[Form 4] BED BATH & BEYOND, INC. Insider Trading Activity

Rhea-AI Filing Summary

Bed Bath & Beyond Inc.'s Chief Operating Officer reported equity transactions reflecting routine compensation activity. On 11/15/2025, 1,186 shares of common stock were acquired upon the vesting and settlement of restricted stock units at an exercise price of $0.0001 per share, and 343 shares were disposed of at $6.03 per share, typically consistent with tax withholding. Following these transactions, the reporting person directly owned 8,793 common shares and indirectly held 66 shares through a 401(k) plan balance as of 11/17/2025.

In the derivative table, 1,186 restricted stock units converted into common stock, leaving 43,143 derivative securities reported as beneficially owned. The filing also lists 794 common stock warrants with an exercise price of $15.50 per share, originally issued on 10/07/2025 as a pro-rata distribution. These warrants will become exercisable once a Form S-3 registering the underlying shares is declared effective by the SEC and may be exercised through 10/07/2026.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Thomas Alexander William

(Last) (First) (Middle)

433 ASCENSION WAY

SUITE 300

(Street)

MURRAY UT 84123

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BED BATH & BEYOND, INC. [ BBBY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/15/2025		M		1,186	A	$0.0001	9,136	D
Common Stock	11/15/2025		F		343	D	$6.03	8,793	D
Common Stock								66	I	Based on 11/17/25 401k Plan balance provided by Fidelity

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	11/15/2025		M			1,186	(1)	(1)	Common Stock	1,186	$0	43,143	D
Common Stock Warrant	$15.5	10/07/2025		A		794(2)		(3)	10/07/2026	Common Stock	794	$0	794	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Bed Bath & Beyond, Inc. common stock. The restricted stock units vest or have vested in two equal installments at the close of business on November 15, 2025 and November 15, 2026. Vested shares are delivered to the reporting person promptly after the restricted stock units vest. Amount shown does not include previously granted RSUs with different vesting schedules.

2. Represents warrants that were originally issued on October 7, 2025 as a pro-rata distribution to all holders of common stock. Each warrant entitles the holder to purchase one common share at an exercise price of $15.50 per warrant. This distribution was exempt from immediate reporting under Section 16.

3. The warrants will become exercisable beginning as of the date a registration statement on Form S-3 registering the issuance of the shares upon exercise of the of the warrants is declared effective by the SEC and may be exercised at any time thereafter through the Expiration Date.

	/s/ Christina Wheeler, Attorney-in-Fact	11/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did BBBY's COO report on this Form 4?

The Chief Operating Officer of Bed Bath & Beyond Inc. (BBBY) reported the vesting and settlement of 1,186 restricted stock units into common stock on 11/15/2025, along with the disposition of 343 shares of common stock at $6.03 per share, consistent with tax withholding.

How many BBBY common shares does the reporting person own after these transactions?

After the reported transactions, the reporting person directly owns 8,793 shares of Bed Bath & Beyond common stock and indirectly holds 66 shares based on a 401(k) plan balance as of 11/17/2025.

What restricted stock units (RSUs) are described in this BBBY Form 4?

The Form 4 notes that each restricted stock unit represents a right to receive one BBBY common share. The RSUs vest in two equal installments at the close of business on November 15, 2025 and November 15, 2026, with vested shares delivered to the reporting person promptly after vesting. The amount shown does not include previously granted RSUs with different vesting schedules.

What details are provided about the BBBY warrants held by the reporting person?

The reporting person holds 794 common stock warrants with an exercise price of $15.50 per warrant. These were originally issued on 10/07/2025 as a pro-rata distribution to all common stockholders, with each warrant entitling the holder to purchase one common share.

When do the BBBY warrants reported on this Form 4 become exercisable and when do they expire?

The warrants will become exercisable beginning on the date that a Form S-3 registration statement covering the issuance of the shares upon warrant exercise is declared effective by the SEC, and they may be exercised at any time thereafter through their Expiration Date of 10/07/2026.

Does this BBBY Form 4 mention a Rule 10b5-1 trading plan?

The form includes a checkbox to indicate whether a transaction was made under a Rule 10b5-1(c) trading plan intended to satisfy affirmative defense conditions, but the excerpt does not indicate that the box was checked for the reported transactions.