[8-K] National Vision Holdings, Inc. Reports Material Event

Rhea-AI Filing Summary

Event: On August 1, 2025 the Board of National Vision Holdings, Inc. (NASDAQ: EYE) increased its size to eleven directors and appointed Alex Wilkes as a director effective August 1, 2025.

Context: The appointment was made in accordance with the Company's CEO succession plan previously disclosed in the Current Report on Form 8-K filed April 29, 2025. Under that plan, Reade Fahs will become Executive Chairman and Mr. Wilkes will succeed Mr. Fahs as Chief Executive Officer.

• Filing type: Form 8-K dated August 4, 2025 (earliest event reported August 1, 2025).
• Exhibit included: Exhibit 104 (Cover Page Interactive Data File - Inline XBRL).

Insights

Financial Analyst

TL;DR: Board expanded and CEO succession executed per prior plan; management continuity confirmed with named successor.

The filing reports a planned leadership transition executed on August 1, 2025: the board was increased to eleven members and Alex Wilkes was appointed as a director in line with the previously announced CEO succession plan. The filing explicitly states that Reade Fahs will assume the role of Executive Chairman and Mr. Wilkes will succeed him as CEO. For investors, the key takeaway is that the company implemented a pre-announced governance action, reducing uncertainty about near-term leadership changes.

Corporate Governance Expert

TL;DR: Succession plan followed as disclosed; governance process appears orderly with a board expansion to fill the vacancy.

The Form 8-K documents a procedural board enlargement and director appointment executed under the company’s CEO succession framework disclosed April 29, 2025. The explicit naming of roles—Reade Fahs to Executive Chairman and Alex Wilkes to succeed as CEO—indicates the board is implementing a predetermined transition. This disclosure meets SEC Form 8-K reporting expectations for director appointments and officer changes and provides stakeholders with clarity on leadership succession timing and responsible parties.

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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 4, 2025 (August 1, 2025)

_______________________________________________________________________

National Vision Holdings, Inc.

(Exact name of registrant as specified in its charter)

_______________________________________________________________________

001-38257

(Commission file number)

Delaware

46-4841717

(State or other jurisdiction of incorporation)

(IRS Employer Identification No.)

2435 Commerce Ave.

Building 2200

30096

Duluth,

Georgia

(Zip Code)

(Address of principal executive offices)

(770) 822‑3600

(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 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 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, par value $0.01 per share

EYE

Nasdaq

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 1, 2025, the Board of Directors (the “Board”) of National Vision Holdings, Inc. (NASDAQ: EYE) (“National Vision” or the “Company”) increased the size of the Board by one director (to a total size of eleven directors). The vacancy created by such increase was filled by the appointment, effective as of August 1, 2025, of Alex Wilkes to the Board, in accordance with the Company’s CEO succession plan. Such succession plan was previously announced in the Company’s Current Report on Form 8-K filed on April 29, 2025, and includes Reade Fahs becoming Executive Chairman and Mr. Wilkes succeeding Mr. Fahs as CEO.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.			Description
104			Cover Page Interactive Data File - the cover page XBRL tags are embedded within 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.

National Vision Holdings, Inc.

Date: August 4, 2025

By:

/s/ Jared Brandman

Name:

Jared Brandman

Title:

Chief Legal & Strategy Officer, Corporate Secretary