expr-20200122

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 22, 2020

(Exact name of registrant as specified in its charter)

Delaware

001-34742

26-2828128

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)



1 Express Drive Columbus, Ohio									43230
(Address of principal executive offices)									(Zip Code)

(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $.01 par value

EXPR

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If 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. ☐

Item 7.01 Regulation FD Disclosure.

On January 22, 2020, at an investor event held at the New York Stock Exchange and by issuance of a press release, Express, Inc. (the “Company”) announced its new corporate strategy: The EXPRESSway Forward. This strategy outlines major initiatives based on the Company’s four foundational pillars of product, brand, customer and execution. In addition, the Company announced narrowed guidance for the fourth quarter ending February 1, 2020. A copy of the press release is attached as Exhibit 99.1.

On January 22, 2020, the Company made available an investor presentation with supplemental information on www.express.com under the “For Investors” link. A copy of the investor presentation is attached hereto as Exhibit 99.2.

The information in this Form 8-K, including Exhibit 99.1 and Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, except as shall otherwise be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.


99.1			Press Release of Express, Inc. dated January 22, 2020
99.2			Investor Presentation

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


						EXPRESS, INC.
Date: January 22, 2020						/s/ Periclis Pericleous
						Periclis Pericleous
						Senior Vice President, Chief Financial Officer and Treasurer

EXPRESS, INC. NARROWS FOURTH QUARTER GUIDANCE; ANNOUNCES NEW CORPORATE STRATEGY INCLUDING SIGNIFICANT COST REDUCTIONS AND FLEET RATIONALIZATION

•Narrows fourth quarter EPS guidance to $0.17 to $0.19 on an adjusted basis, within previous range

•Unveils new corporate strategy

•Identifies $80 million in cost reduction opportunities

•Initiates fleet rationalization plan to close approximately 100 stores by 2022

Columbus, Ohio - January 22, 2020 - Express, Inc. (NYSE: EXPR), a leading fashion apparel retailer, today is providing details on its new corporate strategy and announcing fourth quarter guidance that narrows the previous range.

“Our expected results show the third consecutive quarter of sequential improvement in our comp sales trends. I am encouraged that the new initiatives we have put in place are resonating with our customers,” said Tim Baxter, Chief Executive Officer. “Today we are unveiling our new corporate strategy, called The EXPRESSway Forward, and we are focused on profitable growth. My expectation is that we will return to a mid-single-digit operating margin through a combination of low-single-digit comp sales growth, margin expansion and cost reductions. This will of course take some time, but we have a clear path.”

2019 Fourth Quarter Guidance:

Comparable sales are currently expected to be approximately -3%. The company expects adjusted net income to be in the range of $11 to $12.5 million and adjusted diluted earnings per share to be in the range of $0.17 to $0.19. The company is also announcing that it expects to have approximately $200 million in cash on hand by the end of fiscal 2019. This guidance excludes an estimated pre-tax restructuring charge between $6.5 to $7.5 million that will be incurred during the fourth quarter and does not take into account any additional non-core items that may occur. The company expects to report fourth quarter and full year 2019 results during the week of March 9, 2020.

The EXPRESSway Forward outlines key initiatives based on the company’s four foundational pillars of product, brand, customer and execution, as represented by the company’s ticker symbol, EXPR.

•E - Engage our customers and acquire new ones: The company will drive customer retention and acquisition through a combination of relaunching its loyalty program and private label credit card in Fall 2020, optimizing marketing spend through new tools and predictive models, and more personalized customer communications.

•X - Execute with precision to accelerate sales and profitability: Several new initiatives will create operational efficiency across the organization, including a new go-to-market process, inventory optimization, an improved customer experience, enhanced omni-channel capabilities, fleet rationalization, and cost reductions.

•P - Product first: The company’s new product approach – “The Express Edit” – will result in a curated assortment reflecting versatility and consistent newness. This will allow Express to deliver great product in every category.

•R - Reinvigorate our brand: Based on customer insights, the company is unveiling its new brand purpose, which is to create confidence and inspire self-expression, and its promise to customers to edit the best of current fashion for real-life versatility. How the brand engages with customers will be consistent with this point of view across women’s and men’s, across channels, and across communication touchpoints, and will encourage them to “Dream Big. Dress Accordingly.”

The company has identified $80 million in annualized cost reduction opportunities expected to be realized over the next three years. Of this, $25 million will be driven by process improvements, inventory optimization and systems implementations associated with its go-to-market transformation. The other $55 million of expense reductions will be driven mainly by the previously announced workforce restructuring. These savings are incremental to the $50 million dollars in savings that were announced in 2016 and delivered over the past three years.

Fleet Rationalization:

The company expects to close approximately 100 stores by 2022. This includes nine stores that have already closed in 2019, 31 by the end of January 2020, and an additional 35 by the end of January 2021. The company expects the net impact to sales to be a reduction of $90 million by 2022. This reduction is offset by the elimination of the fixed operating costs of the closed stores and leveraging the remaining stores’ and online infrastructure for additional sales, which it expects to result in a $15 million annualized increase in EBITDA by 2022.

The company has a long-term goal to increase free cash flow from approximately $50 million in 2019 to $90 to $110 million by 2022. It expects to achieve this goal by increasing operating cash flow by $60 to $80 million, driven by growth in net income and improved working capital. Over the next three years, the company expects to spend between approximately $50 and $60 million in capital expenditures each year to fund technology investments, ongoing maintenance of technology platforms, enhance customer facing e-commerce capabilities, and refresh stores to ensure consistent representation of the brand across the entire fleet.

Webcast and Presentation Information:

Express will provide additional details to the investment community during an event today at 8:00 a.m. ET at the New York Stock Exchange (NYSE). The event will be webcast live and available for replay for 90 days at www.express.com/investor. In addition, a copy of the presentation can be accessed from the company’s website.

About Express, Inc.:

Express is a leading fashion brand for women and men. Since 1980, Express has provided the latest apparel and accessories to help customers build a wardrobe for every occasion, offering fashion and quality at an attractive value. The company operates retail and factory outlet stores in the United States and Puerto Rico, as well as an online destination. For more information, please visit www.express.com.

Forward-Looking Statements:

Certain statements are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include any statement that does not directly relate to any historical or current fact and include, but are not limited to (1) goals, guidance and expectations, including statements regarding expected operating margins, comparable sales, effective tax rates, interest expense, net income, diluted earnings per share, profitability, free cash flow, cost and expense savings, merchandise margin, gross margin, SG&A, inflation rates, and capital expenditures, (2) statements regarding expected store openings, store closures, store conversions, and gross square footage, and (3) statements regarding the Company's strategy,

plans, and initiatives, including, but not limited to, results expected from such strategy, plans, and initiatives. Forward-looking statements are based on our current expectations and assumptions, which may not prove to be accurate. In addition, information with respect to future financial performance, including, but not limited to, fiscal year 2022 cash flows, cost reductions, operating margins and EBITDA, represents the Company’s long-term goals and is not intended as guidance. These statements are not guarantees and are subject to risks, uncertainties, and changes in circumstances that are difficult to predict, and significant contingencies, many of which are beyond the Company's control. Many factors could cause actual results to differ materially and adversely from these forward-looking statements. Among these factors are (1) consumer spending and general economic conditions; (2) our ability to identify and respond to new and changing fashion trends, customer preferences, and other related factors; (3) fluctuations in our sales, results of operations, and cash levels on a seasonal basis and due to a variety of other factors, including our product offerings relative to customer demand, the mix of merchandise we sell, promotions, and inventory levels; (4) customer traffic at malls, shopping centers, and at our stores; (5) competition from other retailers; (6) our dependence on a strong brand image; (7) our ability to adapt to changing consumer behavior and develop and maintain a relevant and reliable omni-channel experience for our customers; (8) the failure or breach of information systems upon which we rely; (9) our ability to protect customer data from fraud and theft; (10) our dependence upon third parties to manufacture all of our merchandise; (11) changes in the cost of raw materials, labor, and freight; (12) supply chain or other business disruption; (13) our dependence upon key executive management; (14) our ability to execute our growth strategy, including improving profitability, providing an exceptional brand and customer experience, transforming and leveraging our systems and processes, and cultivating a strong company culture, and achieving our strategic objectives, including delivering compelling merchandise at an attractive value, investing in growing brand awareness and retaining and acquiring new customers to the Express brand, growing e-commerce sales and expanding our omni-channel capabilities, optimizing our store footprint, and managing our overall cost structure; (15) our substantial lease obligations; (16) our reliance on third parties to provide us with certain key services for our business; (17) impairment charges on long-lived assets; (18) claims made against us resulting in litigation or changes in laws and regulations applicable to our business; (19) our inability to protect our trademarks or other intellectual property rights which may preclude the use of our trademarks or other intellectual property around the world; (20) restrictions imposed on us under the terms of our asset-based loan facility, including restrictions on the ability to effect share repurchases; (21) changes in tax requirements, results of tax audits, and other factors that may cause fluctuations in our effective tax rate; and (22) changes in tariff rates. Additional information concerning these and other factors can be found in Express, Inc.'s filings with the Securities and Exchange Commission. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events, or otherwise, except as required by law.

Investor Contact:

Media Contact:

Dan Aldridge

Alysa Spittle

VP, Investor Relations

Director, Communications

daldridge@express.com

aspittle@express.com

(614) 474-4890

(614) 474-4745

Supplemental Information

Reconciliation of GAAP to Non-GAAP Financial Measures

The company supplements the reporting of its financial information determined under United States generally accepted accounting principles (GAAP) with certain non-GAAP financial measures: adjusted net income and adjusted diluted earnings per share. The company believes that these non-GAAP measures provide additional useful information to assist stockholders in understanding its financial results and assessing its prospects for future performance. Management believes adjusted net income and adjusted diluted earnings per share are important indicators of the company's business performance because they exclude items that may not be indicative of, or are unrelated to, the company's underlying operating results, and may provide a better baseline for analyzing trends in the business. In addition, adjusted diluted earnings per share is used as a performance measure in the company's long-term executive compensation program for purposes of determining the number of equity awards that are ultimately earned. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names. These adjusted financial measures should not be considered in isolation or as a substitute for reported net income or diluted earnings per share. In addition, the company believes that free cash flow provides useful information regarding liquidity as it shows our operating cash flow generation less cash reinvested back into the business (capital expenditures). These non-GAAP financial measures reflect an additional way of viewing the Company's operations that, when viewed with the GAAP results and the below reconciliations to the corresponding GAAP financial measures, provide a more complete understanding of the Company's business. Management strongly encourages investors and stockholders to review the Company's financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure.


	Thirteen Weeks Ended February 1, 2020
(in thousands, except per share amounts)	Operating Income			Income Tax Impact		Net Income			Diluted Earnings per Share			Weighted Average Diluted Shares Outstanding
Reported GAAP Measure	$	7,250				$	6,100		$	0.09		64,800
Impact of Executive Departures	7,000		(a)(d)	(1,750)	(b)	5,250			0.08
Impact of Executive Departures				400	(c)	400			0.01
Adjusted Non-GAAP Measure	$	14,250				$	11,750	(d)	$	0.18	(d)

(a)Represents estimated impact of Q4 restructuring

(b)Represents the estimated tax effect of the restructuring using a 25% tax rate

(c)Represents the tax impact of the expiration of former executives non-qualified stock options

(d)Represents the midpoint of the range


(in millions)	FY 2019		FY 2022
Estimated cash flow from operations	$	86	$	145-165
Less:
Estimated capital expenditures	$	36	$	55
Estimated Free Cash Flow	$	50	$	90-110

Cautionary Statement Regarding Forward-Looking Statements Certain statements are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include any statement that does not directly relate to any historical or current fact and include, but are not limited to (1) goals, guidance and expectations, including statements regarding expected operating margins, comparable sales, effective tax rates, interest expense, net income, diluted earnings per share, profitability, free cash flow, cost and expense savings, merchandise margin, gross margin, SG&A, inflation rates, and capital expenditures, (2) statements regarding expected store openings, store closures, store conversions, and gross square footage, and (3) statements regarding the Company's strategy, plans, and initiatives, including, but not limited to, results expected from such strategy, plans, and initiatives. Forward-looking statements are based on our current expectations and assumptions, which may not prove to be accurate. In addition, information with respect to future financial performance, including, but not limited to, fiscal year 2022 cash flows, cost reductions, operating margins and EBITDA, represents the Company’s long-term goals and is not intended as guidance. These statements are not guarantees and are subject to risks, uncertainties, and changes in circumstances that are difficult to predict, and significant contingencies, many of which are beyond the Company's control. Many factors could cause actual results to differ materially and adversely from these forward-looking statements. Among these factors are (1) consumer spending and general economic conditions; (2) our ability to identify and respond to new and changing fashion trends, customer preferences, and other related factors; (3) fluctuations in our sales, results of operations, and cash levels on a seasonal basis and due to a variety of other factors, including our product offerings relative to customer demand, the mix of merchandise we sell, promotions, and inventory levels; (4) customer traffic at malls, shopping centers, and at our stores; (5) competition from other retailers; (6) our dependence on a strong brand image; (7) our ability to adapt to changing consumer behavior and develop and maintain a relevant and reliable omni-channel experience for our customers; (8) the failure or breach of information systems upon which we rely; (9) our ability to protect customer data from fraud and theft; (10) our dependence upon third parties to manufacture all of our merchandise; (11) changes in the cost of raw materials, labor, and freight; (12) supply chain or other business disruption; (13) our dependence upon key executive management; (14) our ability to execute our growth strategy, including improving profitability, providing an exceptional brand and customer experience, transforming and leveraging our systems and processes, and cultivating a strong company culture, and achieving our strategic objectives, including delivering compelling merchandise at an attractive value, investing in growing brand awareness and retaining and acquiring new customers to the Express brand, growing e-commerce sales and expanding our omni-channel capabilities, optimizing our store footprint, and managing our overall cost structure; (15) our substantial lease obligations; (16) our reliance on third parties to provide us with certain key services for our business; (17) impairment charges on long-lived assets; (18) claims made against us resulting in litigation or changes in laws and regulations applicable to our business; (19) our inability to protect our trademarks or other intellectual property rights which may preclude the use of our trademarks or other intellectual property around the world; (20) restrictions imposed on us under the terms of our asset-based loan facility, including restrictions on the ability to effect share repurchases; (21) changes in tax requirements, results of tax audits, and other factors that may cause fluctuations in our effective tax rate; (22) changes in tariff rates; and (23) natural disasters, acts of terrorism, or war. Additional information concerning these and other factors can be found in Express, Inc.'s filings with the Securities and Exchange Commission. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events, or otherwise, except as required by law. 2

AGENDA 8:30 Welcome � Corporate Strategy - The EXPRESSway Forward Tim Baxter Matt Moellering Financial Perry Pericleous Closing Comments Tim Baxter Q&A Tim Baxter Matt Moellering Malissa Akay Sara Tervo Perry Pericleous 10:30 Event Concludes 3

TIM BAXTER Chief Executive Officer 4

ENGAGE our customers and acquire new ones X-ECUTE with precision to accelerate sales and profitability PRODUCT first REINVIGORATE our brand 6

REINVIGORATE our brand 7

EXPRESS BRAND PURPOSE CREATE CONFIDENCE. INSPIRE SELF-EXPRESSION. 8

EXPRESS BRAND PROMISE We edit the best of NOW for real-life VERSATILITY. 9 9

DREAM BIG. DRESS ACCORDINGLY. 10

#EXPRESSYOU A collaborative community that influences and inspires one another. 11 11

PRODUCT first 12

EVERY DAY IS AN OCCASION DRESSDRESS FORFOR ITIT 13 13

THE EXPRESS EDIT Mix & Match Versatility New & Now Modern Tailored Denim Everywhere Best of Black ENDURING STYLE CODES ENDURING STYLE CODES 14

ENGAGE our customers and acquire new ones 15

DOERS. MAKERS. MOVERS. SHAKERS. 16

EXISTING & NEW CUSTOMER STRATEGIES Improve retention & frequency. Bring in more new customers. • Relaunch loyalty program and � • Digital media reissue credit card (Fall 2020) • First 90 days contact strategy • Optimize digital media • New loyalty program entry point • Optimize CRM • Brand Ambassador program 17

MATT MOELLERING President and Chief Operating Officer 18

X-ECUTE with precision to accelerate sales and profitability 19

FOCUS AREAS • Go-to-Market transformation • Inventory productivity • Improved customer experience • Operational efficiency through fleet rationalization and cost reduction 20

GO-TO-MARKET TRANSFORMATION BRAND BRAND UNIFY Channel/Gender Express Our re-engineered GTM process � will enable more relevant product and TIME INCREASE SPEED TIME Too long Improve by 20-25% marketing stories, greater speed to CALENDAR SIMPLIFY CALENDAR market, more effective and efficient Multiple 1 Master calendar cross-functional workflow. SEASONAL MILESTONES STREAMLINE SEASONAL MILESTONES 18-24 Touchpoints 12 Touchpoints MARKETING INTEGRATION MARKETING INTEGRATION INTEGRATE 0 Touchpoints 4 Touchpoints 21

SYSTEM IMPLEMENTATION Centralized Order Assortment � STREAMLINED Management Planning ACTIVITIES ACROSS Real-time visibility� + Granular sales & unit level = APPLICATIONS to information inventory data Direct Impacts Sourcing & Production Suppliers Merchandising Planning & Allocation 22

INVENTORY OPTIMIZATION • Optimize assortment architecture • Reduce choice counts to drive clarity • Optimize size offerings • Move to targeted monthly redlines • System implementation Takeaway: Driving Margin Expansion & Improved Inventory turns 23

NEW CUSTOMER EXPERIENCE MODEL Evolve store associates from task oriented to service oriented + We will deliver Leverage brand partnerships personalized service at the pace + = INCREASED CONVERSION of modern life. Develop comprehensive marketing calendar + Create frictionless shopping experience across channels 24

OPERATING EFFICIENCY GOALS FLEET RATIONALIZATION COST REDUCTION ANNUALIZED IMPACT BY END OF 2022* Closed Stores Transfer Volume Net Impact # of Stores ~100 + Annualized Cost Reductions Sales ($125M) ~$35M ($90M) $80M Transfer % ~30% EBITDA Inc/(Dec) ~$15M *FY22E information on this slide represents the Company's long-term goals, and is not intended as guidance. See slide two "Cautionary Statements Regarding Forward-Looking Statements." 25

PERRY PERICLEOUS Senior Vice President, Chief Financial Officer 26

Operating Margin FINANCIAL OPERATING MARGIN AND PROFIT GOALS FY22E* VS FY19E 8% 2,200 COST REDUCTIONS OF $80M Sales +LSD comp 6% 4% - 6% Merchandise Margin Expand ~175-225bps 2,100 4% ) n B&O Rate M i Leverage ~225-325bps $ g ( r a s M e l 2.5% a p Gross Margin S O Expand ~400-550bps t 2% 1.6% e N 2,000 SG&A Rate Leverage ~50-100bps 0% Operating Profit ~$95M-$125M (0.6%(0) .-6(%0.)7%) Operating Margin Expand ~450-650bps -2% 1,900 FY17 (1) FY18 (1) FY19E (1) FY20E FY21E FY22E Op. Margin Net Sales (1) Operating margins are adjusted and represent Non-GAAP measures. See Appendix for reconciliation. *FY22E information on this slide represents the Company's long-term goals, and is not intended as guidance. See slide two "Cautionary Statements Regarding Forward-Looking Statements." 27

OPERATING MARGIN GOALS FY19E(1) PROFIT IMPROVEMENTS HEADWINDS FY22E* Low Single Digit Comp Growth Wage Inflation Operating Operating GTM Transformation/Inventory Turn Regulatory Costs - Min Wage Margin + ~625bps - ~175bps = Margin Expense Savings 825bps - Technology Investments (0.6%)-(0.7%) ~4%-6% Fleet Rationalization Incentive Compensation (ST/LT) (1) Operating margins are adjusted and represent Non-GAAP measures. See Appendix for reconciliation. *FY22E information on this slide represents the Company's long-term goals, and is not intended as guidance. See slide two "Cautionary Statements Regarding Forward-Looking Statements." 28

SALES GROWTH GOALS FY19E SALES DRIVERS FLEET RATIONALIZATION FY22E* Product Net Sales Net Sales Brand LSD Annual Closed Store Sales ~$125M + Comp Growth ~$90M = ~$2.0B Customer - Transfer Volume (~$35M) ~$2.0B-$2.1B Execution *FY22E information on this slide represents the Company's long-term goals, and is not intended as guidance. See slide two "Cautionary Statements Regarding Forward-Looking Statements." 29

COST REDUCTIONS & HEADWIND IMPACT� COST REDUCTIONS OF ~$80M HEADWIND IMPACT OF (~$38M) GTM Transformation ~$25M Wage Inflation Expense Savings: Regulatory Costs - Min Wage Corporate Office Restructuring Technology Investments Store Operations Efficiencies Incentive Compensation (ST/LT) Lease Renewals ~$55M Marketing Optimization Other Corporate 30

FREE CASH FLOW GOALS FY19E(1) OPERATING CASH FLOW CAPEX FY22E(1)* Free Cash Flow Free Cash Flow Net Income Growth Annual CapEx Increase + ~$60M - ~$20M = ~$50M Working Capital Improvements $80M - vs. FY19E ~$90M-$110M (1) Free cash flow is a non-GAAP measure defined as operating cash flows less capital expenditures. See Appendix for reconciliation. *FY22E information on this slide represents the Company's long-term goals, and is not intended as guidance. See slide two "Cautionary Statements Regarding Forward-Looking Statements." 31

FINANCIAL GOALS FY19E FY22E* VS FY19E Sales ~$2,020M +LSD comp Merchandise Margin Expand ~175-225bps B&O Rate Leverage ~225-325bps Gross Margin Expand ~400-550bps SG&A Rate Leverage ~50-100bps Operating Profit ($11M)-($13M)(1) ~$95M-$125M Operating Margin (0.6%)-(0.7%)(1) Expand ~450-650bps (1) Amount is adjusted and represents a Non-GAAP measure. See Appendix for reconciliation. * FY22E information on this slide represents the Company's long-term goals, and is not intended as guidance. See slide two "Cautionary Statements Regarding Forward-Looking Statements." 32

TIM BAXTER Chief Executive Officer 33

ENGAGE our customers and acquire new ones X-ECUTE with precision to accelerate sales and profitability PRODUCT first REINVIGORATE our brand 34

EXPRESS IS A COMPELLING INVESTMENT • Clear, straightforward & achievable long-term strategy driven by management-controlled initiatives� • $80M in cost reduction opportunities� • Fleet rationalization plan to close ~100 stores� • Strong balance sheet – zero debt, ample liquidity & free cash flow generation� • Disciplined capital allocation philosophy • Early results are resonating with customers with 3 consecutive quarters of comp sales trend improvement� • Results oriented executive leadership team with tremendous experience, skill & diverse viewpoints� 35

Appendix 37

Executive Bios 38

TIM BAXTER Chief Executive Officer Tim Baxter has served as our Chief Executive Officer since June 2019. Prior to joining Express, Mr. Baxter was Chief Executive Officer of Delta Galil Premium Brands, a group of specialty retail apparel brands including 7 For All Mankind and Splendid. Prior to that, he held numerous leadership positions at Macy’s from 2006 to 2017 including Chief Merchandising Officer from 2015 to 2017 and Executive Vice President, General Merchandise Manager from 2013 for 2015. Mr. Baxter started his career with Famous-Barr and May Department Stores, where he held positions of increasing responsibility from 1992 to 2006. 39

MATT MOELLERING President and Chief Operating Officer Matt Moellering has served as President and Chief Operating Officer since September 2019. He also served as Interim President and Interim Chief Executive Officer of Express from January 2019 to June 2019. Prior to his current role, he was Executive Vice President and Chief Operating Officer from 2011 to 2019; Executive Vice President, Chief Administrative Officer, Chief Financial Officer, Treasurer and Secretary from 2009 to 2011; Senior Vice President, Chief Financial Officer, Treasurer and Secretary from 2007 to 2009; and Vice President of Finance from 2006 to 2007. Before joining Express, he served in various roles with Limited Brands from 2003 to 2006, including Vice President of Financial Planning. Mr. Moellering also served in various roles with Procter & Gamble where he was employed from 1995 until 2003, and prior to that was an officer in the United States Army. Mr. Moellering serves on the board of directors of L.L.Bean, Inc. which is a privately held company. 40

MALISSA AKAY Executive Vice President and Chief Merchandising Officer Malissa Akay has served as Executive Vice President and Chief Merchandising Officer since September 2019. She joined Express from Lane Bryant where she was Executive Vice President and General Merchandise Manager from 2016 to 2019. Previously, she was with Ralph Lauren from 2012 to 2016 where she held global roles including Chief Merchandising Officer, Polo Accessories, and Senior Vice President, Merchandising, Planning & Allocation and Visual Merchandising. Prior to that, she spent 13 years with DFS Group where she held merchandising leadership positions across multiple categories. 41

SARA TERVO Executive Vice President and Chief Marketing Officer Sara Tervo has served as Executive Vice President and Chief Marketing Officer since September 2019. She joined Express from Justice where she was Executive Vice President and Chief Marketing Officer from 2016 to 2019. From 1998 to 2016, she held multiple leadership positions at L Brands across marketing, creative services and public relations, including Executive Vice President, Marketing for Victoria’s Secret and Senior Vice President, Marketing for PINK. 42

PERRY PERICLEOUS Senior Vice President, Chief Financial Officer Perry Pericleous has served as our Senior Vice President, Chief Financial Officer since July 2015. Immediately prior to that appointment, Mr. Pericleous served as Vice President of Finance at Express, a position he assumed in 2010. He has held a number of other leadership positions within the company including Director of Financial Planning and Analysis, Director of Store Finance, and Manager of Financial Planning and Analysis. Between 2004 and 2005, Mr. Pericleous served as Manager of Store Finance for Limited Brands. Mr. Pericleous initially joined Express in 1999 and assumed increasing responsibility working in financial reporting and store finance until 2004. Mr. Pericleous began his accounting career in 1996, serving in various accounting roles at Drug Emporium and then Value City Department Stores. He is also a Certified Public Accountant. 43

Non-GAAP Reconciliations 44

CAUTIONARY STATEMENT REGARDING NON-GAAP FINANCIAL MEASURES slide 46 45

NON-GAAP RECONCILIATIONS �� Fifty-Two Weeks Ended February 1, 2020 � � � � Operating �� (in thousands) Operating Loss Margin � �� Estimated GAAP Measure $ ( 20,750) -1.0% �� Impact of Executive Departures 1 ,716 0.1% �� Estimated Impact of Restructuring 7 ,000 (a) 0.3% �� Estimated Adjusted Non-GAAP Measure $ ( 12,034) -0.6% �� (a) Represents the midpoint of the estimated Q4 restructuring charge. Fifty-Two Weeks Ended February 2, 2019 Operating Operating (in thousands) Income Margin Reported GAAP Measure $ 28,215 1.3% Impact of CEO Departure 5 ,436 0.3% Adjusted Non-GAAP Measure $ 33,651 1.6% Fifty-Three Weeks Ended February 3, 2018 Operating Operating (in thousands) Income Margin Reported GAAP Measure $ 3 0,556 1.4% Impact of Canadian Exit 24,151 1.1% Adjusted Non-GAAP Measure $ 5 4,707 2.5% 46

Cover	Jan. 22, 2020
Cover page.
Document Type	8-K
Document Period End Date	Jan. 22, 2020
Entity Registrant Name	EXPRESS, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-34742
Entity Tax Identification Number	26-2828128
Entity Address, Address Line One	1 Express Drive
Entity Address, City or Town	Columbus
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	43230
City Area Code	614
Local Phone Number	474-4001
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $.01 par value
Trading Symbol	EXPR
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001483510
Amendment Flag	false