BED BATH & BEYOND, INC. 8-K/A

What Happened Bed Bath & Beyond, Inc. announced that, following a January 17, 2026 recommendation by its Compensation Committee, it entered into an employment agreement with Marcus Lemonis on January 19, 2026 in connection with his appointment as Chief Executive Officer. The agreement sets a base salary of $300,000 per year and makes Mr. Lemonis eligible for an annual cash bonus with a target of $2,200,000. The deal also contemplates equity awards: 1,500,000 restricted stock units vesting in four equal annual installments, and 600,000 performance shares at “target” performance that may vest over four one‑year performance periods. The equity grants are expected to be made under the company’s 2005 Equity Incentive Plan (or a successor) but are contingent on stockholder approval of plan amendments or a new plan at the company’s 2026 annual meeting. The agreement includes customary severance provisions and non‑competition/non‑solicitation covenants.

Key Details

• Employment agreement dated January 19, 2026 (Compensation Committee recommended Jan 17, 2026).
• Base salary: $300,000 per year; annual cash bonus target: $2,200,000.
• Equity: 1,500,000 restricted stock units vesting over four years (annual installments); 600,000 performance shares at target, eligible to vest over four one‑year performance periods.
• Equity awards expected to require shareholder approval at the 2026 annual meeting; agreement includes severance and customary restrictive covenants.

Why It Matters A new CEO appointment is a significant leadership change that can influence strategy and operations. The compensation package signals how the company plans to align Mr. Lemonis’ incentives with performance (large target bonus and performance‑based equity). Investors should note the potential for stockholder‑approved equity grants (which could dilute existing shares) and watch for the timing and outcome of the 2026 annual meeting vote and any future disclosures about the Effective Date and grant details. The full employment agreement is filed as an exhibit to the 8‑K for those who want the complete terms.