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1stdibs.com (NASDAQ: DIBS) OKs $10M open-ended buyback program

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

Rhea-AI Filing Summary

1stdibs.com, Inc. announced that its Board of Directors has authorized a new stock repurchase program allowing the company to buy back up to $10.0 million of its common stock. Repurchases may occur over time through open market trades, privately negotiated deals, Rule 10b5-1 plans, accelerated stock repurchases, block trades, derivative contracts or other methods consistent with Rule 10b-18.

The program has no fixed termination or expiration date and does not require the company to repurchase a specific number of shares. The timing, price and volume of any buybacks will depend on market conditions, applicable securities laws and other business considerations.

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Insights

Board authorizes flexible $10M share repurchase program.

The Board of 1stdibs.com has approved authority to repurchase up to $10.0 million of common stock. Repurchases can be made through multiple channels, including open market purchases, privately negotiated transactions, Rule 10b5-1 plans and accelerated stock repurchases.

The authorization has no termination or expiration date and does not obligate the company to buy any minimum number of shares. Actual impact on share count and per-share metrics will depend on how much of the authorization is used, pricing conditions, and management’s capital priorities over time.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Share repurchase authorization $10.0 million Maximum aggregate amount of common stock buybacks under May 2026 program
Rule 10b5-1 plans regulatory
"through open market purchases, privately negotiated transactions, Rule 10b5-1 plans, accelerated stock repurchases"
A Rule 10b5-1 plan is a prearranged schedule that lets company insiders buy or sell stock at set times or prices, set up when they do not possess confidential information. It acts like an automatic thermostat for trades, reducing the risk that otherwise-timed transactions could be accused of insider trading. Investors care because such plans increase transparency about insider activity and signal when insider trades are routine rather than reactive to private news.
Rule 10b-18 regulatory
"or otherwise in compliance with Rule 10b-18 of the Securities Exchange Act of 1934"
Rule 10b-18 is a regulation that sets strict rules for how a company's executives and employees can buy back their own company's stock from the market. It helps ensure that these buybacks happen in a fair and transparent way, reducing the chance of market manipulation. This is important for investors because it offers protection against unfair practices and promotes confidence in the integrity of the stock market.
accelerated stock repurchases financial
"Rule 10b5-1 plans, accelerated stock repurchases, block trades, derivative contracts"
block trades financial
"accelerated stock repurchases, block trades, derivative contracts or otherwise"
A block trade is a single, large buy or sell of shares or bonds arranged privately between big traders rather than piecemeal on the public market. Think of it like buying a whole shipment at once instead of many small shopping trips; it lets large holders move big positions with less immediate disruption but can signal strong buying or selling pressure and cause price swings once the trade is known, so investors watch block trades for clues about market sentiment and liquidity.
derivative contracts financial
"accelerated stock repurchases, block trades, derivative contracts or otherwise"
Derivative contracts are agreements whose value depends on the price or outcome of something else—an underlying asset or event like a stock, bond, commodity, interest rate, or market index. They matter to investors because they can be used to protect against losses (like insurance), to place targeted bets, or to amplify gains and losses; therefore derivatives can change a portfolio’s risk and potential return without buying the underlying asset directly.
Understanding 8-K Material Events →
0001600641false00016006412026-05-112026-05-11

——————————————————————————————————————————————————
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): May 11, 2026
——————————
1stdibs.com, Inc.

(Exact name of registrant as specified in its charter)
——————————


Delaware
001-4045394-3389618
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)

300 Park Avenue South, 10th Floor
New York, New York 10010
(Address of principal executive offices, including zip code)
(212) 627-3929
(Registrant's telephone number, including area code)
——————————

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ 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 13e-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, $0.01 par value per shareDIBSNasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 8.01    Other Events.
On May 11, 2026, the Company's Board of Directors authorized the Company to repurchase up to an aggregate of $10.0 million of its common stock (“May 2026 Share Repurchase Program”).

The May 2026 Share Purchase Program may be effected, from time-to-time, through open market purchases, privately negotiated transactions, Rule 10b5-1 plans, accelerated stock repurchases, block trades, derivative contracts or otherwise in compliance with Rule 10b-18 of the Securities Exchange Act of 1934, as amended. The May 2026 Share Repurchase Program is not subject to a termination or expiration date, and it does not obligate the Company to acquire any specific number of shares. The timing, price and volume of repurchases will be based on a number of factors, including market conditions, relevant securities laws, and other considerations.

Item 9.01    Exhibits.

(d)Exhibits.

Exhibit NumberDescription
104Cover Page Interactive Data File (embedded within the Inline XBRL document)




SIGNATURE

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.


By:/s/ Melanie Goins
Dated: May 11, 2026
Melanie Goins
General Counsel

Source: View Original Filing on SEC EDGAR

FAQ

What did 1stdibs.com (DIBS) announce in this 8-K filing?

1stdibs.com announced Board authorization for a new common stock repurchase program of up to $10.0 million. The company may buy shares over time using various trading methods, subject to market conditions and securities laws.

How large is the 1stdibs.com (DIBS) share repurchase program?

The program authorizes repurchases of up to $10.0 million of 1stdibs.com common stock. This is a maximum dollar amount, and the company is not required to use the full authorization or repurchase any specific number of shares.

Does the 1stdibs.com (DIBS) buyback program have an expiration date?

The repurchase program has no termination or expiration date. It will remain in effect until the Board changes or ends it, and repurchase activity will vary based on market conditions and other considerations noted by the company.

What methods can 1stdibs.com (DIBS) use to repurchase its stock?

1stdibs.com may repurchase shares through open market purchases, privately negotiated transactions, Rule 10b5-1 trading plans, accelerated stock repurchases, block trades and derivative contracts, as long as these comply with Rule 10b-18 of the Exchange Act.

Is 1stdibs.com (DIBS) required to buy back a set number of shares?

No, the authorization does not obligate 1stdibs.com to acquire any specific number of shares. The timing, price and volume of repurchases will be determined by market conditions, securities law requirements and other business factors.

Filing Exhibits & Attachments

3 documents

Other Documents