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Bed Bath & Beyond, Inc. 8-K Filings

BBBY NYSE

Every 8-K that Bed Bath & Beyond, Inc. (BBBY) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow BBBY and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BBBY filings page.

Rhea-AI Summary

Neighborhood Intelligence, Inc. (NXH) announced that its wholly owned subsidiary Beyond Home Services, LLC and F9 Investments, LLC have mutually agreed to terminate their July 23, 2026 Agreement and Plan of Merger after the seller determined it could not satisfy certain closing conditions. Under the agreement’s terms, mutual written consent renders the merger agreement null and void and relieves all parties of further obligations arising after the termination date.

The company stated it will not proceed with the F9 Brands acquisition or enter into any commercial or strategic collaboration with F9, and both companies will continue to operate independently. As of August 31, 2026, after completing acquisitions of The Container Store, Kirkland’s, Installed Right and SFV Construction Services, Neighborhood had approximately 97 million common shares outstanding; no shares will be issued and no acquisition capital will be deployed in connection with F9. Management emphasized continued focus on its Home Services platform, including Elfa, Closet Works and SFV Construction Services, and on pursuing transactions that meet its strategic, financial and operational standards.

Rhea-AI Summary

Neighborhood Intelligence, Inc., formerly Bed Bath & Beyond, Inc., has formally changed its corporate name effective August 14, 2026 through a Certificate of Amendment filed with the Delaware Secretary of State. Under Delaware law, this name change did not require a stockholder vote and does not affect stockholder rights.

The company also updated its amended and restated bylaws solely to reflect the new name. In addition, the company has voluntarily transferred the listing of its common stock and warrants from the New York Stock Exchange to Nasdaq, with trading on Nasdaq expected to begin August 17, 2026. The common stock will trade under ticker NXH and the warrants under BBBYW.

Rhea-AI Summary

Bed Bath & Beyond, Inc. appointed Jill Windrum as Chief Accounting Officer and Deputy Chief Financial Officer, effective August 31, 2026. She will serve as the principal accounting officer, succeeding Brian LaRose. Windrum brings experience from DHI Group, Vantor (formerly Maxar Technologies Inc.), and KPMG LLP, and is a Certified Public Accountant.

Under an employment agreement, Windrum receives a $400,000 annual base salary, a target annual cash bonus equal to 50% of base salary, and sign-on equity awards with a target value of $400,000, 75% in time-based RSUs and 25% in performance shares vesting over four years. Upon certain qualifying terminations, including those following a Change in Control, she is eligible for cash severance tied to her base salary, continued health benefits, prorated or target bonus, and varying levels of accelerated vesting of time-based equity awards, subject to a release of claims. The agreement also includes non-competition, non-solicitation, and standard indemnification provisions.

Rhea-AI Summary

Bed Bath & Beyond, Inc. approved a new 2026 Employment Inducement Equity Incentive Plan reserving up to 4,500,000 shares of common stock for non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards and other stock-based awards. Grants may be made only as employment inducement awards under NYSE Rule 303A.08 and must be approved by a majority of independent directors or the independent Compensation Committee.

The company also entered into a Capital on Sales Agreement with JonesTrading Institutional Services LLC for an at-the-market program to issue and sell up to $200.0 million of common stock. Bed Bath & Beyond will pay a commission of up to 2.0% on shares sold, intends to use any net proceeds for working capital and other general corporate purposes, and expects to complete approximately $16.0 million of remaining capacity under a prior sales agreement before using the new facility. Sales under the new agreement will occur under a Form S-3 shelf registration after it is declared effective by the SEC.

Rhea-AI Summary

Bed Bath & Beyond, Inc. completed the acquisition of The Container Store Group, Inc. on July 8, 2026, making it a wholly owned subsidiary, and is pursuing the previously disclosed F9 Mergers that would add LumLiq2, Cabinets To Go and Southwind Building Products as indirect subsidiaries. This report furnishes historical and pro forma financial statements so they can be incorporated by reference into future Securities Act registration statements.

As consideration in the Container Store merger, Bed Bath & Beyond issued 13,714,287 shares of common stock and $112,553 aggregate principal amount of 5.00% Convertible Senior Notes due 2033, then repurchased 286,663 shares and cancelled $1,299 principal amount of notes in connection with loan repayments. The notes are senior unsecured, pay 5.00% interest semiannually and are initially convertible at 109.8901 shares of common stock per $1 principal amount, equivalent to an initial conversion price of approximately $9.10 per share, with step-up interest rates to 10.00% and 12.00% if required NYSE stockholder approval for share issuance is not obtained within three and six months after closing.

The Container Store Group’s unaudited results for the thirteen weeks ended June 27, 2026 show net sales of $177,515 (in thousands) and a net loss of $23,480 (in thousands), with total assets of $572,406 and a shareholders’ deficit of $157,895 (each in thousands) amid substantial third-party and related-party debt, though management reports compliance with financing covenants. LumLiq2, LLC, an F9 Brands subsidiary, reported 2025 net sales of $251,311,863 and a net loss of $16,253,075, and for the six months ended June 30, 2026 net sales of $86,860,386 and a net loss of $27,562,580; its going-concern basis relies on a support commitment from its parent. LumLiq2’s subsequent-events note describes Bed Bath & Beyond’s April 8, 2026 letter of intent to acquire F9 Brands’ businesses for $150,000,000.

Rhea-AI Summary

Bed Bath & Beyond, Inc. disclosed that on August 3, 2026, Executive Chairman and Chief Executive Officer Marcus Lemonis voluntarily forfeited options to purchase an aggregate of 1,750,000 shares of common stock. These options represented all awards outstanding under an Executive Chairman Performance Award Grant Notice and Award Agreement dated February 20, 2024.

Mr. Lemonis received no consideration for the forfeiture and provided a written acknowledgment that the company made no commitments to grant any replacement equity awards. The stated purpose is to return the shares underlying the options to the company’s Amended and Restated 2005 Equity Incentive Plan so they may be used for future grants to other employees.

Rhea-AI Summary

Bed Bath & Beyond, Inc. reported second-quarter 2026 net revenue of $361 million, a 28.0% year-over-year increase and its second consecutive quarter of revenue growth after nineteen quarters of decline. Active customers rose 47% to 6.4 million, orders delivered climbed 117% to 2.8 million, and orders per active customer increased to 1.79.

The company still posted a net loss of $39 million, compared with $19 million a year earlier, and adjusted EBITDA was a negative $12 million. For the first six months of 2026, free cash flow was $(54,689) thousand. Cash, cash equivalents, and restricted cash totaled $126 million at June 30, 2026.

Strategically, the parent company is being rebranded as Neighborhood Intelligence, relocating its headquarters to Nashville, Tennessee, and transferring its common stock and warrants from the NYSE to Nasdaq, where the common shares are expected to trade under ticker NXH beginning August 17, 2026. Management is organizing around three pillars—Omni-Channel Retail, Home Services, and Home Ownership—and, as it integrates recent acquisitions onto one platform, believes it can remove more than $50 million of annualized cost over the next twelve months.

Rhea-AI Summary

Bed Bath & Beyond, Inc. files an amended report to add audited historical financial statements of The Container Store Group, Inc. and unaudited pro forma condensed combined financials reflecting the July 8, 2026 acquisition of The Container Store Holdings LLC and the April 2, 2026 acquisition of The Brand House Collective, Inc.

The Container Store’s Successor fiscal year ended March 28, 2026 shows net sales of $670,096 thousand and a net loss of $139,876 thousand, with total assets of $582,391 thousand and a shareholders’ deficit of $133,049 thousand. Total debt, including related-party Exit Term Loans and the Exit ABL facility, is scheduled at $274,127 thousand. Cash used in operating activities was $70,292 thousand.

The filing details The Container Store’s December 2024 Chapter 11 cases, January 2025 plan confirmation, emergence as a private company, cancellation of prior equity, and adoption of fresh start accounting. Exit financing includes term loans maturing in 2029 and a $140,000 Exit ABL Credit Facility maturing in 2028.

Rhea-AI Summary

On July 23, 2026, Bed Bath & Beyond, Inc. agreed to acquire F9 Brands, Inc. through a two-step merger, after which F9 Merger Sub 2, LLC will survive as a wholly owned subsidiary of Beyond Home Services, LLC. Consideration includes $7,000,000 in cash, a stock component equal to 18,100,000 Merger Shares minus an amount determined using a 6.95 divisor, three manufacturing facilities in Sweden and Poland, and a $4,600,000 promissory note repayable within 90 days of closing. An additional cash Earnout Consideration of $12,500,00 is payable if the Target’s operating subsidiaries achieve at least $20,000,000 of trailing twelve‑month EBITDA in any quarter from the quarter ending September 30, 2026 through the quarter ending December 31, 2031. The parties agreed to customary conditions, representations, covenants, and post‑closing non‑competition and non‑solicitation obligations.

Rhea-AI Summary

Bed Bath & Beyond completed its previously announced acquisition of The Container Store Holdings, LLC, which now operates as a wholly owned subsidiary. As consideration, the company issued 13,714,287 shares of common stock and $112,553,000 of 5.00% Convertible Senior Notes due 2033, then repurchased 286,663 shares into treasury and cancelled $1,299,000 of notes tied to TCS loans. The notes initially convert at 109.8901 shares per $1,000 principal (about $9.10 per share) and carry step-up interest to 10.00% and 12.00% if required NYSE stockholder approval is not obtained within three and six months of closing. A registration rights and lock-up agreement grants TCS holders resale registration and underwritten offering rights, while restricting transfers of two-thirds of their merger shares for up to 180 and 270 days, with early release if the stock trades above $9.80 or $14.00 for 20 days. The company also issued 142,857 shares under a letter agreement to satisfy TCS consulting obligations.

Rhea-AI Summary

Bed Bath & Beyond, Inc. completed the acquisition of TwoPonds, Inc. (parent of SFV‑LLGC, LLC) through a merger in which SFV Services became a wholly owned subsidiary. The sellers received 7,200,000 shares of Bed Bath & Beyond common stock as consideration.

The company granted the sellers registration rights, committing to file a shelf registration statement for resale of these shares within 90 days and to seek SEC effectiveness within 30 to 60 days after filing. If deadlines are missed, Bed Bath & Beyond must pay up to $175,000 in cash liquidated damages.

Of the merger shares, 3,750,000 are subject to a 12‑month lock‑up, during which the sellers also agreed to standstill restrictions and to vote their shares in line with Board recommendations, strengthening near‑term governance stability.

Rhea-AI Summary

Bed Bath & Beyond, Inc. agreed to acquire Fathom Holdings Inc. in an all-stock merger, with Fathom becoming a wholly owned subsidiary. Each share of Fathom common stock will be exchanged for 0.2236 share of Bed Bath & Beyond common stock, subject to possible adjustment.

The agreement includes detailed treatment of Fathom equity awards, with most restricted stock, RSUs and certain performance units converted into Bed Bath & Beyond equity awards, generally preserving existing vesting terms. Some Fathom options and unvested stock-price performance units will be cancelled without consideration.

Closing depends on conditions such as Fathom stockholder approval, effectiveness of a Form S-4 registration statement, New York Stock Exchange listing of the new shares, specified debt payoffs at closing, and absence of a material adverse effect. Fathom owes a $2 million termination fee in certain circumstances and up to $1 million of expense reimbursement if stockholder approval is not obtained. Voting and support agreements with certain Fathom stockholders commit their shares in favor of the merger.

Rhea-AI Summary

Bed Bath & Beyond, Inc. announced leadership changes focused on finance and board governance. The Board appointed Chief Financial Officer Brian LaRose to also serve as principal accounting officer, effective May 15, 2026, replacing Leah Putnam in that role. The company states there are no special arrangements behind his appointment and notes that he has no family ties or related-party transactions with directors or executives that require disclosure.

The Board also appointed Tamara Ward as a director effective May 15, 2026, with her term running until the 2027 annual stockholder meeting or earlier departure. She was named Chair of the Compensation Committee and a member of the Audit Committee. Under the existing non-employee director compensation program, Ward received restricted stock units valued at $165,000 and will earn a $75,000 annual cash retainer, paid quarterly. The company plans to enter into its standard indemnification agreement with her and reports no related-party transactions requiring disclosure.

Rhea-AI Summary

Bed Bath & Beyond reports results of its 2026 annual meeting. Stockholders approved a Charter amendment doubling authorized common shares from 100,000,000 to 200,000,000, giving the company more flexibility to issue stock in the future.

They also approved an amendment and restatement of the 2005 Equity Incentive Plan, adding 4,291,000 newly authorized shares for employee equity awards, plus additional shares through updated recycling provisions. All director nominees were elected, KPMG LLP was ratified as auditor for 2026, executive compensation received advisory approval, and an adjournment proposal passed but was not used. The meeting had a quorum with 49,326,700 of 69,342,333 eligible shares represented.

Rhea-AI Summary

Bed Bath & Beyond, Inc. filed an amended current report to add detailed financial statements for The Brand House Collective (TBHC) and pro forma information for their completed merger. The amendment includes TBHC’s audited results for the three years ended January 31, 2026 and combined unaudited pro forma financials for the year ended December 31, 2025.

TBHC generated net sales of about $395.8 million in fiscal 2025 but reported a net loss of roughly $45.9 million and a shareholders’ deficit of about $53.9 million as of January 31, 2026. The notes describe significant related-party funding and revenue-sharing arrangements with Bed Bath & Beyond, including term loans and a collaboration agreement accounted for as debt, as well as a pending merger under which TBHC will become a wholly owned subsidiary.

Rhea-AI Summary

Bed Bath & Beyond, Inc. reported first quarter 2026 results showing a return to top-line growth and improved profitability, though the business remains unprofitable. Net revenue was $247.8 million, up 6.9% year-over-year, and excluding the prior exit from Canada, revenue rose 9.4%. This was described as the first quarter of significant revenue growth in 19 quarters.

Gross profit reached $59.2 million, or 23.9% of net revenue. The company reduced technology and general and administrative expenses to $36.1 million from $41.0 million. Net loss narrowed to $16.4 million from $39.9 million, or $0.24 per share versus $0.74. Adjusted EBITDA improved to a loss of $7.9 million from a loss of $13.2 million.

Free cash flow was negative $12.8 million, a substantial improvement from negative $52.1 million a year earlier, and cash, cash equivalents, and restricted cash totaled $162.5 million at quarter end. Management highlighted stronger customer engagement, higher average order value, and referenced a planned acquisition of The Container Store, Elfa and Closet Works as part of its “Everything Home” ecosystem strategy.

Rhea-AI Summary

Bed Bath & Beyond, Inc. has completed its previously announced all-stock acquisition of The Brand House Collective, making TBHC a wholly owned subsidiary. TBHC shareholders received 0.1993 shares of BBBY common stock for each TBHC share, with cash paid instead of fractional BBBY shares based on a $4.66 reference price.

The company also agreed to contribute $30,000,000 of capital to TBHC for general corporate purposes, including repaying a portion of TBHC’s debt to Bank of America. Outstanding TBHC stock options and restricted stock units were converted into BBBY equity or cancelled in accordance with specified price and vesting terms.

Rhea-AI Summary

Bed Bath & Beyond, Inc. entered into a Merger Agreement to acquire The Container Store Holdings, LLC, with Falcon Merger Sub, LLC merging into TCS so it becomes a wholly owned subsidiary. The transaction uses a $150,000,000 purchase price funded through a mix of senior convertible notes and common stock priced at $7.00 per share, subject to caps on total share issuance and substitution of additional notes when equity limits are reached.

The company arranged lender consents, a transaction support agreement with TCS equity and term loan holders, and a put agreement tied to up to $30,000,000 of new 2026-2 term loans. Buyer Convertible Notes will bear 5.00% interest, potentially stepping up to 10.00% and 12.00% if required stockholder approval for full conversion is delayed, and convert initially at 109.8901 shares per $1,000 principal (about $9.10 per share). The shareholder letter states a goal of at least $40 million of annualized cost savings within 12 to 18 months from integrating Kirkland’s, The Container Store, Elfa, and Closet Works.

Leadership changes accompany the strategy: Brian LaRose will become Chief Financial Officer, Amy Sullivan will become President, and Lisa Foley will become Chief Operating Officer, each under new employment agreements with performance-based equity incentives and change-in-control severance protections, while current CFO Adrianne Lee and Chief Accounting Officer Leah Putnam will depart.

Rhea-AI Summary

Bed Bath & Beyond, Inc. reported fourth-quarter 2025 net revenue of $273 million, down 9.8% year-over-year, but continued its eighth straight quarter of measurable progress toward profitability. Gross margin improved to 24.6% and the quarterly net loss narrowed to $21 million, a $60 million improvement.

For full-year 2025, net revenue was $1.0 billion, down 25.1% year-over-year, while net loss narrowed to $85 million from $259 million and adjusted EBITDA loss improved to $31 million from $144 million. Operating cash flow use improved by $118 million and free cash flow improved to negative $64 million. The company expects low- to mid-single digit revenue growth in 2026 while maintaining disciplined margin and cost management.

Rhea-AI Summary

Bed Bath & Beyond, Inc. filed an amended report to detail the employment agreement for Marcus Lemonis, who became Chief Executive Officer effective January 1, 2026. The agreement sets an annual base salary of $300,000 and makes him eligible for an annual cash bonus with a $2,200,000 target, based on performance goals set by the Board or its Compensation Committee.

In addition, the agreement contemplates equity awards of 1,500,000 restricted stock units that vest in four equal annual installments following the effective date and 600,000 performance shares (at target) eligible to vest over four one-year performance periods. These equity awards are expected to be granted under the company’s 2005 Equity Incentive Plan or a successor plan and are expected to be contingent on stockholder approval of plan amendments or a successor plan at the 2026 annual meeting. The agreement also includes severance provisions for certain qualifying terminations and customary non-competition and non-solicitation covenants.

Rhea-AI Summary

Bed Bath & Beyond, Inc. reported that on January 9, 2026 it purchased an additional participation in term loans issued by The Container Store, Inc. under an existing Term Loan Credit Agreement. The aggregate purchase price for this new participation was $2,168,266.96, following an earlier purchase on November 25, 2025 for $6,461,843.09. Through these transactions, the company will share in the rights to receive interest and principal repayments on the loans, as well as any related enforcement or remedy rights under the credit agreement.

Rhea-AI Summary

Bed Bath & Beyond, Inc. reported a leadership change at the top of the company. The Board appointed Marcus Lemonis, currently Executive Chairman and the company’s principal executive officer, as Chief Executive Officer, effective January 1, 2026. He will continue to serve as Executive Chairman and principal executive officer, consolidating the company’s senior leadership roles under one individual. The company plans to enter into an employment agreement with Mr. Lemonis, with key terms to be disclosed in a later filing.

The company also ended the employment of Alexander Thomas, its Chief Operating Officer and principal operating officer, as of the same effective date. Mr. Thomas is expected to act as an advisor for a transition period after January 1, 2026 to support an orderly handover of his responsibilities.

Rhea-AI Summary

Bed Bath & Beyond, Inc. reported that on November 25, 2025 it purchased, via a participation agreement, a portion of loans issued by The Container Store, Inc. under a term loan credit agreement originally dated January 28, 2025 and amended on September 15, 2025. The aggregate purchase price for the company’s participation in these loans was $6,461,843.09.

Through this participation, Bed Bath & Beyond will share in the right to receive interest and principal payments on the loans, as well as in any exercise of rights or remedies related to those loans.

Rhea-AI Summary

Bed Bath & Beyond, Inc. (BBBY) announced an all-stock merger agreement to acquire The Brand House Collective, Inc. (TBHC), with each TBHC share converting into the right to receive 0.1993 shares of BBBY common stock at closing, plus cash in lieu of fractional shares. TBHC restricted stock units and options will convert into BBBY equity based on the same exchange ratio at the merger’s effective time.

Closing depends on TBHC shareholder approval (including a disinterested shareholder vote), effectiveness of a Form S-4 registration statement, NYSE listing of the new BBBY shares, actions regarding TBHC’s Bank of America credit facility and typical regulatory and no–material-adverse-effect conditions. TBHC must pay a $1,025,300 termination fee in certain failed-deal scenarios and may reimburse $341,800 of BBBY expenses if shareholders do not approve the deal. The merger agreement may be terminated if not completed by May 24, 2026.

Separately, BBBY amended its term loan credit agreement to increase delayed draw term loan commitments to TBHC by $10,000,000, for an aggregate of $30,000,000, and the lead borrower concurrently borrowed $10,000,000 of delayed draw term loans.

Rhea-AI Summary

Bed Bath & Beyond, Inc. announced the adoption of its 2025 Employment Inducement Equity Incentive Plan. The plan reserves a maximum of 1,500,000 shares of common stock for equity-based awards.

Adopted without stockholder approval under NYSE Rule 303A.08, the plan permits non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, and other stock-based awards. Grants may be made only as “employment inducement” awards and must be approved by a majority of Independent Directors or the Compensation Committee composed solely of Independent Directors.

Rhea-AI Summary

Bed Bath & Beyond, Inc. reported that it issued a press release with financial results for the three and nine months ended September 30, 2025. The company furnished the release as Exhibit 99.1 and posted an updated investor presentation in the Events & Presentation section of its investor relations site.

The information provided under Item 2.02 and in Exhibit 99.1 is furnished and not deemed filed under the Exchange Act.

Rhea-AI Summary

Bed Bath & Beyond, Inc. is registering up to 6,884,548 shares of common stock for issuance upon exercise of newly distributed warrants. The company’s board approved a warrant dividend so that stockholders of record on October 2, 2025 receive one warrant for every ten common shares, with each warrant allowing the purchase of one share at a cash exercise price of $15.50 starting after a related Form S-3 becomes effective. The warrants are scheduled to expire on October 7, 2026, but this date can automatically move earlier if specified volume-weighted average price conditions are met, and the company may set an alternate expiration date subject to additional price tests. The company has applied to list the warrants on the New York Stock Exchange under the symbol “BBBY WS” and describes anti-dilution adjustments that can change the number of shares issuable per warrant.

Rhea-AI Summary

Bed Bath & Beyond, Inc. filed an 8-K noting it issued a press release and posted supplemental FAQs about its previously announced warrant dividend distribution to shareholders of common stock as of the October 2, 2025 record date. These supplemental FAQs update and, where different, supersede an earlier set of FAQs about the warrant distribution.

The company explains that warrants will be issued as a distribution for no consideration, and that this issuance has not been registered under the Securities Act because such a free distribution is not treated as a sale. A Form 8-A registration statement and a prospectus supplement describing the warrant terms will be filed with the SEC and made available on the SEC’s website, and holders are directed to read the prospectus supplement and, when available, the warrant agreement, which will govern their rights. The filing also includes forward-looking statements about the anticipated distribution, possible gross proceeds from warrant exercises, expected use of those proceeds, and potential trading of the warrants on the New York Stock Exchange, noting these are subject to various risks and uncertainties.

Rhea-AI Summary

Bed Bath & Beyond, Inc. updated its dealings with The Brand House Collective, Inc. on September 15, 2025. The company amended its existing term loan credit agreement to add new delayed-draw term loan commitments with an aggregate original principal amount of $20 million, which the company can convert into equity of The Brand House Collective, up to 75% of its outstanding common stock, under agreed conditions.

The company also amended its asset purchase agreement for the Kirkland’s brand, increasing the total purchase price from $5.233 million to $10 million for trademarks, domain names, and related brand assets, paid at closing on September 15, 2025. At the same time, Bed Bath & Beyond amended the existing trademark license so The Brand House Collective can continue using the Kirkland’s brand for its current stores, websites, and products, including an exclusive license for existing brick-and-mortar stores that lasts until the earlier of September 15, 2027 or the rebranding or closure of all such stores.

Rhea-AI Summary

Bed Bath & Beyond, Inc. announced a warrant dividend to its common shareholders. Investors of record as of the close of business on October 2, 2025 will receive warrants to purchase additional common shares.

Each holder will receive one warrant for every ten shares of common stock, rounded down, with an exercise price of $15.50 per share. The warrants are expected to be distributed on or around October 7, 2025 and will expire on October 7, 2026. The company intends to apply to list the warrants on the New York Stock Exchange under the symbol BBBYW, allowing them to trade separately.

The company plans to file a Form 8-A registration statement and a prospectus supplement describing the warrant terms, and it has posted a detailed FAQ for investors. The communication clarifies that the warrant dividend itself is not an offer or sale of securities under the Securities Act.