{"filing":{"accession_number":"0001140361-26-029774","cik":"0001130713","ticker":"BBBY-WT","company_name":"BED BATH \u0026 BEYOND, INC.","form":"8-K","filing_date":"2026-07-27","report_date":"2026-07-23","primary_document":"ef20078728_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1130713/000114036126029774/ef20078728_8k.htm"},"events":[{"id":20791,"run_id":18712,"accession_number":"0001140361-26-029774","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"summary":"Bed Bath \u0026 Beyond entered into an Agreement and Plan of Merger on July 23, 2026, to acquire F9 Brands, Inc. through a two-step merger structure, with total consideration including $7 million cash, approximately 18.1 million shares of BBBY common stock, transfer of real estate assets in Sweden and Poland, a $4.6 million promissory note, and up to $12.5 million in contingent earnout consideration.","company_name":"BED BATH \u0026 BEYOND, INC.","ticker":"BBBY-WT","filing_date":"2026-07-27","form":"8-K","submitted_at":null,"items":[{"id":20255,"accession_number":"0001140361-26-029774","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Bed Bath \u0026 Beyond entered into an Agreement and Plan of Merger on July 23, 2026, to acquire F9 Brands, Inc. (the Target) through a two-step merger structure. The transaction involves material consideration of $7 million cash, approximately 18.1 million shares of BBBY common stock, transfer of real estate assets in Sweden and Poland, a $4.6 million promissory note, and up to $12.5 million in contingent earnout consideration. This is a material acquisition requiring Item 1.01 disclosure and clearly constitutes M\u0026A activity.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T21:26:49.006339+00:00","company_name":"","ticker":null,"filing_date":""},{"id":20256,"accession_number":"0001140361-26-029774","item_number":"3.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"Although filed under Item 3.02 (Unregistered Sales of Equity Securities), the substance of this disclosure is a merger transaction. The filing explicitly incorporates Item 1.01 by reference and describes the issuance of \"Merger Shares\" in connection with \"the Mergers\" under a \"Merger Agreement.\" The unregistered equity issuance is incidental to the material acquisition/merger event itself, making ma_activity the primary classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T21:26:49.006339+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":20255,"accession_number":"0001140361-26-029774","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Bed Bath \u0026 Beyond entered into an Agreement and Plan of Merger on July 23, 2026, to acquire F9 Brands, Inc. (the Target) through a two-step merger structure. The transaction involves material consideration of $7 million cash, approximately 18.1 million shares of BBBY common stock, transfer of real estate assets in Sweden and Poland, a $4.6 million promissory note, and up to $12.5 million in contingent earnout consideration. This is a material acquisition requiring Item 1.01 disclosure and clearly constitutes M\u0026A activity.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T21:26:49.006339+00:00","company_name":"BED BATH \u0026 BEYOND, INC.","ticker":"BBBY-WT","filing_date":"2026-07-27"},{"id":20256,"accession_number":"0001140361-26-029774","item_number":"3.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.85,"reasoning":"Although filed under Item 3.02 (Unregistered Sales of Equity Securities), the substance of this disclosure is a merger transaction. The filing explicitly incorporates Item 1.01 by reference and describes the issuance of \"Merger Shares\" in connection with \"the Mergers\" under a \"Merger Agreement.\" The unregistered equity issuance is incidental to the material acquisition/merger event itself, making ma_activity the primary classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-27T21:26:49.006339+00:00","company_name":"BED BATH \u0026 BEYOND, INC.","ticker":"BBBY-WT","filing_date":"2026-07-27"}]}
