Courtois Andrea K. 4
4 · BRAND HOUSE COLLECTIVE, INC. · Filed Apr 3, 2026
Research Summary
AI-generated summary of this filing
Brand House Collective (TBHC) CFO Andrea Courtois Receives Award
What Happened
- Andrea K. Courtois, Chief Financial Officer of Brand House Collective (TBHC), had 100,000 restricted stock units (RSUs) vest on April 2, 2026 in connection with the company’s merger. To satisfy tax withholding, 29,650 shares were withheld (reported as code F) at $0.94 per share for a reported withholding value of $27,868. The filing also reports a disposition to the issuer of 70,350 shares (code D) related to the vesting/merger settlement rather than an open‑market sale.
Key Details
- Transaction date: April 2, 2026; Form filed April 3, 2026.
- Codes reported: F (shares withheld for tax) — 29,650 shares @ $0.94 ($27,868); D (disposition to issuer) — 70,350 shares (no per‑share price shown).
- Shares owned after the transaction: Not specified in the Form 4 provided.
- Footnotes: Filing notes that the 100,000 RSUs vested at the merger effective time; each Company RSU converted into the right to receive Parent (Bed Bath & Beyond) common stock per the Merger Agreement. The Exchange Ratio was 0.1993 Parent shares per Company share; cash was to be paid in lieu of any fractional Parent shares.
- Timeliness: Filing was submitted the day after the transaction date; no late filing flag indicated.
Context
- This activity reflects RSU vesting and merger-related settlement mechanics (including share withholding for taxes and conversion under the merger), not an open-market sale or buying decision. Code F indicates tax‑withholding via share surrender; code D indicates shares surrendered/disposed to the issuer under the transaction. Because the action is merger/award-related, it should not be interpreted as an independent bullish or bearish trade by the insider.
Insider Transaction Report
Form 4Exit
Transactions
- Tax Payment
Common Stock
[F1]2026-04-02$0.94/sh−29,650$27,868→ 70,350 total - Disposition to Issuer
Common Stock
[F2][F3][F4]2026-04-02−70,350→ 0 total
Footnotes (4)
- [F1]Represents shares withheld to satisfy the reporting person's tax withholding obligation with respect to the 100,000 restricted stock units that vested on April 2,2026. The reporting person retained the remaining shares.
- [F2]On April 2, 2026, pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated November 24, 2025, by and among Bed Bath & Beyond, Inc., a Delaware corporation ("Parent"), Knight Merger Sub II, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), and the Issuer, the Issuer became a wholly owned subsidiary of Parent (the "Merger").
- [F3]At the effective time of the Merger (the "Effective Time"), each Company restricted share unit ("Company RSU") outstanding immediately prior to the Effective Time vested and was converted into the right to receive, without interest and subject to applicable withholding taxes, a number of validly issued, fully paid and nonassessable shares of Parent's common stock, par value $0.0001 per share ("Parent Common Stock") equal to (i) the number of shares of common stock, no par value per share, of the Company ("Company Common Stock") subject to such Company RSU immediately prior to the Effective Time multiplied by (ii) the Exchange Ratio (as defined below), plus any Fractional Share Cash Consideration (as defined in the Merger Agreement) in accordance with the Merger Agreement.
- [F4]Pursuant to the Merger Agreement, at the Effective Time, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time was converted into the right to receive 0.1993 shares (the "Exchange Ratio") of Parent Common Stock, plus cash in lieu of any fractional shares of Parent Common Stock that otherwise would have been issued.
Signature
/s/ Michael W. Sheridan, Attorney-in-Fact for Andrea K. Courtois|2026-04-02