusively on independent third parties for the manufacture of our products.

Competition in our industry to attract and retain employees is intense and is influenced by our reputation, our ability to offer competitive compensation and benefits, and economic conditions, among other factors.

We also depend on the service and management experience of other key executive officers and members of senior management who have substantial experience and expertise in our industry and our business and have made sig…

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The nature of the apparel retail industry requires us to carry a significant amount of inventory, especially prior to the peak holiday selling season when we build up our inventory levels in order to meet anticipated…

We implement new store design concepts and other renovations to our existing store portfolio as part of our growth strategy.

The success of our business also depends largely on our ability to continue to maintain, enhance, and expand our digital footprint and capabilities.

Any of these challenges could delay or otherwise prevent us from successfully executing our distribution expansion strategy.

Achievement of our growth strategy may require investment in new capabilities, distribution channels, and technologies, such as those related to our Next Generation Transformation project, as described in Item 1 — "Bu…

Infectious disease outbreaks could have a material adverse effect on our business.

Changes in exchange rates between the U.S.

or an uncertain outlook in the economies in which we, or our wholesale customers and licensing partners, sell our products, or other changes in consumer preferences, may materially adversely affect our business.

Consumer purchases of discretionary items and luxury retail products, including our products, tend to decline during periods of economic weakness, high inflation, or rising interest rates, and at other times when disp…

The global economy has also been negatively impacted by ongoing military conflicts, including the conflicts involving Iran and other hostilities in the Middle East.

The global economy and retail industry are affected by numerous factors beyond our control, including, among others, changes in diplomatic and trade relationships (including the imposition of new tariffs or other chan…

Company to devote substantial time and resources to defend itself.

Conversely, in recent years, negative sentiment towards corporate goals and initiatives related to these areas has gained momentum in the U.S., which has been accompanied by the proposal or enactment of policies, legi…

If unauthorized parties gain access to our networks or databases, or those of our vendors, they may be able to steal, publish, delete, modify, or block our access to our private and sensitive internal and third-party…

We generally operate most of our stores and corporate facilities under long-term, non-cancellable leasing arrangements.

loyalty, and a reputation for quality, including through digital brand engagement and online and social media presence; (iii) developing and producing innovative, high-quality products in sizes, colors, and styles tha…

potential increased product costs through higher sales prices to our consumers, supply chain diversification, or other mitigating measures, which in turn could have a material adverse effect on our business due to low…

As previously discussed, in April 2025, the U.S.

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designs to achieve acceptable results could lead to asset impairment charges and/or our decision to close a store prior to the lease expiration date resulting in other store closure-related charges, including early le…

disasters, civil or political instability, or military conflicts, terrorist acts, or other hostilities; (ii) changes in diplomatic and trade relationships and any resulting anti-American sentiment; (iii) foreign gover…

customers and licensing partners due to forced closures or other operational restrictions, such as reduced capacity limits and operating hours, declines in tourism, and/or potential changes in consumer behavior and sh…

Widespread public health emergencies or infectious disease outbreaks, such as the novel strain of coronavirus commonly referred to as COVID-19, have had, and could again in the future have, a material adverse effect o…

Most recently, the U.S.

Lauren has the ability to exercise significant control over our business, including, without limitation, (i) the election of our Class B common stock directors, voting separately as a class and (ii) any action requiri…

We are involved in certain legal proceedings and regulatory matters and are subject from time to time to various claims involving alleged breach of contract claims, intellectual property and other related claims, esch…

Executive actions at the U.S.

Any perceived or actual failure to use AI responsibly, including with respect to fairness, bias, transparency, or governance, or to meet evolving stakeholder expectations, could harm our brand and reputation, reduce c…

The legal and regulatory environment governing AI is rapidly evolving.

Our ability to successfully develop and deploy AI depends on attracting, developing, and retaining talent with AI-related skills and expertise.

AI tools and systems may be unavailable, fail to perform as intended, or produce inaccurate or misleading outputs, and may be vulnerable to manipulation.

We are increasingly evaluating and deploying AI technologies, including generative AI and machine learning, across various aspects of our business.

Our use and integration of artificial intelligence across our business presents risks and challenges that could adversely affect our business.

Cyber-criminals are constantly devising new, sophisticated schemes to gain unauthorized access to computer systems and confidential or sensitive data, including through the increasing use of AI.

further development of "private labels" and exclusive product offerings in an effort to differentiate themselves from competitors, could have a material adverse effect on our business.

brands and potentially lead to adverse consumer actions, including boycotts, even if the subject of such publicity is unverified or inaccurate and we seek to correct it.

As previously discussed, recent changes in U.S.

departure of any key individual and the failure to ensure a smooth transition and effective transfer of knowledge involving senior employees could hinder or delay our strategic planning and execution, as well as adver…

reduced website traffic, diminished loyalty to our brands, and lost sales.

reduced retail traffic and the potential build-up of excess inventory as a result of store closures, other operational restrictions, and/or lower consumer demand; (iii) operational disruptions at our distribution cent…

Widespread public health emergencies and infectious disease outbreaks (including pandemics, epidemics, resurgences of endemic diseases, and the emergence of new or more transmissible variants or pathogens), whether oc…

In April 2025, the U.S.