Welcome to our dedicated page for Barnes & Noble Education SEC filings (Ticker: BNED), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Our SEC filing database is enhanced with expert analysis from Rhea-AI, providing insights into the potential impact of each filing on Barnes & Noble Education's stock performance. Each filing includes a concise AI-generated summary, sentiment and impact scores, and end-of-day stock performance data showing the actual market reaction. Navigate easily through different filing types including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, proxy statements (DEF 14A), and Form 4 insider trading disclosures.
Designed for fundamental investors and regulatory compliance professionals, our page simplifies access to critical SEC filings. By combining real-time SEC filing updates, Rhea-AI's analytical insights, and historical stock performance data, we provide comprehensive visibility into Barnes & Noble Education's regulatory disclosures and financial reporting.
Barnes & Noble Education, Inc. is asking stockholders to vote at the 2026 virtual annual meeting on September 24, 2026 on five items: election of six directors, approval of an amendment to the Amended and Restated Equity Incentive Plan to increase shares authorized, an advisory vote on executive compensation, ratification of BDO USA, P.C. as independent auditors for Fiscal 2027, and potential adjournment to solicit additional proxies if needed.
Holders of Common Stock at the July 30, 2026 record date, when 34,664,980 shares were outstanding, are entitled to one vote per share. The board is fully declassified with annual elections and highlights independent board committees, separated Chair/CEO roles, and ESG and data-privacy programs. A Strategy and Operational Review Committee focuses on operational performance and value-creation opportunities.
The proxy details a compensation program emphasizing performance-based cash and equity incentives, long-term PSU awards tied to multi-year stock-price hurdles, clawback and anti-hedging policies, and limited perquisites. For Fiscal 2026, the company reports a strong year with operational improvement, significant growth in First Day® programs, a return to profitability, and a stronger balance sheet, and explains CEO and other NEO pay, severance protections, and governance policies.
Barnes & Noble Education, Inc. CEO Jonathan Shar acquired 345 shares of Common Stock on 2026-07-29 at $12.76 per share through an automatic dividend reinvestment program. Following this transaction, he directly owns 355,285 shares of the company’s stock.
Barnes & Noble Education, Inc. Chief Financial Officer Jason Snagusky sold 5,000 shares of Common Stock on July 17, 2026 in a sale classified as an open market or private transaction at a weighted average price of $12.64 per share.
Sales occurred in a series of trades at prices between $12.50 and $12.77 per share, with full price breakdowns available on request. After this transaction, Snagusky directly owns 71,762 shares of Barnes & Noble Education Common Stock.
BNED reports a planned sale of 5,000 common shares through Fidelity Brokerage Services, to be traded on the NYSE around July 17, 2026, with an aggregate market value of $63,220.18. The shares to be sold arise from restricted stock vesting awards treated as compensation.
The planned sale is supported by vesting events totaling 5,000 shares: 14 shares on March 12, 2026, 4,456 shares on June 25, 2026, and 530 shares on July 7, 2026. In the prior three months, Jason Snagusky sold 2,210 common shares for $27,621.24 on July 2, 2026, and 2,237 common shares for $25,965.53 on July 10, 2026.
Barnes & Noble Education, Inc. reported that CFO Jason Snagusky sold 2,237 shares of common stock on 2026-07-10. The shares were sold upon vesting of restricted performance stock units to cover withholding taxes, at a weighted average price of $11.61 per share in trades between $11.51 and $11.98. Following these tax-related sales, Snagusky holds 76,762 shares of common stock directly.
SHAR JONATHAN reported acquisition or exercise transactions in this Form 4 filing.
Barnes & Noble Education CEO Jonathan Shar received a grant of 60,000 performance-vested stock units (PSUs) at a stated price of $0.00 per share. Each PSU represents a contingent right to receive one share of BNED common stock and vests upon the stock achieving a specified price per share and continued employment through a specified date. Following this award, his directly held common shares were reported at 354,940.
Barnes & Noble Education EVP General Counsel and Secretary Christopher Neumann reported an open-market sale of 2,785 shares of common stock on July 10, 2026 at a weighted-average $11.61 per share, with prices from $11.51 to $11.98, to cover withholding taxes on vested restricted performance stock units. He also received a grant of 4,500 performance-vested stock units (PSUs), each representing a contingent right to one BNED share, subject to stock-price and service vesting conditions. Following these transactions, Neumann directly holds 81,715 shares of Barnes & Noble Education common stock.
Barnes & Noble Education, Inc. executive Gary Luster, SVP and Chief Accounting Officer, reported two equity transactions on 2026-07-10. He sold 1,066 shares of common stock at a weighted average price of $11.61 per share (within a range of $11.51–$11.98) to cover applicable withholding taxes due on the vesting of restricted performance stock units. On the same date, he received a grant of 3,000 performance-vested stock units (PSUs), each representing a contingent right to one share of common stock, which vest based on achieving specified share-price targets and continued employment. Following these transactions, he directly holds 31,934 shares of common stock.