Rent The Runway, Inc. SEC Filings

Rent the Runway, Inc. director Teri Bariquit reported receiving an annual equity grant in the form of 16,759 restricted stock units (RSUs) of Class A common stock. The transaction date was December 16, 2025, and the grant price is listed as $0 per unit, consistent with a non-cash director award. After this grant, she beneficially owns 16,759 Class A shares directly.

The RSUs were granted under the company's Non-Employee Director Compensation Program. They will vest on the earlier of the one-year anniversary of July 8, 2025 or the date of Rent the Runway's next annual meeting of stockholders, as long as she continues to serve on the board through that date.

Rent the Runway, Inc. reported an equity award to a senior executive. Chief Merchant Officer Sarah K. Tam was granted 200,598 restricted stock units (RSUs), each representing the right to receive one share of Class A common stock. The RSUs were granted on December 16, 2025 at a price of $0 per unit.

The award vests over time: 25% of the RSUs vest on December 16, 2026, with the remaining 75% vesting in 16 substantially equal quarterly installments after that date. Following this grant, Tam directly holds 200,598 derivative securities tied to Class A common stock. The filing reflects a compensation-related equity grant rather than an open‑market purchase or sale.

Rent the Runway, Inc. reported an equity award to a senior executive. The company granted 120,359 restricted stock units (RSUs) tied to its Class A common stock to its Chief Legal & Administrative Officer in a transaction dated 12/16/2025. Each RSU represents the right to receive one share of Class A common stock at no purchase price.

The RSUs vest over time, with 25% scheduled to vest on December 16, 2026 and the remaining 75% vesting in 16 substantially equal quarterly installments after that date. Following this grant, the officer holds 120,359 derivative securities directly, reflecting a typical executive compensation award designed to align the officer’s interests with the company’s long-term performance.

Rent the Runway, Inc. reported an equity grant to its Chief Financial Officer, Siddharth Thacker. On December 16, 2025, he received 200,598 restricted stock units (RSUs), each representing the right to receive one share of the company’s Class A common stock. The RSUs vest over time, with 25% vesting on December 16, 2026, and the remaining 75% vesting in 16 substantially equal quarterly installments after that date. Following this grant, Thacker holds 200,598 derivative securities directly.

Rent the Runway, Inc. reported an equity award to a senior executive. On 12/16/2025, Chief Supply Chain Officer Andrew Rau received 120,359 restricted stock units (RSUs), each representing the right to receive one share of the company’s Class A Common Stock. The RSUs vest 25% on December 16, 2026, with the remaining 75% vesting in 16 substantially equal quarterly installments after that date. The Form 4 shows 120,359 derivative securities beneficially owned directly following the transaction, with an exercise price of $0, reflecting the typical structure of RSU awards.

Rent the Runway, Inc. reported an equity award to its Co-Founder, CEO & President and director, Jennifer Y. Hyman. On December 16, 2025, she received 1,002,993 restricted stock units (RSUs) linked to the company’s Class A common stock, according to a Form 4 filed as a single-reporting-person filing.

Each RSU represents the right to receive one share of Class A common stock. The grant vests over time, with 25% of the RSUs vesting on December 16, 2026, and the remaining 75% vesting in 16 substantially equal quarterly installments after that date. This structure ties a large portion of the CEO’s compensation to the company’s long-term performance and continued service.

Rent the Runway, Inc. has registered up to 28,532,444 shares of Class A common stock for resale by existing stockholders, who may sell from time to time and will receive any sale proceeds; the company will not receive cash from these transactions.

In previously announced recapitalization transactions completed on October 28, 2025, a lender exchanged amounts owed under a prior credit agreement in excess of $100 million for 26,175,193 Class A shares, reducing total outstanding indebtedness to $120 million and extending term loan maturity to October 28, 2029. Following these transactions, 33,358,709 Class A shares were outstanding as of October 28, 2025, increasing to 33,390,904 shares and 139 holders of record as of November 14, 2025.

The recap also triggered a major board reshaping, with six directors resigning and five new directors, including an executive chair, appointed under an investor rights agreement, while one additional investor-designated director is still expected. The new credit agreement adds restrictive covenants, including a liquidity covenant that resets to $30 million in February 2027, and the company notes it has previously required covenant waivers. Rent the Runway discloses current noncompliance with Nasdaq’s three-member audit committee rule and reliance on a cure period, cautioning that failure to regain compliance could lead to delisting. The business continues to center on its subscription-based “Closet in the Cloud,” with 185,166 total subscribers and 148,916 active subscribers as of October 31, 2025.

Rent the Runway, Inc. reported results for the quarter ended October 31, 2025. Net revenue rose to $87.6 million from $75.9 million a year earlier, led by Subscription and Reserve rental revenue of $77.0 million. Despite higher revenue, the company recorded an operating loss of $16.2 million for the quarter and $56.0 million for the first nine months of fiscal 2025.

Quarterly net income was $76.5 million, versus a net loss of $18.9 million in 2024, driven largely by a one-time $96.3 million gain on debt restructuring tied to recapitalization completed on October 28, 2025. Net long-term debt declined to $159.1 million from $333.7 million at January 31, 2025, and stockholders’ deficit improved to $35.1 million from $182.5 million, helped by exchanging $234.2 million of debt for 26,175,193 new Class A shares and a $12.5 million rights offering. Cash and cash equivalents were $50.7 million as of October 31, 2025, with operating cash outflows of $3.6 million and investing outflows of $42.9 million over nine months, mainly from $61.9 million of rental product purchases.

Rent the Runway, Inc. furnished a press release announcing its financial results for the quarter ended October 31, 2025, in connection with a current report. The press release is included as Exhibit 99.1. The company states that the information in Exhibit 99.1 is being provided as “furnished,” so it is not treated as filed under the Exchange Act unless it is expressly incorporated into another filing.