Playboy (NASDAQ: PLBY) adds Jennifer Cabalquinto, restoring majority-independent board
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Playboy, Inc. appointed finance executive Jennifer Cabalquinto to its Board of Directors as a new independent Class I director, restoring the Board to seven members, four of whom are independent. She brings more than 30 years of strategic finance, audit, and governance experience across media, entertainment, sports, consumer, and technology businesses, including prior CFO roles at 2K and Golden State Warriors Sports.
Her appointment enabled Playboy to regain compliance with Nasdaq Listing Rule 5605(b)(1), which requires a majority of independent directors. Cabalquinto will receive standard non-employee director compensation, enter into the company’s standard indemnification agreement, and serve until the 2027 annual meeting of stockholders unless she resigns or is removed earlier.
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Insights
Playboy adds an experienced independent director and restores Nasdaq governance compliance.
The company appointed Jennifer Cabalquinto as an independent Class I director, bringing the Board to seven members, with four classified as independent. Her background spans CFO roles at 2K and Golden State Warriors Sports and extensive audit and risk oversight experience.
The filing states that, following this appointment, Playboy regained compliance with Nasdaq Listing Rule 5605(b)(1), which requires a majority of independent directors. This reduces prior listing risk and strengthens formal governance structures, though the long-term impact will depend on how the Board leverages her finance and risk expertise in future strategic decisions.
8-K Event Classification
2 items: 5.02, 9.01
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Board size after appointment: 7 directors
Independent directors on board: 4 independent directors
Director age: 58 years
+3 more
6 metrics
Board size after appointment
7 directors
Total Board members following June 3, 2026 appointment
Independent directors on board
4 independent directors
Board composition after Jennifer Cabalquinto joins
Director age
58 years
Age of Jennifer Cabalquinto as disclosed
Nasdaq rule cited
Listing Rule 5605(b)(1)
Requires majority-independent board for Nasdaq-listed issuers
Director term end
2027 annual meeting
Initial term for Class I director seat
Press release date
June 4, 2026
Date of Exhibit 99.1 announcing appointment
Key Terms
independent director, Nasdaq Listing Rule 5605(b)(1), indemnification agreement, forward-looking statements, +1 more
5 terms
independent director financial
"appointed Jennifer Cabalquinto to the Board, as a new, non-employee, independent Class I director"
An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.
Nasdaq Listing Rule 5605(b)(1) regulatory
"regained compliance with Nasdaq Listing Rule 5605(b)(1), which requires that the majority of the board"
indemnification agreement regulatory
"The Company will also enter into its standard form of indemnification agreement for Board members"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
forward-looking statements regulatory
"This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
asset-light model financial
"Playboy pursues an asset-light model across licensing, digital content, consumer products and experiential offerings"
A business approach that avoids owning lots of factories, equipment or property and instead relies on partners, contractors or digital platforms to deliver products or services—think renting instead of buying the tools to build everything yourself. Investors care because this model usually requires less upfront cash and can scale faster, potentially boosting profit margins, but it also creates dependence on outside providers and more variable costs, which affects risk and future returns.
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): June 3, 2026
(Exact name of registrant as specified in its charter)
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Registrant’s telephone number, including area code: (310 ) 424-1800
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(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 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 | ||||||
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.
Appointment of New Independent Director
On June 3, 2026, the Board of Directors (the “Board”) of Playboy, Inc. (the “Company”) appointed Jennifer Cabalquinto to the Board, as a new, non-employee, independent Class I director. As a result of the appointment of Ms. Cabalquinto, the Board is currently comprised of seven directors, four of whom the Board has determined are independent.
Ms. Cabalquinto, 58, has served as Chair of the Board of Directors of KQED, the San Francisco Bay Area’s Public Broadcasting Service and National Public Radio affiliate, since January 2023, and she previously chaired KQED’s Finance Committee from January 2021 to December 2022. Ms. Cabalquinto has also served on the board of directors of the American Century Investments California funds, since July 2021, where she chairs the Audit Committee and serves on the Technology & Risk Committee and Portfolio Committee. Ms. Cabalquinto previously served as an independent director and Audit Committee Chair of Sabio Holdings Inc. (TSXV: SBIO / OTCQX: SABOF), a publicly traded ad-tech company, from 2022 to 2024. In addition to her public company and mutual fund governance experience, Ms. Cabalquinto has served on the boards of private equity-backed companies and nonprofit organizations, providing oversight of audit, risk management, strategy, and finance matters. From 2021 to 2023, Ms. Cabalquinto served as Chief Financial Officer of 2K, a publishing label of Take-Two Interactive Software, Inc. (NASDAQ: TTWO). In that role, she led finance operations and business process transformation initiatives supporting Take-Two’s global video game publishing business. From 2013 to 2020, Ms. Cabalquinto served as Chief Financial Officer of Golden State Warriors Sports, LLC. In that role, she oversaw financial planning, accounting, treasury, and strategic finance activities for the organization and its related entities, including the Chase Center development project. Before that, Ms. Cabalquinto held several senior finance leadership positions with NBCUniversal Media, LLC and its affiliated businesses, including serving as Chief Financial Officer of Universal Studios Hollywood and Vice President of Finance for NBCUniversal’s television operations. Earlier in her career, she held finance leadership roles at Telemundo Communications Group and began her career with Ernst & Young LLP. Ms. Cabalquinto holds a Bachelor of Science degree in accounting from the State University of New York at Binghamton.
Ms. Cabalquinto brings to the Board extensive public company financial oversight, audit and risk management expertise, operational leadership experience, and deep knowledge of brand-driven and consumer-facing businesses. Her more than 30 years of strategic finance and corporate governance experience with media, entertainment, sports, consumer, and technology-related businesses, including multiple publicly traded companies, qualifies her to serve on the Board, and to provide business and governance guidance to the Board and management.
Ms. Cabalquinto will be compensated in accordance with the Company’s standard compensation policies and practices for non-employee directors of the Board, which is described in the Company’s Definitive Proxy Statement on Schedule 14A, filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 30, 2026. The Company will also enter into its standard form of indemnification agreement for Board members (the “Indemnification Agreement”) with Ms. Cabalquinto. The form of Indemnification Agreement is attached as Exhibit 10.26 to the Company’s Current Report on Form 8-K filed with the SEC on February 16, 2021. The Board will determine which committees of the Board Ms. Cabalquinto will be appointed to, if any, at a later date, and will file an amendment to this Current Report on Form 8-K to disclose any such appointment.
In connection with her appointment, the Board has determined that Ms. Cabalquinto is an “independent director” as contemplated by Listing Rule 5605(b)(1) of The Nasdaq Stock Market LLC (“Nasdaq”). Ms. Cabalquinto’s initial term will expire at the Company’s 2027 annual meeting of stockholders, or her earlier resignation or removal. As of the date of this Current Report on Form 8-K, neither Ms. Cabalquinto nor any of her immediate family members is a party, either directly or indirectly, to any transaction that would be required to be reported under Item 404(a) of Regulation S-K, nor is Ms. Cabalquinto party to any understanding or arrangement pursuant to which she was appointed as a director. Ms. Cabalquinto does not have any family relationship with any director or executive officer of the Company.
Compliance with Nasdaq Rules Following Appointment of Ms. Cabalquinto
On June 3, 2026, the Company notified Nasdaq of Ms. Cabalquinto’s appointment to the Board. As a result of Ms. Cabalquinto’s appointment, on June 3, 2026, Nasdaq confirmed that the Company regained compliance with Nasdaq Listing Rule 5605(b)(1), which requires that the majority of the board of directors of a Nasdaq-listed company be comprised of “independent directors” as defined in the applicable listing rules of Nasdaq.
The Company issued a press release, on June 4, 2026, announcing the appointment of Ms. Cabalquinto to the Board. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
1
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits | ||||
| Exhibit No. | Description | |||||||
| 99.1 | Press Release, dated June 4, 2026 | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
2
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.
Dated: June 4, 2026 | PLAYBOY, INC. | |||||||
| By: | /s/ Chris Riley | |||||||
| Name: | Chris Riley | |||||||
| Title: | General Counsel & Secretary | |||||||
3
Exhibit 99.1
Playboy Welcomes Jennifer Cabalquinto to its Board of Directors
LOS ANGELES, June 4, 2026 (GLOBE NEWSWIRE) -- Playboy, Inc. (NASDAQ: PLBY) (the “Company” or “Playboy”), a leading pleasure and leisure lifestyle company, and one of the most recognizable and iconic brands in the world, today announced the appointment of respected finance executive Jennifer Cabalquinto to its Board of Directors (the “Board”). Ms. Cabalquinto joins the Board as an independent director, filling a vacant seat and restoring the Board to a total of seven directors with a majority of independent directors, thereby also restoring the Company to compliance with Nasdaq independent director requirements.
Ms. Cabalquinto currently serves as Chair of the Board of Directors of KQED, the San Francisco Bay Area’s PBS and NPR affiliate, and she previously chaired KQED’s Finance Committee. Ms. Cabalquinto also currently serves on the board of the American Century Investments California funds, where she chairs the Audit Committee and serves on the Technology & Risk Committee and Portfolio Committee. Ms. Cabalquinto previously served as an independent director and Audit Committee Chair of Sabio Holdings Inc., a publicly traded ad-tech company, from 2022 to 2024. In addition to her public company and mutual fund governance experience, Ms. Cabalquinto has served on the boards of private equity-backed companies and nonprofit organizations, providing oversight of audit, risk management, strategy, and finance matters. From 2021 to 2023, Ms. Cabalquinto served as Chief Financial Officer of 2K, a publishing label of Nasdaq-listed Take-Two Interactive Software, Inc. In that role, she led finance operations and business process transformation initiatives supporting Take-Two’s global video game publishing business. From 2013 to 2020, Ms. Cabalquinto served as Chief Financial Officer of Golden State Warriors Sports, LLC. In that role, she oversaw financial planning, accounting, treasury, and strategic finance activities for the organization and its related entities, including the Chase Center development project.
“Jennifer brings a wealth of experience to the Board, having helped run and guide media, entertainment, sports, consumer, and technology-related businesses,” said Ben Kohn, Playboy’s Chief Executive Officer. “I look forward to working with Jennifer on our Board and the expertise she will bring to support Playboy as it pursues growth in licensing, media and experiences, hospitality and at Honey Birdette.”
Cabalquinto added, “I am honored to join the Playboy Board at such a dynamic point in the Company’s evolution. Playboy is a truly iconic brand with significant opportunities ahead, and I look forward to drawing on my experience across media, entertainment, sports, consumer and technology businesses to help support the Board’s oversight of the Company’s strategy, financial discipline and continued growth.”
About Playboy, Inc.
Playboy (Nasdaq: PLBY) is a global pleasure and leisure company, built on one of the most globally recognized brands. By leveraging its iconic intellectual property, Playboy pursues an asset-light model across licensing, digital content, consumer products and experiential offerings, helping consumers worldwide to live more fulfilling lives. To learn more, please visit https://investors.playboy.com.
Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. The Company’s actual results may differ from their expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect”, “estimate”, “project”, “budget”, “forecast”, “anticipate”, “intend”, “plan”, “may”, “will”, “could”, “should”, “believes”, “predicts”, “potential”, “continue”, and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company’s expectations with respect to future performance, growth plans and anticipated financial impacts of its strategic opportunities and corporate transactions.
These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from those discussed in the forward-looking statements. Factors that may cause such differences include, but are not limited to: (1) the inability to maintain the listing of the Company’s shares of common stock on Nasdaq; (2) the risk that the Company’s completed or proposed transactions disrupt the Company’s current plans and/or operations, including the risk that the Company does not complete any such proposed transactions or achieve the expected benefits from any transactions; (3) the ability to recognize the anticipated benefits of corporate transactions, commercial collaborations, cost reduction initiatives and proposed transactions, which may be affected by, among other things, competition, the ability of the Company to grow and manage growth profitably, and the Company’s ability to retain its key employees; (4) costs related to being a public company, corporate transactions, commercial collaborations and proposed transactions; (5) changes in applicable laws or regulations; (6) the possibility that the Company may be adversely affected by global hostilities, supply chain delays, inflation, interest rates, tariffs, foreign currency exchange rates or other economic, business, and/or competitive factors; (7) risks relating to the uncertainty of the projected financial information of the Company, including changes in the Company’s estimates of cash flows and the fair value of certain of its intangible assets, including goodwill; (8) risks related to the organic and inorganic growth of the Company’s businesses, and the timing of expected business milestones; (9) changing demand or shopping patterns for the Company’s products and services; (10) failure of licensees, suppliers or other third-parties to fulfill their obligations to the Company; (11) the Company’s high concentration of licensing revenue from a small number of licensees; (12) the Company’s ability to comply with the terms of its indebtedness and other obligations; (13) changes in financing markets or the inability of the Company to obtain financing on attractive terms; and (14) other risks and uncertainties indicated from time to time in the Company’s Annual Report on Form 10-K, including those under “Risk Factors” therein, and in the Company’s other filings with the Securities and Exchange Commission. The Company cautions that the foregoing list of factors is not exclusive, and readers should not place undue reliance upon any forward-looking statements, which speak only as of the date which they were made. The Company does not undertake any obligation to update or revise any forward-looking statements to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based.
Investor Relations Contact:
Lucas A. Zimmerman
Managing Director
MZ Group - MZ North America
+1 (949) 259-4987
PLBY@mzgroup.us or investors@playboy.com
Public Relations Contact: press@playboy.com
FAQ
What board change did Playboy Inc. (PLBY) announce in this 8-K?
Playboy appointed Jennifer Cabalquinto as a new independent Class I director, filling a vacant seat. Her addition restores the Board to seven members and increases the number of independent directors to four, enhancing the company’s overall corporate governance structure.
How does Jennifer Cabalquinto’s appointment affect Nasdaq compliance for PLBY?
Her appointment allowed Playboy to regain compliance with Nasdaq Listing Rule 5605(b)(1), which requires a majority of directors be independent. Nasdaq confirmed compliance after she joined the Board, reducing the company’s prior governance-related listing risk.
What is Jennifer Cabalquinto’s professional background relevant to Playboy (PLBY)?
Jennifer Cabalquinto has over 30 years in strategic finance and governance, including CFO roles at 2K and Golden State Warriors Sports. She also chairs KQED’s board and has served on multiple audit, risk, and technology-focused committees for public and private organizations.
How long will Jennifer Cabalquinto’s initial term on Playboy’s Board last?
Her initial term as a Class I director runs until Playboy’s 2027 annual meeting of stockholders, or until her earlier resignation or removal. After that meeting, stockholders would typically vote on any subsequent term in line with the company’s governance structure.
How will Playboy (PLBY) compensate its new independent director?
Jennifer Cabalquinto will be compensated under Playboy’s standard policies for non-employee directors, as described in its April 30, 2026 definitive proxy statement. She will also enter the company’s customary indemnification agreement used for all Board members.