05/18/2026 | Press release | Distributed by Public on 05/18/2026 14:32
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (1) | 05/14/2026 | M | 1,186 | (1) | (1) | Common Stock | 1,186 | $ 0 | 0 (1) | D | ||||
| Restricted Stock Units | (2) | 05/14/2026 | M | 11,622 | (2) | (2) | Common Stock | 11,622 | $ 0 | 0 (2) | D | ||||
| Restricted Stock Units | (3) | 05/14/2026 | M | 3,858 | (3) | (3) | Common Stock | 3,858 | $ 0 | 0 (3) | D | ||||
| Restricted Stock Units | (4) | 05/14/2026 | M | 40,000 | (4) | (4) | Common Stock | 40,000 | $ 0 | 0 (4) | D | ||||
| Performance Shares | (5) | 05/14/2026 | M | 3,287 | (5) | (5) | Common Stock | 3,287 | $ 0 | 0 (5) | D | ||||
| Performance Shares | (6) | 05/14/2026 | M | 15,060 | (6) | (6) | Common Stock | 15,060 | $ 0 | 0 (6) | D | ||||
| Restricted Stock Units | (7) | 05/14/2026(8) | A | 1,068 | (7) | (7) | Common Stock | 1,068 | $ 0 | 1,068(7) | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Putnam Leah R 433 ASCENSION WAY SUITE 300 MURRAY, UT 84123 |
Frmr. Chief Accounting Officer | |||
| /s/ Christina Wheeler, Attorney-in-Fact | 05/18/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Each restricted stock unit represents a contingent right to receive one share of Bed Bath & Beyond, Inc. ("BBBY") common stock. The restricted stock units vested or were scheduled to vest in three equal installments at the close of business on November 15, 2024, November 15, 2025, and November 15, 2026. In connection with the reporting person's departure from BBBY, the vesting of the restricted stock units accelerated at the close of business on May 14, 2026. Vested shares will be delivered to the reporting person promptly after the restricted stock units vest. Amounts shown reflect restricted stock units from the subject grant beneficially owned following the transaction reported herein. |
| (2) | Each restricted stock unit represents a contingent right to receive one share of BBBY common stock. The restricted stock units vested or were scheduled to vest in three equal installments at the close of business on February 4, 2026, February 4, 2027, and February 4, 2028. In connection with the reporting person's departure from BBBY, the vesting of the restricted stock units accelerated at the close of business on May 14, 2026. Vested shares will be delivered to the reporting person promptly after the restricted stock units vest. Amounts shown reflect restricted stock units from the subject grant beneficially owned following the transaction reported herein. |
| (3) | Each restricted stock unit represents a contingent right to receive one share of BBBY common stock. The restricted stock units vested or were scheduled to vest in three equal installments at the close of business on February 4, 2026, February 4, 2027, and February 4, 2028. In connection with the reporting person's departure from BBBY, the vesting of the restricted stock units accelerated at the close of business on May 14, 2026. Vested shares will be delivered to the reporting person promptly after the restricted stock units vest. Amounts shown reflect restricted stock units from the subject grant beneficially owned following the transaction reported herein. |
| (4) | Each restricted stock unit represents a contingent right to receive one share of BBBY common stock. The restricted stock units were scheduled to vest in three equal installments at the close of business on February 17, 2027, February 17, 2028, and February 17, 2029. In connection with the reporting person's departure from BBBY, the vesting of the restricted stock units accelerated at the close of business on May 14, 2026. Vested shares will be delivered to the reporting person promptly after the restricted stock units vest. Amounts shown reflect restricted stock units from the subject grant beneficially owned following the transaction reported herein. |
| (5) | Each performance share represents a contingent right to receive one share of BBBY common stock. The performance shares vested or were scheduled to vest in three equal installments at the close of business on February 4, 2026, February 4, 2027, and February 4, 2028. In connection with the reporting person's departure from BBBY, the vesting of the performance shares accelerated at the close of business on May 14, 2026. Vested shares will be delivered to the reporting person promptly after the performance shares vest. Amounts shown reflect performance shares from the subject grant beneficially owned following the transaction reported herein. |
| (6) | Each performance share represents a contingent right to receive one share of BBBY common stock. The performance shares vested or were scheduled to vest in three equal installments at the close of business on February 4, 2026, February 4, 2027, and February 4, 2028. In connection with the reporting person's departure from BBBY, the vesting of the performance shares accelerated at the close of business on May 14, 2026. Vested shares will be delivered to the reporting person promptly after the performance shares vest. Amounts shown reflect performance shares from the subject grant beneficially owned following the transaction reported herein. |
| (7) | Each restricted stock unit represents a contingent right to receive one share of BBBY common stock. The restricted stock units were scheduled to vest in three equal installments at the close of business on February 17, 2027, February 17, 2028 and February 17, 2029. In connection with the reporting person's departure from BBBY, the vesting of the restricted stock units accelerated at the close of business on May 15, 2026. Vested shares will be delivered to the reporting person promptly after the restricted stock units vest. Amounts shown reflect restricted stock units from the subject grant beneficially owned following the transaction reported herein. |
| (8) | The restricted stock units were granted effective March 11, 2026 subject to shareholder approval, which shareholder approval was received on May 14, 2026. |