Leslie's, Inc. 8-K Filings

Leslie’s, Inc. reports that it has regained compliance with Nasdaq listing requirements tied to the market value of its publicly held shares. The company received a letter from Nasdaq on May 29, 2026 confirming that it met the minimum $15,000,000 market value standard under Listing Rule 5450(b)(3)(C) for the period from May 14 to May 28, 2026. This resolves a prior February 11, 2026 notice that had given Leslie’s until August 10, 2026 to cure the deficiency, and Nasdaq has now closed the matter.

Leslie’s, Inc. reported fiscal second quarter 2026 results showing early benefits from its transformation plan but continued losses. Sales were $184.7 million, up 4.3% from $177.1 million, with comparable sales up 6.6% and customer count up 8% year-over-year. Gross profit rose to $53.3 million, a 21.4% increase, and gross margin improved to 28.9% from 24.8%, while SG&A was essentially flat at $92.2 million.

Despite these operational gains, the company’s net loss widened to $52.5 million, and adjusted EBITDA remained negative at $(26.8) million, though improved from $(36.1) million. For the first six months, sales fell 5.8% to $331.9 million, gross margin declined to 24.2%, and net loss increased to $135.5 million. Leslie’s highlighted a $72.7 million, or 21.7%, reduction in inventories to $262.4 million and total liquidity of $97.1 million. The company reiterated full-year 2026 guidance, including sales of $1,100 million to $1,250 million and adjusted EBITDA of $55 million to $75 million.

Leslie’s, Inc. reported results of its 2026 annual shareholder meeting. Shareholders elected three Class II directors — Seth Estep, Lorna Nagler, and John Strain — and one Class III director, John Hartmann, each for one-year terms expiring at the 2027 annual meeting. They also ratified Grant Thornton LLP as the independent registered public accounting firm for the fiscal year ending October 3, 2026. On an advisory basis, shareholders approved the compensation of the company’s named executive officers and approved the adoption of the Amended and Restated 2020 Omnibus Incentive Plan. However, shareholders did not approve proposed amendments to the Certificate of Incorporation that would have removed and replaced existing supermajority voting requirements.

Leslie’s, Inc. reported weak fiscal first-quarter 2026 results, with sales of $147.1 million, down 16.0% from $175.2 million a year earlier, and comparable sales down 15.5%. Gross profit fell to $27.1 million and gross margin dropped to 18.4% from 27.2%, pressured by lower chemical margins and $6.4 million of non-cash store-closure impairments.

The company recorded a net loss of $83.0 million versus $44.6 million in the prior-year quarter, including a total non-cash impairment charge of $10.1 million tied to closing 80 underperforming stores and one distribution center. Adjusted EBITDA was a loss of $40.3 million, worse than the prior-year loss of $29.3 million.

Leslie’s ended the quarter with cash of $3.6 million, inventory of $210.0 million (down 22.5% year over year), total liquidity of $128.3 million, and a stockholders’ deficit of $489.9 million. Despite the soft quarter, the company reiterated full-year 2026 guidance for sales of $1.10–$1.25 billion and adjusted EBITDA of $55–$75 million, highlighting a strategic pricing overhaul, cost optimization, and store closures as key elements of its ongoing transformation.

Leslie’s, Inc. is changing its independent auditor, appointing Grant Thornton LLP for the fiscal year ending October 3, 2026 and dismissing Ernst & Young LLP after EY completes its review of the quarter ended January 3, 2026. EY’s audit opinions on the company’s 2024 and 2025 consolidated financial statements were clean, but EY issued adverse opinions on internal control over financial reporting for both years due to material weaknesses in inventory, vendor rebate, and asset impairment processes. The company reports no disagreements with EY on accounting or auditing matters and states there were no other reportable events beyond the disclosed control weaknesses. Leslie’s has authorized EY to fully brief Grant Thornton on these issues, and EY’s confirming letter is filed as an exhibit.

Leslie’s, Inc. reported that its Board of Directors increased in size from eight to nine members and appointed John Hartmann as a Class III director, effective January 7, 2026. He will stand for election at the company’s 2026 Annual Meeting of Shareholders and has not yet been assigned to any board committee.

Hartmann will receive compensation consistent with other non-employee directors under the company’s standard board compensation program. The company states there are no arrangements with other parties related to his selection and no material related-party transactions requiring disclosure. Hartmann brings nearly 25 years of retail leadership experience, including prior roles as Chief Operating Officer of Bed Bath & Beyond, President of its $1.2 billion buybuy Baby division, and President & Chief Executive Officer of True Value Company, as well as multiple public and private board positions.

Leslie’s, Inc. reported it has regained compliance with Nasdaq’s minimum bid price rule. The company maintained a closing bid of at least $1.00 per share for ten consecutive business days from September 29, 2025 to October 13, 2025, and Nasdaq has closed the matter.

Earlier, on April 24, 2025, Leslie’s was notified its stock was at risk of delisting after 30 straight business days below $1.00, with a 180‑day window through October 21, 2025 to regain compliance. This update confirms continued listing on the Nasdaq Global Select Market under the minimum bid requirement.

Leslie’s, Inc. approved and implemented a 1-for-20 reverse stock split of its common stock, which became effective when its certificate of amendment was filed in Delaware on September 26, 2025. Every 20 previously outstanding shares were automatically combined into one share, reducing issued and outstanding common shares to approximately 9,289,790, and the authorized common shares were reduced to 50,000,000 while the par value stayed the same.

No fractional shares were issued; instead, the transfer agent will aggregate and sell fractional interests and distribute cash proceeds pro rata to affected shareholders. The company expects its common stock to begin trading on a reverse-split-adjusted basis on the Nasdaq Capital Market on September 29, 2025 under the existing symbol “LESL,” with a new CUSIP number assigned. Equity awards and share reserves under the 2020 Omnibus Incentive Plan are being proportionately adjusted to reflect the new share count and prices.

Leslie’s, Inc. reports an updated timeline for its previously approved 1-for-20 reverse stock split of its common stock, which also includes a proportionate reduction in authorized shares. The company now expects the reverse split to become effective after the close of trading on September 26, 2025. The common stock is expected to begin trading on a split-adjusted basis on the Nasdaq Global Select Market at the open of trading on September 29, 2025.

Leslie’s, Inc. reported that its Board appointed Jeff White as Chief Financial Officer and Treasurer, effective October 5, 2025. He will serve as the company’s principal financial and accounting officer and brings experience from senior finance roles at Sportsman’s Warehouse Holdings and earlier work at KPMG.

Mr. White will receive a base salary of $575,000, a target bonus equal to 85% of salary (with no bonus eligibility for fiscal 2025), a one-time sign-on bonus of $295,000, and an initial equity grant of 435,00 restricted stock units, subject to award terms. He will participate in the Executive Severance Pay Plan and receive standard employee benefits. The company also stated that former finance leader Tony Iskander will serve as an advisor from October 5, 2025 through January 3, 2026, with compensation of $50,000 per month, to support a smooth CFO transition.

Leslie’s, Inc. is carrying out a major change to its capital structure through a 1-for-20 reverse stock split of its common stock, approved by shareholders at a special meeting. The Board later set the final ratio, so every twenty shares outstanding will be combined into one share after the close of trading on September 25, 2025.

At the effective time, the total number of issued and outstanding common shares will be reduced to 9,289,790, and authorized common shares will be reduced to 50,000,000, while par value per share stays the same. Fractional shares will not be issued; instead, they will be aggregated and sold, with shareholders receiving cash for their pro rata portion of the sale proceeds.

Equity awards under the 2020 Omnibus Incentive Plan, including stock options, restricted stock units, and performance units, will be adjusted proportionately for share counts, exercise or purchase prices, and any stock price-based performance metrics. Leslie’s common stock will keep trading under the ticker “LESL” and is expected to begin trading on a split-adjusted basis on the Nasdaq Global Select Market at the open on September 26, 2025, under a new CUSIP number.

Leslie’s, Inc. reported that Interim Chief Financial Officer and Treasurer Tony Iskander has informed the company that he intends to step down from his roles, including serving as principal financial officer and principal accounting officer. His departure will be effective on October 4, 2025, or earlier if the company appoints a new Chief Financial Officer before that date. The company may engage Mr. Iskander as an advisor after his departure. Leslie’s stated that his decision to leave is for personal reasons and is not due to any disagreement with the company regarding its operations, financial statements, or accounting.