{"url_path":"/sec/gco/10-k/2026/cover-page","section_key":"cover-page","section_title":"Cover Page","topic":"sec","document":{"doc_type":"10-K/A","doc_date":"2026-06-01","source_url":"https://www.sec.gov/Archives/edgar/data/18498/0001193125-26-251478-index.html","accession_number":"0001193125-26-251478","cik":"0000018498","ticker":"GCO","issuer_name":"GENESCO INC","edgar_url":"https://www.sec.gov/Archives/edgar/data/18498/0001193125-26-251478-index.html","primary_entity_key":"0000018498","primary_entity_name":"GENESCO INC"},"word_count":1173,"has_tables":true,"body_markdown":"10-K/A\n\ntrueFY000001849800000184982025-08-0100000184982026-05-1800000184982025-02-022026-01-31xbrli:sharesiso4217:USD\n\n \n\nUNITED STATES\n\nSECURITIES AND EXCHANGE COMMISSION\n\nWashington, D.C. 20549\n\n \n\nFORM 10-K/A\n\n(Mark One)\n\n☒\n\nANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934\n\n \n\nFor the Fiscal Year Ended January 31, 2026\n\n \n\n☐\n\nTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934\n\n \n\nfor the transition period from to\n\nCommission File No. 1-3083\n\n \n\nGenesco Inc.\n\n(Exact name of registrant as specified in its charter)\n\nTennessee\n\n \n\n62-0211340\n\n(State or other jurisdiction of\n\nincorporation or organization)\n\n \n\n(I.R.S. Employer\n\nIdentification No.)\n\n \n\n \n\n535 Marriott Drive\n\n \n\n37214\n\nNashville, Tennessee\n\n \n\n \n\n(Zip Code)\n\n(Address of principal executive offices)\n\n \n\n \n\n \n\nRegistrant’s telephone number, including area code: (615) 367-7000\n\nSecurities Registered Pursuant to Section 12(b) of the Act:\n\n \n\nTitle of each class\n\nTrading Symbol\n\nName of Exchange\n\non which Registered\n\nCommon Stock, $1.00 par value\n\nGCO\n\nNew York Stock Exchange\n\nSecurities Registered Pursuant to Section 12(g) of the Act:\n\nEmployees’ Subordinated Convertible Preferred Stock\n\nIndicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐\n\nIndicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒\n\nIndicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐\n\nIndicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232-405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐\n\nIndicate by check mark whether the registrant is a large accelerated filer; an accelerated filer; a non-accelerated filer; a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and \"emerging growth company\" in Rule 12b-2 of the Exchange Act.\n\n \n\nLarge accelerated filer\n\n☐\n\n \n\nAccelerated filer\n\n☒\n\nNon-accelerated filer\n\n☐\n\n \n\nSmaller reporting company\n\n☐\n\n \n\n \n\n \n\nEmerging Growth company\n\n☐\n\n \n\nIf an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act. ☐\n\n \n\nIndicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒\n\nIf securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐\n\nIndicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐\n\nIf securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐\n\nIndicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐\n\nIndicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act.) Yes ☐ No ☒\n\nState the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter - $255,000,000. The market value calculation was determined using a per share price of $23.64, the price at which the common stock was last sold on the New York Stock Exchange on August 1, 2025, the last business day of the registrant’s most recently completed second fiscal quarter. For purposes of this calculation, shares of common stock held by nonaffiliates excludes only those shares beneficially owned by officers, directors, and shareholders owning 10% or more of the outstanding common stock (and, in each case, their immediate family members and affiliates).\n\nIndicate the number of shares outstanding of each of the registrant’s classes of common stock as of the latest practicable date: As of May 18, 2026, 11,103,175 shares of the registrant’s common stock were outstanding.\n\nDocuments Incorporated by Reference\n\nNone.\n\n \n\n \n\n \n\nEXPLANATORY NOTE\n\n \n\nThis Amendment No. 1 on Form 10-K/A (this “Form 10-K/A”) amends our Annual Report on Form 10-K for the fiscal year ended January 31, 2026 (“Fiscal 2026”), originally filed with the Securities and Exchange Commission (the “SEC”), on March 25, 2026 (the “Original Filing”). We are filing this Form 10-K/A to include the information required by Part III of Form 10-K and not included in the Original Filing. This Form 10-K/A amends the Original Filing to include the information required by Part III of the Original Filing because we have not filed, and will not file, a definitive proxy statement within 120 days after the end of our Fiscal 2026. As required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), this Form 10-K/A amends Item 15 of Part IV of the Original Filing to include new certifications by our principal executive officer and interim principal financial officer under Section 302 of the Sarbanes-Oxley Act of 2002. Because no financial statements are contained within this Form 10-K/A, we are not including certifications pursuant to Section 906 of The Sarbanes-Oxley Act of 2002.\n\nIn addition, we made certain revisions to the cover page, including the deletion of the reference to our proxy statement and inclusion of updated outstanding share information.\n\nExcept as described above, no other changes have been made to the Original Filing. The Original Filing continues to speak as of the date of the Original Filing, and we have not updated the disclosures contained therein to reflect any events which occurred at a date subsequent to the filing of the Original Filing. This Form 10-K/A does not amend, update or change any other items or disclosure in the Original Filing or reflect events that occurred after the date of the Original Filing. Accordingly, this Form 10-K/A should be read in conjunction with our filings with the SEC subsequent to the date of the Original Filing.\n\n \n\n2\n\n \n\nTABLE OF CONTENTS\n\n \n\nPage\n\n[PART III](#part_iii)"}