Stadium Capital (SNBR) reporting group discloses 4.1% Sleep Number stake below 5%

Rhea-AI Filing Summary

Stadium Capital’s group now reports a 4.1% stake in Sleep Number Corp. The reporting entities collectively beneficially own 953,478 common shares, based on 23,049,000 shares outstanding as of April 4, 2026. The aggregate purchase price for these shares was approximately $14.7 million, including brokerage commissions and transaction costs.

All recent trades over the past 60 days were executed in the open market, as detailed in an exhibit. As of the date of this amendment, the group states it has ceased to be the beneficial owner of more than 5% of Sleep Number’s outstanding shares, an important regulatory disclosure threshold.

Insights

Equity ownership and governance analyst

Stadium Capital’s disclosed stake in Sleep Number has moved below the 5% reporting threshold, now at 4.1%.

The reporting group, including Stadium Capital entities and Alexander M. Seaver, collectively reports beneficial ownership of 953,478 Sleep Number shares, or 4.1% of the company, based on 23,049,000 shares outstanding as of April 4, 2026.

Crossing below the 5% level matters mainly from a regulatory and governance perspective. It can affect the group’s future disclosure obligations and perceived influence, but the amendment does not quantify how the percentage change occurred or link it to specific strategic intentions.

The filing also notes that the approximate aggregate purchase price for the reported position was $14,724,838, including commissions and transaction costs, and that recent trades over the past 60 days were conducted in the open market. Subsequent filings may provide more color on any further stake changes.

Key Figures

Beneficial ownership shares: 953,478 shares Ownership percentage: 4.1% of class Aggregate purchase price: $14,724,838 +3 more

6 metrics

Beneficial ownership shares 953,478 shares Collectively owned by reporting persons as of Amendment No. 9

Ownership percentage 4.1% of class Based on 23,049,000 shares outstanding as of April 4, 2026

Aggregate purchase price $14,724,838 Total cost for 953,478 shares, including commissions and transaction costs

Shares outstanding 23,049,000 shares Sleep Number shares outstanding as of April 4, 2026 from Form 10-Q

Stadium Capital Partners L.P. shares 807,181 shares Beneficially owned with shared voting and dispositive power

Stadium Special Opportunity I, L.P. shares 146,297 shares Beneficially owned with shared voting and dispositive power

Key Terms

beneficial ownership, Schedule 13D, investment capital or funds under management, open market, +1 more

5 terms

beneficial ownership financial

"As of the date hereof, the Reporting Persons collectively beneficially own 953,478 Shares, representing approximately 4.1% of the outstanding Shares."

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Schedule 13D regulatory

"If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this , and is filing this schedule because of §§ 240.13d-1(e)..."

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

investment capital or funds under management financial

"The Shares beneficially owned by Stadium Capital were purchased using their investment capital or funds under management."

open market financial

"All of such transactions were effected in the open market unless otherwise noted therein."

An open market is a system where buying and selling of goods, services, or financial assets happen freely without restrictions or special controls. For investors, it means they can trade assets easily and quickly, which helps determine fair prices based on supply and demand. This environment encourages transparency and competition, making it easier to buy or sell with confidence.

brokerage commissions and transaction costs financial

"The aggregate purchase price of 953,478 Shares beneficially owned by Stadium Capital was approximately $14,724,838 (including brokerage commissions and transaction costs)."

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 9)

Sleep Number Corp

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

83125X103

(CUSIP Number)

STADIUM CAPITAL MANAGEMENT
199 Elm Street, 1325 Avenue of the Americas
New Canaan, CT, 06840-5321
203-972-8235

RYAN NEBEL
OLSHAN FROME WOLOSKY LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

05/28/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 83125X103

1

Name of reporting person

STADIUM CAPITAL MANAGEMENT LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 953,478.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 953,478.00

11

Aggregate amount beneficially owned by each reporting person

953,478.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.1 %

14

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13D

CUSIP Number(s): 83125X103

1

Name of reporting person

Stadium Capital Management GP, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 953,478.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 953,478.00

11

Aggregate amount beneficially owned by each reporting person

953,478.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 83125X103

1

Name of reporting person

Stadium Special Opportunity I, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 146,297.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 146,297.00

11

Aggregate amount beneficially owned by each reporting person

146,297.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.6 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 83125X103

1

Name of reporting person

STADIUM CAPITAL PARTNERS L P

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 807,181.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 807,181.00

11

Aggregate amount beneficially owned by each reporting person

807,181.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.5 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 83125X103

1

Name of reporting person

SEAVER ALEXANDER M

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 953,478.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 953,478.00

11

Aggregate amount beneficially owned by each reporting person

953,478.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.1 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: Sleep Number Corp
(c)	Address of Issuer's Principal Executive Offices: 1001 THIRD AVENUE SOUTH, MINNEAPOLIS, MINNESOTA , 55404.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and restated to read as follows: The Shares beneficially owned by Stadium Capital were purchased using their investment capital or funds under management. The aggregate purchase price of 953,478 Shares beneficially owned by Stadium Capital was approximately $14,724,838 (including brokerage commissions and transaction costs).
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The responses of the Reporting Persons to rows 11 and 13 on the cover pages of this Amendment No. 9 to the Schedule 13D with respect to the aggregate number of Shares and percentage of the Shares beneficially owned by each of the Reporting Persons are incorporated herein by reference. As of the date hereof, the Reporting Persons collectively beneficially own 953,478 Shares, representing approximately 4.1% of the outstanding Shares. The percentages reported herein relating to beneficial ownership of Shares are based upon 23,049,000 Shares outstanding as of April 4, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 12, 2026. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Exchange Act, the beneficial owners of any securities of the Issuer he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.
(c)	Item 5(c) is hereby amended and restated to read as follows: The transactions in the securities of the Issuer during the past 60 days by the Reporting Persons are set forth in Exhibit 1 and are incorporated herein by reference. All of such transactions were effected in the open market unless otherwise noted therein.
(e)	As of the close of business on the date hereof, the Reporting Persons ceased to be the beneficial owners of more than 5% of the outstanding Shares.
Item 7.	Material to be Filed as Exhibits.
	Item 7 is hereby amended to add the following exhibit: 1 - Transactions in Securities.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

STADIUM CAPITAL MANAGEMENT LLC

Signature:	/s/ Alexander M. Seaver
Name/Title:	Alexander M. Seaver, Manager
Date:	06/01/2026

Stadium Capital Management GP, L.P.

Signature:	/s/ Alexander M. Seaver
Name/Title:	Alexander M. Seaver, Manager of its General Partner
Date:	06/01/2026

Stadium Special Opportunity I, L.P.

Signature:	/s/ Alexander M. Seaver
Name/Title:	Alexander M. Seaver, Manager of the General Partner of its General Partner
Date:	06/01/2026

STADIUM CAPITAL PARTNERS L P

Signature:	/s/ Alexander M. Seaver
Name/Title:	Alexander M. Seaver, Manager of the General Partner of its General Partner
Date:	06/01/2026

SEAVER ALEXANDER M

Signature:	/s/ Alexander M. Seaver
Name/Title:	Alexander M. Seaver
Date:	06/01/2026

FAQ

What percentage of Sleep Number (SNBR) does Stadium Capital now own?

Stadium Capital’s reporting group now beneficially owns about 4.1% of Sleep Number’s common stock.

This represents 953,478 shares, calculated against 23,049,000 shares outstanding as of April 4, 2026, according to Sleep Number’s Form 10-Q referenced in the Schedule 13D/A amendment.

How many Sleep Number shares are reported in Stadium Capital’s Schedule 13D/A Amendment No. 9?

The reporting persons collectively state beneficial ownership of 953,478 Sleep Number common shares.

These shares are held across Stadium Capital-related entities, with 807,181 shares attributed to Stadium Capital Partners L.P. and 146,297 shares to Stadium Special Opportunity I, L.P., all with shared voting and dispositive power.

What is the total purchase cost of Stadium Capital’s Sleep Number stake?

The aggregate purchase price for Stadium Capital’s reported Sleep Number position is approximately $14,724,838.

This figure covers the 953,478 shares beneficially owned by the group and includes brokerage commissions and transaction costs, funded from their investment capital or funds under management.

Did Stadium Capital fall below the 5% ownership threshold in Sleep Number (SNBR)?

Yes. The reporting group notes it has ceased to be the beneficial owner of more than 5% of Sleep Number.

They now report owning 4.1% of the outstanding shares, making this amendment primarily a regulatory update to reflect crossing below a key disclosure threshold.

How were Stadium Capital’s recent Sleep Number share transactions executed?

The amendment states that all recent transactions in Sleep Number shares were effected in the open market.

These trades over the past 60 days are detailed in an exhibit labeled “Transactions in Securities,” and are incorporated by reference into the Schedule 13D/A filing.

Which entities and individuals are part of the Stadium Capital reporting group in this Sleep Number filing?

The reporting group includes Stadium Capital Management LLC, Stadium Capital Management GP, L.P., Stadium Capital Partners L.P., Stadium Special Opportunity I, L.P., and Alexander M. Seaver.

They collectively report shared voting and dispositive power over the 953,478 Sleep Number shares disclosed.