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Beyond Meat (BYND) loosens 2027 note limits and extends 2030 make-whole period

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Beyond Meat, Inc. entered into a Second Supplemental Indenture with Wilmington Trust, National Association, as trustee and collateral agent, relating to its 7.00% Convertible Senior Secured Second Lien PIK Toggle Notes due 2030. This amendment removes certain restrictions on Beyond Meat’s ability to repurchase or exchange its outstanding 0% Convertible Senior Notes due 2027 for cash and/or equity consideration. It also extends the end date of the make-whole period used to calculate the interest make-whole adjustment on 2030 Note conversions from October 15, 2028 to January 15, 2029.

Positive

  • None.

Negative

  • None.
Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
2030 Notes coupon rate 7.00% Interest rate on Convertible Senior Secured Second Lien PIK Toggle Notes due 2030
2030 Notes maturity 2030 Maturity year of the Convertible Senior Secured Second Lien PIK Toggle Notes
2027 Notes coupon rate 0% Interest rate on Convertible Senior Notes due 2027 subject to repurchase or exchange
Original make-whole end date October 15, 2028 Prior end of make-whole period for 2030 Note conversions
New make-whole end date January 15, 2029 Extended end of make-whole period for 2030 Note conversions
Second Supplemental Indenture date August 10, 2026 Execution date of Second Supplemental Indenture with Wilmington Trust
Second Supplemental Indenture financial
"entered into the Second Supplemental Indenture with Wilmington Trust"
Convertible Senior Secured Second Lien PIK Toggle Notes financial
"governing the Company’s 7.00% Convertible Senior Secured Second Lien PIK Toggle Notes due 2030"
make-whole period financial
"extend the end date of the make-whole period used for calculating the interest"
interest make-whole adjustment financial
"used for calculating the interest make-whole adjustment that applies to conversions"
collateral agent financial
"Wilmington Trust, National Association, as trustee and collateral agent"
A collateral agent is a neutral third party that holds and manages the assets pledged to secure a loan on behalf of a group of lenders, acting like the keyholder to a shared safe. If the borrower falls behind, the collateral agent enforces the lenders’ rights and coordinates who gets what, which affects how quickly and how much lenders can recover. Investors care because the agent’s role shapes recovery prospects, enforcement speed and the clarity of lenders’ claims.

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FAQ

What did Beyond Meat (BYND) change in its 2030 Notes Indenture?
Beyond Meat amended its 7.00% Convertible Senior Secured Second Lien PIK Toggle Notes due 2030 indenture, removing certain limits on repurchasing or exchanging its 0% Convertible Senior Notes due 2027 and extending the conversion-related make-whole period end date.

How does the new supplemental indenture affect Beyond Meat’s 2027 Notes (BYND)?
The Second Supplemental Indenture removes certain restrictions on Beyond Meat’s ability to repurchase or exchange its outstanding 0% Convertible Senior Notes due 2027 for cash and/or equity consideration, providing more flexibility in managing those notes.

What is the new make-whole period end date for Beyond Meat’s 2030 Notes (BYND)?
The make-whole period end date for conversions of the 2030 Notes was extended from October 15, 2028 to January 15, 2029, affecting how the interest make-whole adjustment is calculated for conversions during that period.

Which securities are covered by Beyond Meat’s Second Supplemental Indenture (BYND)?
The Second Supplemental Indenture applies to Beyond Meat’s 7.00% Convertible Senior Secured Second Lien PIK Toggle Notes due 2030, and it indirectly affects the treatment and flexibility around its 0% Convertible Senior Notes due 2027.

Does Beyond Meat’s August 10, 2026 action involve a new securities offering (BYND)?
No, the company states this action does not constitute an offer to sell or a solicitation to buy any securities, but instead amends existing indenture terms for its 2030 Notes and related treatment of the 2027 Notes.
false 0001655210 0001655210 2026-08-10 2026-08-10
 
 

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

Date of Report (Date of Earliest Event Reported): August 10, 2026

 

 

BEYOND MEAT, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-38879   26-4087597

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification Number)

888 N. Douglas Street, Suite 100

El Segundo, California 90245

(Address of principal executive offices, including zip code)

(866) 756-4112

(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 13-4(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   BYND   The Nasdaq Stock Market LLC

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. ☐

 

 
 

Item 1.01.

Entry Into a Material Definitive Agreement.

On August 10, 2026, Beyond Meat, Inc. (the “Company”) entered into the Second Supplemental Indenture (the “Second Supplemental Indenture”) with Wilmington Trust, National Association, as trustee and collateral agent (the “Trustee”). The Second Supplemental Indenture amends that certain Indenture, dated as of October 15, 2025, as supplemented by the First Supplemental Indenture, dated as of January 12, 2026 (collectively, the “2030 Notes Indenture”), governing the Company’s 7.00% Convertible Senior Secured Second Lien PIK Toggle Notes due 2030 (the “2030 Notes”).

The Second Supplemental Indenture amends (i) Section 4.19 of the 2030 Notes Indenture to remove certain restrictions on the Company’s ability to repurchase or exchange the Company’s outstanding 0% Convertible Senior Notes due 2027 (the “2027 Notes”) for cash and/or equity consideration and (ii) Section 14.03 of the 2030 Notes Indenture to extend the end date of the make-whole period used for calculating the interest make-whole adjustment that applies to conversions of 2030 Notes from October 15, 2028 to January 15, 2029.

The foregoing description of the Second Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Supplemental Indenture, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

This Current Report on Form 8-K does not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Item 9.01.

Financial Statements and Exhibits.

 

Exhibit

Number

    Description
10.1    Second Supplemental Indenture, dated as of August 10, 2026, by and between Beyond Meat, Inc. and Wilmington Trust, National Association, as trustee and collateral agent
104    Cover page interactive data file (embedded with the inline XBRL document)

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.

 

BEYOND MEAT, INC.
By:  

/s/ Lubi Kutua

  Lubi Kutua
  Chief Financial Officer and Treasurer

Date: August 10, 2026

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

Other Documents