Fidelity Parent FMR Files Schedule 13G, Holds 12.4M BBWI Shares

Rhea-AI Filing Summary

FMR LLC, the parent of Fidelity Investments, and CEO Abigail P. Johnson have filed a Schedule 13G reporting a 5.9 % passive stake in Bath & Body Works, Inc. (BBWI). As of 30 Jun 2025, the group beneficially owns 12,412,497.57 common shares (CUSIP 070830104). FMR exercises sole voting power over 12,361,534.40 shares and sole dispositive power over the full stake; there is no shared voting or dispositive power.

The filing is made under Rule 13d-1(b), classifying FMR as a parent holding company/control person. Because the Schedule 13G denotes a passive investment, the filer certifies the shares were acquired in the ordinary course of business and not to influence issuer control. Crossing the 5 % ownership threshold triggers ongoing disclosure obligations but does not signal an activist agenda. Investors may view the increased institutional ownership from a globally recognised asset manager as a modest vote of confidence that can enhance liquidity and market attention without altering governance dynamics.

Positive

• FMR LLC disclosed ownership of 12.4 M BBWI shares (5.9 %), adding a respected institutional holder to the register.

Negative

• None.

Insights

Securities Analyst

TL;DR – FMR’s 5.9 % passive stake lifts BBWI’s institutional profile but carries limited near-term valuation impact.

FMR LLC’s disclosure adds a well-regarded, long-term asset manager to BBWI’s top shareholder list, potentially broadening analyst coverage and index demand. The purchase is passive (13G), so no strategic pressure on management is implied. While a 5.9 % position is meaningful, it is unlikely to materially sway earnings, guidance, or governance. Market reaction typically skews mildly positive because growing blue-chip ownership can support liquidity and dampen volatility. Absent signs of activism or further accumulation, the event is best characterised as neutral-to-incrementally supportive.

Corporate Governance Expert

TL;DR – Disclosure signals compliance and passive intent; governance impact minimal.

Schedule 13G status confirms that FMR seeks no control, distinguishing this filing from a 13D activist play. Sole voting power rests with FMR, yet certification language affirms no intent to influence board composition or strategic direction. Therefore, board dynamics, proxy contests, and takeover defences remain unchanged. Investors should monitor future filings: conversion to 13D or ownership above 10 % would be more consequential. For now, the governance risk profile is stable.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

BATH & BODY WORKS INC

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

070830104

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 070830104

1

Names of Reporting Persons

FMR LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 12,361,534.40
6	Shared Voting Power 0.00
7	Sole Dispositive Power 12,412,497.57
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

12,412,497.57

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.9 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

CUSIP No. 070830104

1

Names of Reporting Persons

Abigail P. Johnson

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 12,412,497.57
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

12,412,497.57

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.9 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: BATH & BODY WORKS INC
(b)	Address of issuer's principal executive offices: THREE LIMITED PKWY,PO BOX 16000,COLUMBUS,OH,US,43230
Item 2.
(a)	Name of person filing: FMR LLC
(b)	Address or principal business office or, if none, residence: 245 Summer Street, Boston, Massachusetts 02210
(c)	Citizenship: Not applicable
(d)	Title of class of securities: COMMON STOCK
(e)	CUSIP No.: 070830104
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 12412497.57
(b)	Percent of class: 5.9 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Please see the responses to Items 5 and 6 on the cover page.
	(ii) Shared power to vote or to direct the vote: 0.00
	(iii) Sole power to dispose or to direct the disposition of: 12412497.57
	(iv) Shared power to dispose or to direct the disposition of: 0.00
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. One or more other persons are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the COMMON STOCK of BATH & BODY WORKS INC. No one other person's interest in the COMMON STOCK of BATH & BODY WORKS INC is more than five percent of the total outstanding COMMON STOCK.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See attached Exhibit 99.
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

FMR LLC

Signature:	Richard Bourgelas
Name/Title:	Duly authorized under Power of Attorney effective as of May 23, 2023, by and on behalf of FMR LLC and its direct and indirect subsidiaries*
Date:	08/05/2025

Abigail P. Johnson

Signature:	Richard Bourgelas
Name/Title:	Duly authorized under Power of Attorney effective as of May 23, 2023, by and on behalf of Abigail P. Johnson*
Date:	08/05/2025

Comments accompanying signature: *This power of attorney is incorporated herein by reference to Exhibit 24 to the Schedule 13G filed by FMR LLC on August 8, 2023, accession number: 0000315066-23-002397.

Exhibit Information

Please see Exhibit 99 for 13d-1(k) (1) agreement.

FAQ

How many Bath & Body Works (BBWI) shares does FMR LLC own?

12,412,497.57 common shares as reported in the Schedule 13G.

What percentage of BBWI’s outstanding shares is represented by FMR’s stake?

The filing states 5.9 % of the common stock class.

Is FMR LLC’s stake in BBWI passive or activist?

Filed on Schedule 13G, indicating a passive investment with no intent to influence control.

When was the ownership position measured?

The ownership data are as of 30 June 2025.

Who signed the Schedule 13G on behalf of FMR LLC?

The filing was signed by Richard Bourgelas under a power of attorney dated 23 May 2023.

Does FMR share voting or dispositive power with any other party?

No. The filing lists zero shared voting or dispositive power.