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Carters SEC Filings

CRI NYSE

Welcome to our dedicated page for Carters SEC filings (Ticker: CRI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Carter’s, Inc. filings document the financial reporting, governance and capital structure of a public children’s apparel company listed on the New York Stock Exchange under CRI. Its 8-K reports furnish operating results for the U.S. Retail, U.S. Wholesale and International segments, including sales, margins, outlook updates, dividends and other material events.

The company’s filings also cover proxy governance, executive compensation, director matters, leadership appointments and officer departures. Debt and financing disclosures include The William Carter Company’s senior notes, asset-based revolving credit facility, subsidiary guarantees and related covenant terms, along with registered common stock and preferred stock purchase rights.

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AQR Capital Management, LLC and AQR Capital Management Holdings, LLC filed Amendment No. 1 to Schedule 13G for Carter’s, Inc. (CRI), reporting beneficial ownership of 567,436 shares of common stock, or 1.56% of the class. They report shared voting power: 567,436 and shared dispositive power: 567,436, with no sole voting or dispositive power.

The filers are classified as an investment adviser and a parent holding company, and certify the position was acquired and is held in the ordinary course and not to change or influence control. The date of event is September 30, 2025.

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Carter’s, Inc. announced that its subsidiary, The William Carter Company, completed a private offering of $575 million aggregate principal amount of 7.375% senior notes due 2031. The company received net proceeds of approximately $567 million and intends to use them, together with cash on hand, to redeem all outstanding 5.625% senior notes due 2027, pay related fees and expenses, and, with any remainder, for general corporate purposes.

The notes are senior unsecured obligations, fully and unconditionally guaranteed (with certain exceptions) by Carter’s and designated domestic subsidiaries. The indenture includes customary covenants and events of default, and provides for optional redemption terms, including a make‑whole prior to November 15, 2027, and a change‑of‑control and ratings decline repurchase at 101% of principal.

Carter’s also disclosed commitments for a new five‑year senior secured asset‑based revolving credit facility of up to $750 million, anticipated to be entered into on or around November 17, 2025, subject to satisfactory documentation and other conditions, to replace the existing secured revolver.

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Carter’s, Inc. announced that its subsidiary, The William Carter Company, completed a private offering of $575 million aggregate principal amount of 7.375% senior notes due 2031. The company received net proceeds of approximately $567 million and intends to use them, together with cash on hand, to redeem all outstanding 5.625% senior notes due 2027, pay related fees and expenses, and, with any remainder, for general corporate purposes.

The notes are senior unsecured obligations, fully and unconditionally guaranteed (with certain exceptions) by Carter’s and designated domestic subsidiaries. The indenture includes customary covenants and events of default, and provides for optional redemption terms, including a make‑whole prior to November 15, 2027, and a change‑of‑control and ratings decline repurchase at 101% of principal.

Carter’s also disclosed commitments for a new five‑year senior secured asset‑based revolving credit facility of up to $750 million, anticipated to be entered into on or around November 17, 2025, subject to satisfactory documentation and other conditions, to replace the existing secured revolver.

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Carter’s, Inc. amended and restated its By-Laws, effective November 13, 2025. Key changes clarify meeting mechanics and stockholder rights. Special meetings of stockholders may now be called by a majority of directors or by a stockholder of record holding more than 35% of outstanding common stock. If a special meeting is held in lieu of an annual meeting, only business proper for an annual meeting may be brought.

The updates refine notice, proxy, and nomination procedures, including a requirement that a nominating stockholder hold shares through the meeting date, enhanced disclosure and correction obligations, and the Board’s ability to request interviews with nominees. The By-Laws incorporate Delaware General Corporation Law mailing provisions, allow adjournments and recesses, and limit who may call to order and chair stockholder meetings. The company also announced a quarterly cash dividend via press release.

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Carter’s, Inc. amended and restated its By-Laws, effective November 13, 2025. Key changes clarify meeting mechanics and stockholder rights. Special meetings of stockholders may now be called by a majority of directors or by a stockholder of record holding more than 35% of outstanding common stock. If a special meeting is held in lieu of an annual meeting, only business proper for an annual meeting may be brought.

The updates refine notice, proxy, and nomination procedures, including a requirement that a nominating stockholder hold shares through the meeting date, enhanced disclosure and correction obligations, and the Board’s ability to request interviews with nominees. The By-Laws incorporate Delaware General Corporation Law mailing provisions, allow adjournments and recesses, and limit who may call to order and chair stockholder meetings. The company also announced a quarterly cash dividend via press release.

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Carter’s, Inc. (CRI) filed an 8-K stating it issued a press release announcing the pricing of a senior notes offering. The press release is furnished as Exhibit 99.1 and was made in accordance with Rule 135c under the Securities Act. The company’s common stock trades on the NYSE under ticker CRI; the filing lists Preferred Stock Purchase Rights as registered under Section 12(b) as well. The report date is October 29, 2025.

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Carter’s, Inc. (CRI) announced the commencement of a senior notes offering. At the same time, its subsidiary The William Carter Company issued a conditional notice to redeem all of its 5.625% Senior Notes due 2027 on November 27, 2025, at 100.00% of principal, or $500.0 million, plus accrued and unpaid interest. The redemption is conditioned upon completion of one or more financings, including the senior notes offering, and receipt of sufficient net proceeds.

The company also expects to enter into a new five-year senior secured asset based revolving credit facility of up to $750 million, which would replace its existing secured revolver. Carter’s has obtained commitments for the full amount, but execution remains subject to satisfactory documentation and other conditions, and there can be no assurance it will be entered into.

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Carter’s, Inc. (CRI) filed its Q3 2025 report, showing softer profitability on flat sales. Net sales were $757.8 million versus $758.5 million a year ago. Operating income fell to $29.1 million from $77.0 million, and net income declined to $11.6 million from $58.3 million, or diluted EPS of $0.32 versus $1.62. Gross profit was $341.6 million versus $356.0 million as costs rose, while SG&A increased to $318.0 million from $284.7 million, reflecting operating model and restructuring initiatives.

Year-to-date, net sales were $1.973 billion versus $1.984 billion; operating income was $59.2 million versus $171.5 million. Operating cash flow was an outflow of $136.3 million versus an inflow of $11.3 million, driven by higher inventories and receivables. Cash was $184.2 million; long‑term debt (5.625% senior notes due 2027) was $498.7 million with no revolver borrowings and $843.1 million available. The company recorded a non‑cash pension settlement charge of $8.8 million and booked $6.1 million of restructuring accruals. The Board adopted a limited‑duration shareholder rights plan on September 22, 2025. Common dividends paid in the first three quarters totaled $1.30 per share.

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Carter’s, Inc. (CRI) announced an organizational restructuring plan to right-size its cost structure, with total charges expected at $10.1–$11.1 million. The company recorded $6.1 million of these charges in the third quarter of fiscal 2025 and expects an additional $4.0–$5.0 million in the fourth quarter.

The company expects to pay substantially all of these costs in the first two quarters of fiscal 2026, with actions associated with the plan expected to be substantially completed by the second quarter of fiscal 2026, subject to local law and consultation requirements. Carter’s also furnished a press release with financial results for the fiscal quarter ended September 27, 2025 as Exhibit 99.1; the information was furnished, not filed.

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Carter's, Inc. adopted a stockholder rights plan to deter takeover attempts and preserve long-term value for shareholders. The board declared a dividend of one Right for each outstanding share of common stock to holders of record at the close of business on October 3, 2025. Each Right permits its holder, under the Rights Agreement, to buy one ten-thousandth of a share of Series A Junior Participating Preferred Stock at an initial exercise price of $160.00 per Right, subject to adjustment.

The Rights Agreement, dated September 22, 2025, names Equiniti Trust Company, LLC as Rights Agent and includes a flip-in feature. If a person or group becomes an "Acquiring Person," most Rights held by that Acquiring Person and certain affiliates automatically become null and void, while other holders may exercise Rights to receive Common Stock valued at two times the exercise price. Related documents include the Certificate of Designation for the Preferred Stock and a press release dated September 24, 2025.

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Hali Borenstein, a director of Carter's, Inc. (CRI), received 16.8031 shares of the issuer's common stock on 09/12/2025 at no cash cost under the companys director deferred compensation program. Following the transaction, the reporting persons total beneficial ownership is reported as 16,991.8143 shares. The Form 4 was filed by one reporting person and signed by an attorney-in-fact on 09/12/2025. The filing explains these shares were credited as a dividend payment and will be settled pursuant to the deferred compensation plan.

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Jevin Eagle, a director of Carters, Inc. (CRI), was credited with 16.8031 shares of common stock on 09/12/2025 as part of the company’s director deferred compensation program. The shares were recorded at a $0 price because they represent a dividend payment credited into the plan rather than a market purchase. After this transaction, the reporting person’s beneficial ownership totaled 22,713.8143 shares. The Form 4 was filed individually and signed by an attorney-in-fact, Derek Swanson, on 09/12/2025. The filing indicates the change is non-derivative and direct ownership resulting from the dividend-crediting mechanism.

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FAQ

How many Carters (CRI) SEC filings are available on StockTitan?

StockTitan tracks 88 SEC filings for Carters (CRI), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Carters (CRI)?

The most recent SEC filing for Carters (CRI) was filed on November 14, 2025.