Every 8-K that Rent the Runway, Inc. (RENT) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow RENT and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full RENT filings page.
Rent the Runway, Inc. launched its previously announced $15,000,000 rights offering on September 30, 2026. Each holder of Class A common stock as of 5:00 p.m. New York City time on September 25, 2026, received one right per share; each right entitles its holder to purchase approximately 0.1251 shares at $3.55 per share. Under due bill trading procedures, a purchaser of shares sold after the record date but before the ex-dividend date receives the rights only if the purchaser continues to hold the shares through the ex-dividend date. No fractional shares will be issued. Rights expire at 5:00 p.m. New York City time on October 14, 2026, unless extended.
Rent the Runway, Inc. (RENT) announced a record date of September 25, 2026 for its previously announced $15,000,000 rights offering of up to 4,225,352 shares of Class A common stock. Holders of Class A common stock as of the close of business on the record date will receive transferable subscription rights distributed at no charge.
Each right will permit the holder to purchase shares at a subscription price equal to the greater of $3.55 or the volume weighted average price of the Class A common stock for the 15 trading days through and including the record date. Additional terms and mechanics of the rights offering will be described in a prospectus to be filed with the U.S. Securities and Exchange Commission when the offering is launched.
Rent the Runway, Inc. (RENT) announced that it entered into a Rights Offering Backstop Agreement supporting a $15,000,000 rights offering of its Class A common stock to enhance its financial position and financial flexibility. All eligible holders of Class A common stock on a future record date will receive transferable subscription rights to purchase additional shares.
The Subscription Price will equal the greater of $3.55 or the volume weighted average price of the Class A common stock over the 15 trading days through the record date. An investor group led by CHS US Investments LLC agreed to purchase all unsubscribed shares at the Subscription Price, subject to customary conditions, and the company will file a registration statement on Form S-1 for the rights offering.
Rent the Runway, Inc. (RENT) reported fiscal second quarter 2026 revenue of $97.7 million, up 20.8% year over year, with gross margin improving to 36.1% from 30.0%. Net loss narrowed to $12.9 million (13.2% of revenue) from $26.4 million (32.6%). Adjusted EBITDA rose to $12.6 million, a 12.9% margin versus 4.4% a year earlier, helped by a 45.3% increase in gross profit and tighter operating expenses.
Ending Active Subscribers declined 3.8% to 140,826, while Average Active Subscribers inched up 1.0% to 148,259 and Total Subscribers rose 0.5% to 186,019. Cash and cash equivalents were $29.0 million, down from $43.6 million a year earlier, with long-term debt of $157.5 million and a stockholders’ equity deficit of $65.5 million. Free cash flow for the first half improved but remained negative at $(21.6) million, versus $(32.9) million in the prior-year period.
The company highlighted strong growth in add-on bookings (up 81% year over year) and broad rollout of AI-powered outfit generation and avatar features, which have increased customer engagement. Rent the Runway appointed Paige Thomas as Chief Executive Officer and President, effective September 14, 2026, with Teri Bariquit becoming non-executive Chair. For third quarter 2026, the company guides revenue to $87–$90 million and expects Adjusted EBITDA Margin of negative 3% to negative 6%. For fiscal 2026, it reaffirms double-digit revenue growth and Adjusted EBITDA Margin of 4%–7%, and now plans Rental Product Acquired of $53–$55 million versus $74.9 million in 2025.
Rent the Runway, Inc. (RENT) has agreed to a proposed settlement of a previously disclosed putative securities class action related to its IPO by entering into a Stipulation and Agreement of Settlement on September 3, 2026. The settling parties agreed to resolve all claims, subject to preliminary and final approval by the U.S. District Court for the Eastern District of New York. The proposal provides for total settlement consideration of $9,000,000, consisting of $6,000,000 in cash and Class A common stock valued at $3,000,000, which the company may choose to pay in cash instead. Of the cash portion, Rent the Runway would contribute approximately $3,100,000 and its insurers approximately $2,900,000. The resolution is contemplated to be without any admission of liability, wrongdoing, damages, negligence, or fault by Rent the Runway, and would resolve all claims in the lawsuit if finally approved.
Rent the Runway, Inc. (RENT) reported that it entered into a Third Amendment to its Amended and Restated Credit Agreement on September 1, 2026. This amendment establishes an incremental term loan facility with an aggregate principal amount of $10,000,000.
The company states that proceeds from this new term loan will be used for working capital and other general corporate purposes. The amendment involves the company as borrower, existing lenders, and CHS (US) Management LLC as administrative agent, with the full agreement filed as Exhibit 10.1.
Rent the Runway, Inc. reports that, after stockholder approval at its 2026 Annual Meeting, it filed a Thirteenth Amended and Restated Certificate of Incorporation in Delaware, which became effective upon filing. On August 11, 2026, the Board approved related changes to the company’s bylaws.
The new Third Amended & Restated Bylaws make technical, conforming amendments so the bylaws match the new charter regarding (i) stockholders’ rights to call special meetings, (ii) stockholder actions by written consent, (iii) Board quorum requirements, (iv) director and officer indemnification, and (v) the process to amend the bylaws.
Rent the Runway, Inc. reports that on July 14, 2026, stockholders approved a First Amendment to its Second Amended and Restated 2021 Incentive Award Plan, increasing the maximum Class A common shares available under the plan by 3,899,439 to 10,171,225. At the same Annual Meeting, holders of 31,146,094 Class A shares, representing approximately 93% of combined voting power as of May 20, 2026, elected two Class II directors and ratified PricewaterhouseCoopers LLP as independent auditor.
Stockholders also approved extensive changes to the company’s charter, including eliminating 50,000,000 authorized Class B common shares and 10,000,000 authorized preferred shares (none outstanding), removing supermajority voting provisions, allowing stockholder action by written consent, and permitting holders of at least 40% of voting power to call special meetings. Related amendments limit officer liability as permitted by law, adjust board designation and corporate opportunity provisions, and are reflected in a Thirteenth Amended and Restated Certificate of Incorporation effective July 15, 2026. Separately, the Board appointed Suchi Sastri as an independent Class III director and Audit Committee member, restoring Nasdaq Audit Committee compliance; she has waived director compensation.
Rent the Runway reported strong top-line growth but remains unprofitable in the first quarter of fiscal 2026. Revenue rose to $89.9 million, up 29.2% year-over-year and above guidance, driven by higher subscriber engagement and 70.4% growth in add-on revenue.
Active subscribers grew to 155,692 and total subscribers to 196,147, though gross margin compressed to 25.9% from 31.5% as rental product depreciation and revenue share increased. Net loss improved to $18.9 million from $26.1 million, and Adjusted EBITDA was a modest loss of $0.8 million.
The company ended the quarter with $37.1 million of cash and cash equivalents and negative free cash flow of $13.6 million. Management reaffirmed full-year 2026 guidance for double-digit revenue growth, positive Adjusted EBITDA margin between 4% and 7%, and lower rental product acquired of $45 million to $50 million versus $74.9 million in fiscal 2025.
Rent the Runway, Inc. announced that Chief Financial Officer Siddharth Thacker has tendered his resignation, effective on or about June 3, 2026, following the company’s first-quarter fiscal 2026 earnings announcement. He is leaving to pursue other opportunities, and the company states his departure does not arise from any disagreement over operations, financial statements, or accounting practices.
The company has begun a search for a new Chief Financial Officer. Rent the Runway also reaffirmed the full-year 2026 guidance it previously presented on April 14, 2026, indicating that its financial outlook for the year remains unchanged despite the leadership transition.
Rent the Runway, Inc. announced that co‑founder Jennifer Hyman will resign as Chief Executive Officer, President, and board member effective May 15, 2026. She will serve as an advisor through January 31, 2027 under a Separation, Advisor and Release Agreement.
Hyman will receive a $62,500 monthly advisory fee, continued subsidized health coverage, accelerated vesting of 103,047 restricted stock units, and will retain RSUs granted December 16, 2025 with an aggregate value of $375,000, subject to service and other conditions.
Board member Teri Bariquit, a 37‑year retail veteran and former Nordstrom Chief Merchandising Officer, is appointed interim CEO and President. She will receive a $50,000 monthly consulting fee, an annual bonus opportunity of up to $125,000, and a performance stock unit award for 100,000 shares, plus a follow‑on consulting arrangement. The company reaffirmed its full‑year 2026 financial guidance in the related press release.
Rent the Runway, Inc. established an at-the-market equity program allowing sales of up to $40,000,000 of its Class A common stock. The company entered into an At-the-Market Sales Agreement with BTIG, LLC, which may act as agent or principal for these sales under an effective Form S-3 shelf registration.
Under General Instruction I.B.6 of Form S-3, public primary offerings are limited to no more than one-third of the aggregate market value of common stock held by non-affiliates, or $9,964,551 in any twelve-month period while that market value remains below $75,000,000. BTIG will use commercially reasonable efforts to execute sales and may receive a commission of up to 3.0% of the gross sales price.
Rent the Runway reported its strongest quarter ever by revenue but mixed full-year profitability trends. Q4 2025 revenue reached $91.7 million, up 20% year over year, with ending active subscribers rising 20.1% to 143,796. Gross margin in the quarter improved modestly to 38.6%, and the net loss narrowed sharply to $(1.4) million from $(13.4) million.
For fiscal 2025, revenue grew 7.7% to $329.8 million, while gross margin declined to 32.6% as the company increased inventory investment to support growth. Reported net income was $22.6 million, primarily driven by a $96.3 million gain on debt restructuring, while Adjusted EBITDA fell to $24.9 million from $46.9 million and free cash flow was a negative $46.0 million.
Management highlighted a “transformed” balance sheet, with long‑term debt reduced to $156.6 million from $333.7 million and the equity deficit improving to $(36.1) million. For fiscal 2026, the company targets double‑digit revenue growth, an Adjusted EBITDA margin of 4%–7%, and lower rental product acquisitions of $45–$50 million. Q1 2026 revenue is expected between $85 million and $87 million with an Adjusted EBITDA margin of -5% to -7%.
Rent the Runway, Inc. filed an update describing a Second Amendment to its Amended and Restated Credit Agreement. The amendment, entered on April 1, 2026, allows the company to capitalize interest instead of making cash interest payments under the credit facility until May 3, 2027, subject to the agreement’s terms. The amendment is between the company as borrower, certain lenders, and CHS (US) Management LLC as administrative agent.
Rent the Runway, Inc. entered into a First Amendment to its Amended and Restated Credit Agreement on January 28, 2026 with its existing lenders and CHS (US) Management LLC as administrative agent. The amendment removes the minimum liquidity covenant from the credit agreement originally dated October 28, 2025. This change eases one of the company’s financial constraints under its loan agreement, potentially giving Rent the Runway more flexibility in how it manages cash and short‑term funding while keeping the overall lending relationship in place.
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.
Rent the Runway (RENT) closed a recapitalization that exchanges and equitizes debt, adds new funding, and reconstitutes governance. The company exchanged $100 million of existing debt into new term loans and converted the remaining balance owed to the same lender into 26,175,193 newly issued Class A shares. The investor group also provided an additional $20 million of term loans, bringing total term loans under the amended and restated credit agreement to $120 million.
The new facility matures on October 28, 2029 and bears interest at either a bank reference rate plus 4.00% or term SOFR plus 5.00%. The minimum liquidity covenant is temporarily $15 million through February 20, 2027, reverting to $30 million thereafter. The company also completed a $12.5 million rights offering: subscribers purchased 742,956 shares for approximately $3.0 million; the backstop purchased 2,320,769 shares at $4.08 per share for approximately $9.5 million.
A change of control occurred: the lender held 19,983,656 Class A shares, representing about 59.9% of voting power, and all Class B shares converted one-for-one into Class A. The board was reconstituted; the Audit Committee currently has two members, and the company notified Nasdaq of non-compliance with Rule 5605(c)(2)(A) and plans to use the cure period to add an independent director by the 2026 annual meeting.
Rent the Runway reported results of its October 21, 2025 Special Meeting, where stockholders approved several equity-related proposals and governance updates. Approvals include issuing Class A shares upon the Term Loan Conversion and issuing Class A shares under the Rights Offering Backstop Agreement, each for Nasdaq Listing Rules purposes.
Stockholders also approved amending and restating the 2021 Incentive Award Plan to increase the share reserve by an amount equal to 18.3% of Class A shares outstanding immediately after the Exchange Agreement closing and to extend the plan’s expiration to the tenth anniversary of the Closing Date. An amendment and restatement of the certificate of incorporation in connection with the Exchange Agreement was approved, and the adjournment proposal passed.
Meeting participation represented approximately 66.52% of combined voting power (3,113,980 votes). Key tallies: Item 1 FOR 4,700,944; Item 2 FOR 4,700,819; Item 3 FOR 4,673,091; Item 4 FOR 4,699,836; Item 5 FOR 4,674,154.
Rent the Runway, Inc. reported the distribution terms of its previously announced $12,500,000 rights offering. Stockholders of record as of 5:00 p.m. New York City time on October 6, 2025 receive one subscription right for each share of Class A or Class B common stock they own.
Each right allows the holder to purchase 0.7437% of one share of Class A common stock at a subscription price of $4.08 per share, with no fractional shares to be issued. The company directs investors to the prospectus dated September 30, 2025 filed with the SEC for further details on the rights offering.
Rent the Runway, Inc. plans a rights offering of up to 3,063,725 shares of its Class A common stock at $4.08 per share, targeting gross proceeds of $12,500,000. The company will distribute transferable subscription rights at no charge to holders of its Class A and Class B common stock as of the close of business on the October 6, 2025 record date. More detailed terms will be provided in a prospectus supplement to be filed when the offering is launched.
Rent the Runway, Inc. filed a current report to furnish a press release announcing its financial results for the quarter ended July 31, 2025. The press release is included as Exhibit 99.1 and is incorporated by reference. The company notes that the information in this exhibit is being furnished rather than filed under securities laws, which affects how it may be used in certain legal contexts.
Rent the Runway, Inc. announced a comprehensive recapitalization with its senior lender to cut debt and extend liquidity. The lender will exchange existing loans for $100 million of new term loans and take the rest of its debt in newly issued Class A shares equal to 86% of common stock outstanding at closing, after Class B conversions and before a rights offering and management equity pool. A new $120 million credit facility will include $100 million of exchanged loans and $20 million of new money, with reduced liquidity covenants and a four-year maturity. The plan also features a $12.5 million rights offering backstopped by an investor group at $4.08 per share, expanded investor and CEO board rights, an incentive pool equal to about 18.3% of pre-closing fully diluted Class A shares, revised CEO severance and equity awards, and staggered director resignations to reconstitute the board. The transactions require stockholder approval and satisfaction of multiple closing conditions.
Rent the Runway, Inc. (NASDAQ: RENT) filed an 8-K to disclose the results of its 2025 Annual Meeting of Stockholders held on July 8, 2025. Votes representing approximately 74.68% of total voting power were present, easily satisfying quorum requirements.
Director elections (Item 1): the three Class I nominees—Tim Bixby, Jennifer Fleiss and Daniel Rosensweig—each received at least 96.8% “FOR” support of votes cast, indicating strong shareholder endorsement. Broker non-votes totaled 913,592 and did not affect the outcome. The elected directors will serve until the 2028 Annual Meeting.
Auditor ratification (Item 2): PricewaterhouseCoopers LLP was re-appointed as independent registered public accounting firm for the fiscal year ending January 31, 2026. The proposal gained overwhelming approval with 5,187,562 “FOR” votes (≈99.5% support), only 17,484 “AGAINST,” and 7,517 abstentions.
No other matters were submitted or voted upon. The filing contains no financial performance data, strategic updates, or transaction announcements; it is strictly a governance disclosure. Because both proposals were routine and passed by wide margins, the event is considered neutral from a valuation perspective and has limited immediate market impact.