10-Q 1 cost-20220508.htm 10-Q cost-20220508
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended May 8, 2022
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 0-20355
Costco Wholesale Corporation
(Exact name of registrant as specified in its charter)
Washington 91-1223280
(State or other jurisdiction of
incorporation or organization)
 (I.R.S. Employer Identification No.)
999 Lake Drive, Issaquah, WA 98027
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, including area code): (425313-8100

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common Stock, $.01 Par ValueCOSTThe Nasdaq Global Select Market
Indicate 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 

Indicate 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

Indicate 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 the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
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.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes    No 

The number of shares outstanding of the issuer's common stock as of May 25, 2022 was 442,962,949.
1

COSTCO WHOLESALE CORPORATION
INDEX TO FORM 10-Q
  Page
PART I
Item 1.
Item 2.
Item 3.
Item 4.
PART II
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.

2

PART I—FINANCIAL INFORMATION
Item 1—Financial Statements
COSTCO WHOLESALE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(amounts in millions, except per share data) (unaudited)
 
12 Weeks Ended36 Weeks Ended
May 8,
2022
May 9,
2021
May 8,
2022
May 9,
2021
REVENUE
Net sales$51,612 $44,376 $151,966 $130,611 
Membership fees984 901 2,897 2,643 
Total revenue52,596 45,277 154,863 133,254 
OPERATING EXPENSES
Merchandise costs46,355 39,415 135,824 115,951 
Selling, general and administrative4,450 4,199 13,743 12,870 
Operating income1,791 1,663 5,296 4,433 
OTHER INCOME (EXPENSE)
Interest expense(35)(40)(110)(119)
Interest income and other, net71 27 138 75 
INCOME BEFORE INCOME TAXES1,827 1,650 5,324 4,389 
Provision for income taxes455 417 1,287 1,004 
Net income including noncontrolling interests1,372 1,233 4,037 3,385 
Net income attributable to noncontrolling interests(19)(13)(61)(48)
NET INCOME ATTRIBUTABLE TO COSTCO$1,353 $1,220 $3,976 $3,337 
NET INCOME PER COMMON SHARE ATTRIBUTABLE TO COSTCO:
Basic$3.05 $2.75 $8.96 $7.53 
Diluted$3.04 $2.75 $8.94 $7.51 
Shares used in calculation (000s):
Basic443,700 443,043 443,567 443,043 
Diluted444,886 444,127 444,802 444,336 

The accompanying notes are an integral part of these condensed consolidated financial statements.


3

COSTCO WHOLESALE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(amounts in millions) (unaudited)
 
 12 Weeks Ended36 Weeks Ended
 May 8,
2022
May 9,
2021
May 8,
2022
May 9,
2021
NET INCOME INCLUDING NONCONTROLLING INTERESTS
$1,372 $1,233 $4,037 $3,385 
Foreign-currency translation adjustment and other, net
(388)54 (495)411 
Comprehensive income984 1,287 3,542 3,796 
Less: Comprehensive income (loss) attributable to noncontrolling interests
(13)15 31 71 
COMPREHENSIVE INCOME ATTRIBUTABLE TO COSTCO
$997 $1,272 $3,511 $3,725 



The accompanying notes are an integral part of these condensed consolidated financial statements.

4

COSTCO WHOLESALE CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(amounts in millions, except par value and share data) (unaudited)


May 8,
2022
August 29,
2021
ASSETS
CURRENT ASSETS
Cash and cash equivalents$11,193 $11,258 
Short-term investments638 917 
Receivables, net1,991 1,803 
Merchandise inventories17,623 14,215 
Other current assets1,563 1,312 
Total current assets33,008 29,505 
OTHER ASSETS
Property and equipment, net24,143 23,492 
Operating lease right-of-use assets2,731 2,890 
Other long-term assets3,970 3,381 
TOTAL ASSETS$63,852 $59,268 
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Accounts payable$17,651 $16,278 
Accrued salaries and benefits4,090 4,090 
Accrued member rewards1,828 1,671 
Deferred membership fees2,251 2,042 
Current portion of long-term debt77 799 
Other current liabilities5,948 4,561 
Total current liabilities31,845 29,441 
OTHER LIABILITIES
Long-term debt, excluding current portion6,507 6,692 
Long-term operating lease liabilities2,452 2,642 
Other long-term liabilities2,535 2,415 
TOTAL LIABILITIES43,339 41,190 
COMMITMENTS AND CONTINGENCIES
EQUITY
Preferred stock $0.01 par value; 100,000,000 shares authorized; no shares issued and outstanding
  
Common stock $0.01 par value; 900,000,000 shares authorized; 443,029,000 and 441,825,000 shares issued and outstanding
4 4 
Additional paid-in capital7,272 7,031 
Accumulated other comprehensive loss(1,602)(1,137)
Retained earnings14,294 11,666 
Total Costco stockholders’ equity19,968 17,564 
Noncontrolling interests545 514 
TOTAL EQUITY20,513 18,078 
TOTAL LIABILITIES AND EQUITY$63,852 $59,268 

The accompanying notes are an integral part of these condensed consolidated financial statements.

5

COSTCO WHOLESALE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(amounts in millions) (unaudited)
12 Weeks Ended May 8, 2022
 Common StockAdditional
Paid-in
Capital
Accumulated
Other
Comprehensive
Income (Loss)
Retained
Earnings
Total Costco
Stockholders’
Equity
Noncontrolling
Interests
Total
Equity
 Shares (000s)Amount
BALANCE AT FEBRUARY 13, 2022443,279 $4 $7,186 $(1,246)$13,474 $19,418 $558 $19,976 
Net income— — — — 1,353 1,353 19 1,372 
Foreign-currency translation adjustment and other, net— — — (356)— (356)(32)(388)
Stock-based compensation— — 91 — — 91 — 91 
Release of vested restricted stock units (RSUs), including tax effects4 — (1)— — (1)— (1)
Repurchases of common stock(254)— (4)— (135)(139)— (139)
Cash dividend declared— — — — (398)(398)— (398)
BALANCE AT MAY 8, 2022443,029 $4 $7,272 $(1,602)$14,294 $19,968 $545 $20,513 


12 Weeks Ended May 9, 2021
 Common StockAdditional
Paid-in
Capital
Accumulated
Other
Comprehensive
Income (Loss)
Retained
Earnings
Total Costco
Stockholders’
Equity
Noncontrolling
Interests
Total
Equity
 Shares (000s)Amount
BALANCE AT FEBRUARY 14, 2021442,654 $4 $6,843 $(961)$9,766 $15,652 $477 $16,129 
Net income— — — — 1,220 1,220 13 1,233 
Foreign-currency translation adjustment and other, net— — — 52 — 52 2 54 
Stock-based compensation— — 87 — — 87 — 87 
Release of vested RSUs, including tax effects6 — (1)— — (1)— (1)
Repurchases of common stock(519)— (8)— (171)(179)— (179)
Cash dividend declared— — — — (349)(349)— (349)
BALANCE AT MAY 9, 2021442,141 $4 $6,921 $(909)$10,466 $16,482 $492 $16,974 

The accompanying notes are an integral part of these condensed consolidated financial statements.

6

COSTCO WHOLESALE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(amounts in millions) (unaudited)
36 Weeks Ended May 8, 2022
 Common StockAdditional
Paid-in
Capital
Accumulated
Other
Comprehensive
Income (Loss)
Retained
Earnings
Total Costco
Stockholders’
Equity
Noncontrolling
Interests
Total
Equity
 Shares (000s)Amount
BALANCE AT AUGUST 29, 2021441,825 $4 $7,031 $(1,137)$11,666 $17,564 $514 $18,078 
Net income— — — — 3,976 3,976 61 4,037 
Foreign-currency translation adjustment and other, net— — — (465)— (465)(30)(495)
Stock-based compensation— — 609 — — 609 — 609 
Release of vested restricted stock units (RSUs), including tax effects1,694 — (360)— — (360)— (360)
Repurchases of common stock(490)— (8)— (249)(257)— (257)
Cash dividends declared— — — — (1,099)(1,099)— (1,099)
BALANCE AT MAY 8, 2022443,029 $4 $7,272 $(1,602)$14,294 $19,968 $545 $20,513 


36 Weeks Ended May 9, 2021
 Common StockAdditional
Paid-in
Capital
Accumulated
Other
Comprehensive
Income (Loss)
Retained
Earnings
Total Costco
Stockholders’
Equity
Noncontrolling
Interests
Total
Equity
 Shares (000s)Amount
BALANCE AT AUGUST 30, 2020441,255 $4 $6,698 $(1,297)$12,879 $18,284 $421 $18,705 
Net income— — — — 3,337 3,337 48 3,385 
Foreign-currency translation adjustment and other, net— — — 388 — 388 23 411 
Stock-based compensation— — 552 — — 552 — 552 
Release of vested RSUs, including tax effects1,926 — (312)— — (312)— (312)
Repurchases of common stock(1,040)— (17)— (351)(368)— (368)
Cash dividends declared— — — — (5,399)(5,399)— (5,399)
BALANCE AT MAY 9, 2021442,141 $4 $6,921 $(909)$10,466 $16,482 $492 $16,974 

The accompanying notes are an integral part of these condensed consolidated financial statements.

7

COSTCO WHOLESALE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(amounts in millions) (unaudited)
36 Weeks Ended
May 8,
2022
May 9,
2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net income including noncontrolling interests$4,037 $3,385 
Adjustments to reconcile net income including noncontrolling interests to net cash provided by operating activities:
Depreciation and amortization1,306 1,222 
Non-cash lease expense240 189 
Stock-based compensation606 550 
Other non-cash operating activities, net49 19 
Deferred income taxes(2)(16)
Changes in operating assets and liabilities:
Merchandise inventories(3,633)(1,531)
Accounts payable1,766 1,256 
Other operating assets and liabilities, net517 944 
Net cash provided by operating activities4,886 6,018 
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of short-term investments(588)(802)
Maturities of short-term investments840 955 
Additions to property and equipment(2,632)(2,494)
Other investing activities, net(48)(39)
Net cash used in investing activities(2,428)(2,380)
CASH FLOWS FROM FINANCING ACTIVITIES
Change in bank payments outstanding(99)1 
Repayments of long-term borrowings(800) 
Tax withholdings on stock-based awards(360)(312)
Repurchases of common stock(254)(367)
Cash dividend payments(701)(5,050)
Other financing activities, net(129)(41)
Net cash used in financing activities(2,343)(5,769)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS
(180)80 
Net change in cash and cash equivalents(65)(2,051)
CASH AND CASH EQUIVALENTS BEGINNING OF YEAR11,258 12,277 
CASH AND CASH EQUIVALENTS END OF PERIOD$11,193 $10,226 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the first thirty-six weeks of the year for:
Interest
$102 $98 
Income taxes, net$1,121 $867 
SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES:
Cash dividend declared, but not yet paid
$398 $349 
Financing lease assets obtained in exchange for new or modified leases$631 $265 
Operating lease assets obtained in exchange for new or modified leases$67 $208 

The accompanying notes are an integral part of these condensed consolidated financial statements.

8

COSTCO WHOLESALE CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(amounts in millions, except share, per share, and warehouse count data)
(unaudited)
Note 1—Summary of Significant Accounting Policies
Description of Business
Costco Wholesale Corporation (Costco or the Company), a Washington corporation, and its subsidiaries operate membership warehouses based on the concept that offering members low prices on a limited selection of nationally-branded and private-label products in a wide range of merchandise categories will produce high sales volumes and rapid inventory turnover. For the period ended May 8, 2022, Costco operated 829 warehouses worldwide: 573 in the United States (U.S.) located in 46 states, Washington, D.C., and Puerto Rico, 105 in Canada, 40 in Mexico, 30 in Japan, 29 in the United Kingdom (U.K.), 16 in Korea, 14 in Taiwan, 13 in Australia, four in Spain, two each in France and China, and one in Iceland. The Company operates e-commerce websites in the U.S., Canada, Mexico, U.K., Korea, Taiwan, Japan, and Australia.
Basis of Presentation
The condensed consolidated financial statements include the accounts of Costco, its wholly-owned subsidiaries, and subsidiaries in which it has a controlling interest. The Company reports noncontrolling interests in consolidated entities as a component of equity separate from the Company’s equity. All material inter-company transactions among the Company and its consolidated subsidiaries have been eliminated in consolidation. The Company’s net income excludes income attributable to the noncontrolling interest in Taiwan. Unless otherwise noted, references to net income relate to net income attributable to Costco.
These unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q for interim financial reporting pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). While these statements reflect all normal recurring adjustments that are, in the opinion of management, necessary for fair presentation of the results of the interim period, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles (U.S. GAAP) for complete financial statements. Therefore, the interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the fiscal year ended August 29, 2021.
Fiscal Year End
The Company operates on a 52/53 week fiscal year basis, with the fiscal year ending on the Sunday closest to August 31. Fiscal 2022 is a 52-week year ending on August 28, 2022. References to the third quarter of 2022 and 2021 relate to the 12-week fiscal quarters ended May 8, 2022 and May 9, 2021, respectively. References to the first thirty-six weeks of 2022 and 2021 relate to the 36 weeks ended May 8, 2022 and May 9, 2021, respectively.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates and assumptions take into account historical and forward-looking factors that the Company believes are reasonable. Actual results could differ from those estimates and assumptions.
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Property and Equipment, Net
The Company capitalizes certain computer software and costs incurred in developing or obtaining software. The Company recognized a $118 write-off of certain information technology assets, which was recorded in the first quarter of 2022, in selling, general and administrative expenses.
Reclassification
Reclassifications were made to our third quarter and first thirty-six weeks of 2021 condensed consolidated statements of income to conform with current period presentation.
Note 2—Investments
The Company's investments were as follows:
May 8, 2022:Cost
Basis
Unrealized
Losses, Net
Recorded
Basis
Available-for-sale:
Government and agency securities$390 $(1)$389 
Held-to-maturity:
Certificates of deposit249 — 249 
Total short-term investments$639 $(1)$638 
August 29, 2021:Cost
Basis
Unrealized
Gains, Net
Recorded
Basis
Available-for-sale:
Government and agency securities$375 $6 $381 
Held-to-maturity:
Certificates of deposit536 — 536 
Total short-term investments$911 $6 $917 
Gross unrecognized holding gains and losses on available-for-sale securities were not material for the periods ended May 8, 2022, and August 29, 2021. At those dates, there were no available-for-sale securities in a material continuous unrealized-loss position. There were no sales of available-for-sale securities during the first thirty-six weeks of 2022 or 2021.
The maturities of available-for-sale and held-to-maturity securities at May 8, 2022 are as follows:
 Available-For-SaleHeld-To-Maturity
 Cost BasisFair Value
Due in one year or less$296 $295 $249 
Due after one year through five years94 94  
Total$390 $389 $249 

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Note 3—Fair Value Measurement
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The table below presents information regarding financial assets and liabilities that are measured at fair value on a recurring basis and indicates the level within the fair value hierarchy reflecting the valuation techniques utilized.
Level 2
May 8,
2022
August 29,
2021
Investment in government and agency securities(1)
$389 $393 
Forward foreign-exchange contracts, in asset position(2)
54 17 
Forward foreign-exchange contracts, in (liability) position(2)
(1)(2)
Total$442 $408 
 _______________
(1)At August 29, 2021, $12 cash and cash equivalents and $381 short-term investments are included in the accompanying condensed consolidated balance sheets.
(2)The asset and liability values are included in other current assets and other current liabilities, respectively, in the accompanying condensed consolidated balance sheets.
At May 8, 2022, and August 29, 2021, the Company did not hold any Level 1 or 3 financial assets or liabilities that were measured at fair value on a recurring basis. There were no transfers between levels during the first thirty-six weeks of 2022 or 2021.
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
Assets and liabilities recognized and disclosed at fair value on a nonrecurring basis include items such as financial assets measured at amortized cost and long-lived nonfinancial assets. These assets are measured at fair value if determined to be impaired. There were no fair value adjustments to these items during the first thirty-six weeks of 2022 or 2021.
Note 4—Debt
The carrying value of the Company’s long-term debt consisted of the following:
May 8,
2022
August 29,
2021
2.300% Senior Notes due May 2022
$ $800 
2.750% Senior Notes due May 2024
1,000 1,000 
3.000% Senior Notes due May 2027
1,000 1,000 
1.375% Senior Notes due June 2027
1,250 1,250 
1.600% Senior Notes due April 2030
1,750 1,750 
1.750% Senior Notes due April 2032
1,000 1,000 
Other long-term debt618 731 
Total long-term debt
6,618 7,531 
Less unamortized debt discounts and issuance costs
34 40 
Less current portion(1)
77 799 
Long-term debt, excluding current portion
$6,507 $6,692 
 _______________
(1)Net of unamortized debt discounts and issuance costs.
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The fair value of the Senior Notes is estimated using Level 2 inputs. Other long-term debt consists of Guaranteed Senior Notes issued by the Company's Japan subsidiary, valued using Level 3 inputs. The fair value of the Company's long-term debt, including the current portion, was approximately $6,000 and $7,692 at May 8, 2022, and August 29, 2021, respectively.
On December 1, 2021, the Company repaid, prior to maturity, the 2.300% Senior Notes at a redemption price plus accrued interest as specified in the Notes' agreement.
Note 5—Equity
Dividends
The Company’s current quarterly dividend is $0.90 per share, compared to $0.79 in the third quarter of 2021. On April 13, 2022, the Board of Directors declared a quarterly cash dividend in the amount of $0.90 per share, which was paid on May 13, 2022.
Share Repurchase Program
The Company's share repurchase program is conducted under a $4,000 authorization by the Board of Directors, which expires in April 2023. The remaining amount available under the program was $2,993 at May 8, 2022. Share repurchase activity is summarized below:
Shares Repurchased (000s)Average Price per ShareTotal Cost
Third quarter of 2022254 $547.38 $139 
First thirty-six weeks of 2022490 $523.61 $257 
Third quarter of 2021519 $346.19 $179 
First thirty-six weeks of 20211,040 $353.87 $368 
These amounts may differ from the repurchase balances in the accompanying condensed consolidated statements of cash flows due to changes in unsettled repurchases at quarter end. Purchases are made from time to time, as conditions warrant, in the open market or in block purchases and pursuant to plans under SEC Rule 10b5-1.
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Note 6—Stock-Based Compensation
The 2019 Incentive Plan authorized the issuance of 17,500,000 shares (10,000,000 RSUs) of common stock for future grants, plus the remaining shares that were available for grant and the future forfeited shares from grants under the previous plan, up to a maximum of 27,800,000 shares (15,885,000 RSUs). The Company issues new shares of common stock upon vesting of RSUs. Shares for vested RSUs are generally delivered to participants annually, net of shares withheld for taxes.
Summary of Restricted Stock Unit Activity
At May 8, 2022, 10,411,000 shares were available to be granted as RSUs, and the following awards were outstanding:
3,375,000 time-based RSUs, which vest upon continued employment over specified periods and accelerate upon achievement of the long-service term;
39,000 performance-based RSUs, granted to executive officers of the Company, for which the performance targets have been met. The awards vest upon continued employment over specified periods of time and upon achievement of the long-service term; and
82,000 performance-based RSUs, granted to executive officers of the Company, subject to achievement of performance targets for fiscal 2022, as determined by the Compensation Committee of the Board of Directors after the end of the fiscal year. These awards are included in the table below. The Company recognized compensation expense for these awards in the third quarter of 2022, as it is currently deemed probable that the targets will be achieved.
The following table summarizes RSU transactions during the first thirty-six weeks of 2022:
Number of
Units (in 000s)
Weighted-Average
Grant Date Fair Value
Outstanding at August 29, 20214,349 $257.88 
Granted1,679 476.06 
Vested and delivered(2,443)290.20 
Forfeited(89)324.80 
Outstanding at May 8, 20223,496 $338.37 
The remaining unrecognized compensation cost related to RSUs unvested at May 8, 2022, was $890, and the weighted-average period over which this cost will be recognized is 1.7 years.
Summary of Stock-Based Compensation
The following table summarizes stock-based compensation expense and the related tax benefits:
12 Weeks Ended36 Weeks Ended
May 8,
2022
May 9,
2021
May 8,
2022
May 9,
2021
Stock-based compensation expense
$90 $87 $606 $550 
Less recognized income tax benefits20 18 128 115 
Stock-based compensation expense, net$70 $69 $478 $435 
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Note 7—Net Income per Common and Common Equivalent Share
The following table shows the amounts used in computing net income per share and the weighted average number of shares of basic and potentially dilutive common shares outstanding (shares in 000s):
12 Weeks Ended36 Weeks Ended
May 8,
2022
May 9,
2021
May 8,
2022
May 9,
2021
Net income attributable to Costco
$1,353 $1,220 $3,976 $3,337 
Weighted average basic shares
443,700 443,043 443,567 443,043 
RSUs1,186 1,084 1,235 1,293 
Weighted average diluted shares
444,886 444,127 444,802 444,336 
Anti-dilutive RSUs
 1,046   
Anti-dilutive shares are excluded from the calculation of diluted shares and earnings per diluted share because their impact would increase earnings per diluted share.
Note 8—Commitments and Contingencies
Legal Proceedings
The Company is involved in a number of claims, proceedings and litigations arising from its business and property ownership. In accordance with applicable accounting guidance, the Company establishes an accrual for legal proceedings if and when those matters present loss contingencies that are both probable and reasonably estimable. There may be exposure to loss in excess of amounts accrued. The Company monitors those matters for developments that would affect the likelihood of a loss (taking into account where applicable indemnification arrangements concerning suppliers and insurers) and the accrued amount, if any, thereof, and adjusts the amount as appropriate. The Company has recorded immaterial accruals with respect to certain matters described below, in addition to other immaterial accruals for matters not described below. If the loss contingency at issue is not both probable and reasonably estimable, the Company does not establish an accrual, but will continue to monitor the matter for developments that will make the loss contingency both probable and reasonably estimable. In each case, there is a reasonable possibility that a loss may be incurred, including a loss in excess of the applicable accrual. For matters where no accrual has been recorded, the possible loss or range of loss (including any loss in excess of the accrual) cannot, in the Company's view, be reasonably estimated because, among other things: (i) the remedies or penalties sought are indeterminate or unspecified; (ii) the legal and/or factual theories are not well developed; and/or (iii) the matters involve complex or novel legal theories or a large number of parties.
The Company is a defendant in an action commenced in July 2013 under the California Labor Code Private Attorneys General Act (PAGA) alleging violation of California Wage Order 7-2001 for failing to provide seating to employees who work at entrance and exit doors in California warehouses. Canela v. Costco Wholesale Corp. (Case No. 2013-1-CV-248813; Santa Clara Superior Court). The complaint seeks relief under the California Labor Code, including civil penalties and attorneys’ fees. The Company filed an answer denying the material allegations of the complaint.
In December 2018, a depot employee raised similar claims, alleging that depot employees in California did not receive suitable seating or reasonably comfortable workplace temperature conditions. Lane v. Costco Wholesale Corp. (Case No. CIVDS 1908816; San Bernardino Superior Court). The Company filed an answer denying the material allegations of the complaint. In October 2019, the parties settled for an immaterial amount the seating claims on a representative basis, which received court approval in February 2020. The parties settled the temperature claims for an immaterial amount in April 2022, and court approval was received in May 2022.
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In March 2019, employees filed a class action against the Company alleging claims under California law for failure to pay overtime, to provide meal and rest periods and itemized wage statements, to timely pay wages due to terminating employees, to pay minimum wages, and for unfair business practices. Relief is sought under the California Labor Code, including civil penalties and attorneys' fees. Nevarez v. Costco Wholesale Corp. (Case No. 2:19-cv-03454; C.D. Cal.). The Company filed an answer denying the material allegations of the complaint. In December 2019, the court issued an order denying class certification. In January 2020, the plaintiffs dismissed their Labor Code claims without prejudice, and the court remanded the action to state court. Settlement for an immaterial amount was agreed upon in February 2021. Final court approval of the settlement was granted on May 3, 2022.
In May 2019, an employee filed a class action against the Company alleging claims under California law for failure to pay overtime, to provide itemized wage statements, to timely pay wages due to terminating employees, to pay minimum wages, and for unfair business practices. Rough v. Costco Wholesale Corp. (Case No. 2:19-cv-01340; E.D. Cal.). Relief is sought under the California Labor Code, including civil penalties and attorneys' fees. In September 2021, the court granted Costco’s motion for partial summary judgment and denied class certification. In August 2019, the plaintiff filed a companion case in state court seeking penalties under PAGA. Rough v. Costco Wholesale Corp. (Case No. FCS053454; Sonoma County Superior Court). Relief is sought under the California Labor Code, including civil penalties and attorneys' fees. The state court action has been stayed pending resolution of the federal action.
In April 2020, an employee, alleging underpayment of sick pay, filed a class and representative action against the Company, alleging claims under California law for failure to pay all wages at termination and for Labor Code penalties under PAGA. Kristy v. Costco Wholesale Corp. (Case No. 5:20-cv-04119; N.D. Cal.). The case was stayed due to the plaintiff's bankruptcy, and his individual claim was settled for an immaterial amount. The class and representative action claims were thereafter dismissed.
In December 2020, a former employee filed suit against the Company asserting collective and class claims on behalf of non-exempt employees under the Fair Labor Standards Act and New York Labor Law for failure to pay for all hours worked, failure to pay certain non-exempt employees on a weekly basis, and failure to provide proper wage statements and notices. The plaintiff also asserted individual retaliation claims. Cappadora v. Costco Wholesale Corp. (Case No. 1:20-cv-06067; E.D.N.Y.). An amended complaint was filed, and the Company denied the material allegations of the amended complaint. Based on an agreement in principle concerning settlement of the matter, involving a proposed payment by the Company of an immaterial amount, the federal action has been dismissed. In April 2022, Cappadora and a second plaintiff filed an action against the Company in New York state court asserting the same class claims asserted in the federal action under the New York Labor Law and seeking preliminary approval of the class settlement. Cappadora and Sancho v. Costco Wholesale Corp. (Index No. 604757/2022; Nassau County Supreme Court).
In August 2021, a former employee filed a similar suit, asserting class claims on behalf of certain non-exempt employees under New York Labor Law for failure to pay on a weekly basis. Umadat v. Costco Wholesale Corp. (Case No. 2:21-cv-4814; E.D.N.Y.). The Company answered the complaint on October 21, 2021, denying the material allegations. In April 2022, a former employee filed a similar suit, asserting class claims on behalf of certain non-exempt employees under New York Labor Law, as well as under the Fair Labor Standards Act, for failure to pay on a weekly basis and failure to pay overtime. Burian v. Costco Wholesale Corp. (Case No. 2:22-cv-02108; E.D.N.Y.).
In February 2021, a former employee filed a class action against the Company alleging violations of California Labor Code regarding payment of wages, meal and rest periods, wage statements, reimbursement of expenses, payment of final wages to terminated employees, and for unfair business practices. Edwards v. Costco Wholesale Corp. (Case No. 5:21-cv-00716: C.D. Cal.). In May 2021, the Company filed a motion to dismiss the complaint, which was granted with leave to amend. In June 2021, the plaintiff filed an amended complaint, which the Company moved to dismiss later that month. The court granted the motion in part in July 2021 with leave to amend. In August 2021, the plaintiff filed a second amended complaint and filed a separate representative action under PAGA asserting the same Labor
15

Code claims and seeking civil penalties and attorneys' fees. The Company filed an answer to the second amended class action complaint, denying the material allegations.
In July 2021, a former temporary staffing employee filed a class action against the Company and a staffing company alleging violations of the California Labor Code regarding payment of wages, meal and rest periods, wage statements, the timeliness of wages and final wages, and for unfair business practices. Dimas v. Costco Wholesale Corp. (Case No. STK-CV-UOE-2021-0006024; San Joaquin Superior Court). The Company has moved to compel arbitration of the plaintiff's individual claims and to dismiss the class action complaint. On September 7, 2021, the same former employee filed a separate representative action under PAGA asserting the same Labor Code violations and seeking civil penalties and attorneys' fees. The case has been stayed pending the motion to compel in the related case.
In September 2021, an employee filed a class action against the Company alleging violations of the California Labor Code regarding the alleged failure to provide sick pay, failure to timely pay wages due at separation from employment, and for violations of California's unfair competition law. De Benning v. Costco Wholesale Corp. (Case No. 34-2021-00309030-CU-OE-GDS; Sacramento Superior Court). The Company answered the complaint in January 2022, denying its material allegations. In April 2022, a settlement for an immaterial amount was agreed upon, subject to court approval.
In March 2022, an employee filed a class action against the Company alleging violations of the California Labor Code regarding the failure to: pay wages, provide meal and rest periods, provide accurate wage statements, timely pay final wages, and reimburse business expenses. Diaz v. Costco Wholesale Corp. (Case No. 22STCV09513; Los Angeles Superior Court). The Court stayed the case, including the Company's filing of a responsive pleading, pending the initial status conference.
In May 2022, an employee filed a PAGA-only representative action against the Company alleging claims under the California Labor Code regarding the payment of wages, meal and rest periods, the timeliness of wages and final wages, wage statements, accurate records and business expenses. Gonzalez v. Costco Wholesale Corp. (Case No. 22AHCV00255; Los Angeles Superior Court).
Beginning in December 2017, the United States Judicial Panel on Multidistrict Litigation consolidated numerous cases concerning the impacts of opioid abuses filed against various defendants by counties, cities, hospitals, Native American tribes, third-party payors, and others. In re National Prescription Opiate Litigation (MDL No. 2804) (N.D. Ohio). Included are cases that name the Company, including actions filed by counties and cities in Michigan, New Jersey, Oregon, Virginia and South Carolina, a third-party payor in Ohio, and a hospital in Texas, class actions filed on behalf of infants born with opioid-related medical conditions in 40 states, and class actions and individual actions filed on behalf of individuals seeking to recover alleged increased insurance costs associated with opioid abuse in 43 states and American Samoa. Claims against the Company in state courts in New Jersey, Oklahoma, Utah, and Arizona have been dismissed. The Company is defending all of the pending matters.
The Company does not believe that any pending claim, proceeding or litigation, either alone or in the aggregate, will have a material adverse effect on the Company’s financial position, results of operations or cash flows; it is possible that an unfavorable outcome of some or all of the matters, however unlikely, could result in a charge that might be material to the results of an individual fiscal quarter or year.
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Note 9—Segment Reporting
The Company and its subsidiaries are principally engaged in the operation of membership warehouses in the U.S., Canada, Mexico, Japan, U.K., Korea, Australia, Spain, Iceland, France and China and through a majority-owned subsidiary in Taiwan. Reportable segments are largely based on management’s organization of the operating segments for operational decisions and assessments of financial performance, which consider geographic locations. The material accounting policies of the segments are as described in the notes to the consolidated financial statements included in the Company's Annual Report filed on Form 10-K for the fiscal year ended August 29, 2021, and Note 1 above. Inter-segment net sales and expenses have been eliminated in computing total revenue and operating income. Effective for fiscal 2022, stock-based compensation was allocated to the segments in this reporting. This change reflected a decision to evaluate the financial performance of the segments inclusive of this expense. Operating income was restated in each of the segments for all prior periods to reflect this change.
The following table provides information for the Company's reportable segments:
United States
Operations
Canadian
Operations
Other
International
Operations
Total
12 Weeks Ended May 8, 2022
Total revenue$38,534 $7,268 $6,794 $52,596 
Operating income1,205 324 262 1,791 
12 Weeks Ended May 9, 2021
Total revenue$32,759 $6,299 $6,219 $45,277 
Operating income1,135 260 268 1,663 
36 Weeks Ended May 8, 2022
Total revenue$112,418 $21,406 $21,039 $154,863 
Operating income3,502 918 876 5,296 
36 Weeks Ended May 9, 2021
Total revenue$96,178 $18,311 $18,765 $133,254 
Operating income2,898 733 802 4,433 
52 Weeks Ended August 29, 2021
Total revenue$141,398 $27,298 $27,233 $195,929 
Operating income4,470 1,093 1,145 6,708 
Disaggregated Revenue
The following table summarizes net sales by merchandise category; sales from e-commerce websites and business centers have been allocated to the applicable merchandise categories:
12 Weeks Ended36 Weeks Ended
May 8,
2022
May 9,
2021
May 8,
2022
May 9,
2021
Foods and Sundries$19,594 $17,551 $58,646 $53,194 
Non-Foods13,810 12,899 43,077 39,006 
Fresh Foods6,813 6,296 20,211 18,413 
Ancillary and Other Businesses11,395 7,630 30,032 19,998 
Total net sales
$51,612 $44,376 $151,966 $130,611 


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Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations
(amounts in millions, except per share, share, and warehouse count data)
FORWARD-LOOKING STATEMENTS
Certain statements contained in this document constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. For these purposes, forward-looking statements are statements that address activities, events, conditions or developments that the Company expects or anticipates may occur in the future and may relate to such matters as net sales growth, changes in comparable sales, cannibalization of existing locations by new openings, price or fee changes, earnings performance, earnings per share, stock-based compensation expense, warehouse openings and closures, capital spending, the effect of adopting certain accounting standards, future financial reporting, financing, margins, return on invested capital, strategic direction, expense controls, membership renewal rates, shopping frequency, litigation, and the demand for our products and services. In some cases, forward-looking statements can be identified because they contain words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “likely,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” or similar expressions and the negatives of those terms. Such forward-looking statements involve risks and uncertainties that may cause actual events, results, or performance to differ materially from those indicated by such statements. These risks and uncertainties include, but are not limited to, domestic and international economic conditions, including exchange rates, inflation or deflation, the effects of competition and regulation, uncertainties in the financial markets, consumer and small-business spending patterns and debt levels, breaches of security or privacy of member or business information, conditions affecting the acquisition, development, ownership or use of real estate, capital spending, actions of vendors, rising costs associated with employees (generally including health-care costs), energy and certain commodities, geopolitical conditions (including tariffs and the Ukraine conflict), the ability to maintain effective internal control over financial reporting, regulatory and other impacts related to climate change, and COVID-19 related factors and challenges, including (among others) the duration of the pandemic, the unknown long-term economic impact, reduced shopping due to illness, travel restrictions or financial hardship, shifts in demand for products, reduced workforces due to illness, quarantine, or government mandates, temporary store closures or operational limitations due to government mandates, or supply-chain disruptions, capacity constraints of third-party logistics suppliers, and other risks identified from time to time in the Company's public statements and reports filed with the Securities and Exchange Commission (SEC). Forward-looking statements speak only as of the date they are made, and the Company does not undertake to update these statements, except as required by law.
OVERVIEW
The following Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) is intended to promote understanding of the results of operations and financial condition. MD&A is provided as a supplement to, and should be read in conjunction with, our condensed consolidated financial statements and the accompanying Notes to Financial Statements (Part I, Item 1 of this Form 10-Q), as well as our consolidated financial statements, the accompanying Notes to Financial Statements, and the related Management's Discussion and Analysis of Financial Condition and Results of Operations in our fiscal year 2021 Form 10-K, which was filed with the United States Securities and Exchange Commission (SEC) on October 6, 2021.
We operate membership warehouses and e-commerce websites based on the concept that offering our members low prices on a limited selection of nationally-branded and private-label products in a wide range of categories will produce high sales volumes and rapid inventory turnover. When combined with the operating efficiencies achieved by volume purchasing, efficient distribution and reduced handling of merchandise in no-frills, self-service warehouse facilities, these volumes and turnover enable us to operate profitably at significantly lower gross margins (net sales less merchandise costs) than most other retailers. We generally sell inventory before we are required to pay for it, even while taking advantage of early payment discounts.
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We believe that the most important driver of our profitability is increasing net sales, particularly comparable sales growth. Net sales includes our core merchandise categories (foods and sundries, non-foods, and fresh foods), warehouse ancillary (includes gasoline, pharmacy, optical, food court, hearing aids, and tire installation) and other businesses (e-commerce, business centers, travel and other). We define comparable sales as net sales from warehouses open for more than one year, including remodels, relocations and expansions, and sales related to e-commerce websites operating for more than one year. Comparable sales growth is achieved through increasing shopping frequency from new and existing members and the amount they spend on each visit (average ticket). Sales comparisons can also be particularly influenced by certain factors that are beyond our control: fluctuations in currency exchange rates (with respect to our international operations); and changes in the cost of gasoline and associated competitive conditions. The higher our comparable sales exclusive of these items, the more we can leverage certain of our selling, general and administrative (SG&A) expenses, reducing them as a percentage of sales and enhancing profitability. Generating comparable sales growth is foremost a question of making available to our members the right merchandise at the right prices, a skill that we believe we have repeatedly demonstrated over the long-term. Another substantial factor in net sales growth is the health of the economies in which we do business, including the effects of inflation or deflation, especially the United States. Net sales growth and gross margins are also impacted by our competition, which is vigorous and widespread, across a wide range of global, national and regional wholesalers and retailers, including those with e-commerce operations. While we cannot control or reliably predict general economic health or changes in competition, we believe that we have been successful historically in adapting our business to these changes, such as through adjustments to our pricing and merchandise mix, including increasing the penetration of our private-label items and through online offerings.
Our philosophy is to provide our members with quality goods and services at competitive prices. We do not focus in the short-term on maximizing prices charged, but instead seek to maintain what we believe is a perception among our members of our “pricing authority” on quality goods – consistently providing the most competitive values. Merchandise costs in the third quarter and first thirty-six weeks of 2022 were impacted by inflation higher than what we have experienced in recent years. The impact to our net sales and gross margin is influenced in part by our merchandising and pricing strategies in response to cost increases. Those strategies can include, but are not limited to, working with our suppliers to share in absorbing cost increases, earlier-than-usual purchasing and in greater volumes, offering seasonal merchandise outside its season, the chartering of container vessels and leasing of containers as well as passing cost increases on to our members. Our investments in merchandise pricing may include reducing prices on merchandise to drive sales or meet competition and holding prices steady despite cost increases instead of passing the increases on to our members, all negatively impacting gross margin and gross margin as a percentage of net sales (gross margin percentage). We believe our gasoline business draws members, but it generally has a lower gross margin percentage relative to our non-gasoline business. It also has lower SG&A expenses as a percent of net sales compared to our non-gasoline business. A higher penetration of gasoline sales will generally lower our gross margin percentage. Rapidly changing gasoline prices may significantly impact our near-term net sales growth. Generally, rising gasoline prices benefit net sales growth which, given the higher sales base, negatively impacts our gross margin percentage but decreases our SG&A expenses as a percentage of net sales. A decline in gasoline prices has the inverse effect. Additionally, actions in various countries, particularly China, the United States and the United Kingdom, have created uncertainty with respect to how tariffs will affect the costs of some of our merchandise. The degree of our exposure is dependent on (among other things) the type of goods, rates imposed, and timing of the tariffs. While these potential impacts are uncertain, they could have an adverse impact on our results.
We also achieve net sales growth by opening new warehouses. As our warehouse base grows, available and desirable sites become more difficult to secure, and square footage growth becomes a comparatively less substantial component of growth. The negative aspects of such growth, however, including lower initial operating profitability relative to existing warehouses and cannibalization of sales at existing warehouses when openings occur in existing markets, are continuing to decline in significance as they
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relate to the results of our total operations. Our rate of operating floor space square footage growth is generally higher in foreign markets, due to the smaller base in those markets, and we expect that to continue. Our e-commerce business growth, domestically and internationally, has also increased our sales but it generally has a lower gross margin percentage relative to our warehouse operations.
The membership format is an integral part of our business and has a significant effect on our profitability. This format is designed to reinforce member loyalty and provide continuing fee revenue. The extent to which we achieve growth in our membership base, increase the penetration of our Executive members, and sustain high renewal rates materially influences our profitability. Our paid membership growth rate may be adversely impacted when warehouse openings occur in existing markets as compared to new markets.
Our financial performance depends heavily on controlling costs. While we believe that we have achieved successes in this area, some significant costs are partially outside our control, particularly health care and utility expenses. With respect to the compensation of our employees, our philosophy is not to seek to minimize their wages and benefits. Rather, we believe that our longer-term objectives of reducing employee turnover and enhancing employee satisfaction require maintaining compensation levels that are better than the industry average for much of our workforce. This may cause us, for example, to absorb costs that other employers might seek to pass through to their workforces. Because our business operates on very low margins, modest changes in various items in the consolidated statements of income, particularly merchandise costs and SG&A expenses, can have substantial impacts on net income.
Our operating model is generally the same across our U.S., Canadian, and Other International operating segments (see Note 9 to the condensed consolidated financial statements included in Part I, Item 1, of this Report). Certain operations in the Other International segment have relatively higher rates of square footage growth, lower wage and benefit costs as a percentage of sales, less or no direct membership warehouse competition, or lack e-commerce or business delivery.
In discussions of our consolidated operating results, we refer to the impact of changes in foreign currencies relative to the U.S. dollar, which are references to the differences between the foreign-exchange rates we use to convert the financial results of our international operations from local currencies into U.S. dollars for financial reporting purposes. This impact of foreign-exchange rate changes is calculated based on the difference between the current period's currency exchange rates and that of the comparable prior period. The impact of changes in gasoline prices on net sales is calculated based on the difference between the current period's average price per gallon sold and that of the comparable prior period.
Our fiscal year ends on the Sunday closest to August 31. References to the third quarter of 2022 and 2021 relate to the 12-week fiscal quarters ended May 8, 2022, and May 9, 2021. References to the first thirty-six weeks of 2022 and 2021 relate to the 36 weeks ended May 8, 2022, and May 9, 2021. Certain percentages presented are calculated using actual results prior to rounding. Unless otherwise noted, references to net income relate to net income attributable to Costco.
Highlights for the third quarter of 2022 versus 2021 include:
Net sales increased 16% to $51,612, driven by an increase in comparable sales of 15% and sales at 20 net new warehouses opened since the end of the third quarter of 2021;
Membership fee revenue increased 9% to $984, driven by new member sign-ups, upgrades to Executive Membership, and an increase in our renewal rate;
Gross margin percentage decreased 99 basis points, driven primarily by our core merchandise categories and a LIFO charge for higher merchandise costs;
SG&A expenses as a percentage of net sales decreased 84 basis points, primarily due to leveraging increased sales;
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We incurred a one-time $77 pretax charge, primarily related to granting our employees one additional day of vacation under the new employee agreement that was effective March 14, 2022;
Net income was $1,353, $3.04 per diluted share, compared to $1,220, $2.75 per diluted share in 2021; and
On April 13, 2022, our board declared a quarterly cash dividend of $0.90 per share, which was paid on May 13, 2022.
COVID-19
The COVID-19 pandemic continued to impact our business in the third quarter of 2022, albeit to a lesser extent. COVID-related and other supply and logistics constraints have continued to adversely affect some merchandise categories and are expected to do so for the foreseeable future. During the third quarter and first thirty-six weeks of fiscal 2021, we paid $57 and $515 in incremental wages related to COVID-19, which ceased in February 2021.
RESULTS OF OPERATIONS
Net Sales
12 Weeks Ended36 Weeks Ended
May 8,
2022
May 9,
2021
May 8,
2022
May 9,
2021
Net Sales
$51,612 $44,376 $151,966 $130,611 
Changes in net sales:
U.S18 %19 %17 %16 %
Canada16 %34 %17 %22 %
Other International %27 %12 %25 %
Total Company16 %22 %16 %18 %
Changes in comparable sales:
U.S17 %18 %16 %15 %
Canada15 %32 %16 %20 %
Other International%23 %%21 %
Total Company15 %21 %15 %16 %
Changes in comparable sales excluding the impact of changes in foreign-currency and gasoline prices:
U.S11 %15 %11 %15 %
Canada13 %17 %11 %15 %
Other International%13 %10 %16 %
Total Company11 %15 %11 %15 %
Net Sales
Net sales increased $7,236 or 16%, and $21,355 or 16% during the third quarter and first thirty-six weeks of 2022. This improvement was attributable to an increase in comparable sales of 15% in both the third quarter and first thirty-six weeks of 2022, and sales at the 20 net new warehouses opened since the end of the third quarter of 2021. While sales increased in all core merchandise categories and warehouse ancillary and other businesses, the rate of increase was strongest in our gasoline, business centers, and travel businesses. Sales continued to be impacted by inflation, higher than what we experienced in the comparable periods of 2021 and earlier this fiscal year.
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During the third quarter of 2022, higher gasoline prices positively impacted net sales by $2,270, 511 basis points, compared to 2021, with a 42% increase in the average price per gallon. The volume of gasoline sold increased approximately 24%, positively impacting net sales by $1,082, 244 basis points. Changes in foreign currencies relative to the U.S. dollar negatively impacted net sales by approximately $476, 107 basis points, compared to the third quarter of 2021, primarily attributable to our Other International operations.
During the first thirty-six weeks of 2022, higher gasoline prices positively impacted net sales by $5,829, 446 basis points, compared to 2021, with a 44% increase in the average price per gallon. The volume of gasoline sold increased approximately 25%, positively impacting net sales by $2,701, 207 basis points. Changes in foreign currencies relative to the U.S. dollar negatively impacted net sales by approximately $379, 29 basis points, compared to the first thirty-six weeks of 2021, primarily attributable to our Other International operations, partially offset by our Canadian operations.
Comparable Sales
Comparable sales increased 15% in both the third quarter and first thirty-six weeks of 2022, and were positively impacted by increases in the average ticket and shopping frequency, which includes the effects of inflation and changes in foreign currency. E-commerce comparable sales increased 7% and 11% in the third quarter and first thirty-six weeks of 2022.
Membership Fees
12 Weeks Ended36 Weeks Ended
May 8,
2022
May 9,
2021
May 8,
2022
May 9,
2021
Membership fees$984 $901 $2,897 $2,643 
Membership fees increase%11 %10 %%
Total paid members (000s)64,400 60,600 — — 
Total cardholders (000s)116,600 109,800 — — 
Membership fee revenues increased 9% and 10% in the third quarter and first thirty-six weeks of 2022, driven by sign-ups and upgrades to Executive Membership. At the end of the third quarter of 2022, our member renewal rates were 92% in the U.S. and Canada and 90% worldwide. Renewal rates continue to benefit from more members auto renewing and increased penetration of executive members, who on average renew at a higher rate. Our renewal rate, which excludes affiliates of Business members, is a trailing calculation that captures renewals during the period seven to eighteen months prior to the reporting date.
We account for membership fee revenue on a deferred basis, recognized ratably over the one-year membership period. Our membership counts include active memberships as well as memberships that have not renewed within the 12 months prior to the reporting date.