UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
August 3, 2026
Date of Report (date of earliest event reported)
Bed Bath & Beyond, Inc.
(Exact name of Registrant as specified in its charter)
|
Delaware
|
001-41850
|
87-0634302
|
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification Number)
|
433 W. Ascension Way, 3rd Floor
Murray, Utah 84123
(Address of principal executive offices)(Zip Code)
(801)
947-3100
(Registrant’s telephone number, including area code)
Not Applicable
(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, $0.0001 par value per share
|
|
BBBY
|
|
New York Stock Exchange
|
|
Warrants to Purchase Shares of Common Stock
|
|
BBBY WS
|
|
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. ☐
On August 3, 2026, Marcus Lemonis, the Executive Chairman and Chief Executive Officer of Bed Bath & Beyond, Inc. (the “Company”), voluntarily elected to forfeit options
to purchase an aggregate of 1,750,000 shares of the Company’s common stock (the “Options”), which represented all of the options outstanding pursuant to that certain Executive Chairman Performance Award Grant Notice and Award Agreement dated February
20, 2024, between the Company and Mr. Lemonis. Mr. Lemonis did not receive any consideration in exchange for the forfeiture of the Options and has acknowledged in writing that no commitments to grant any replacement equity awards were made by the
Company. The purpose of the forfeiture of the Options is to return the shares underlying the Options to the Company’s Amended and Restated 2005 Equity Incentive Plan so that the Company may make grants to other employees in the future.
SIGNATURES
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.
| |
|
BED BATH & BEYOND, INC.
|
| |
|
|
| |
By:
|
/s/ BRIAN LAROSE
|
| |
|
Brian LaRose
|
| |
|
Chief Financial Officer
|
| |
Date:
|
August 4, 2026
|