BBY 8-K Current Reports

Best Buy 8-K Report, Financial Results (Aug 27, 2026)

Best Buy Co., Inc. reported second-quarter fiscal 2027 results for the 13 weeks ended August 1, 2026, with enterprise revenue of $9,779 million, up from $9,438 million a year earlier, and enterprise comparable sales growth of 4.1%. Diluted EPS rose to $1.48 from $0.87, and adjusted diluted EPS rose to $1.47 from $1.28. Domestic comparable sales grew 4.5%, led by computing, home theater and emerging categories such as AI glasses and trading cards, while International comparable sales declined 1.8%. Domestic gross profit rate improved to 24.0% from 23.4%, aided by Marketplace and Best Buy Ads growth and approximately $34 million of IEEPA tariff refunds, while restructuring charges swung to a $6 million reduction from $114 million a year earlier. The company raised its FY27 guidance. Revenue is now expected at $42.3 billion to $42.8 billion (prior $41.2 billion to $42.1 billion), comparable sales at 1.9% to 3.0% (prior (1.0%) to 1.0%), and adjusted diluted EPS at $6.70 to $6.90 (prior $6.30 to $6.60). The adjusted operating income rate guidance is 4.4% to 4.5%, and capital expenditures of approximately $750 million are unchanged. For Q3 FY27, the company expects comparable sales of 1.0% to 3.0% and an adjusted operating income rate of 4.1% to 4.2%. The filing also discloses a leadership transition: CEO Corie Barry is wrapping up her remaining months, and Jason Bonfig, currently Chief Customer, Product and Fulfillment Officer, becomes CEO effective November 1, 2026. Capital returns in the quarter totaled $239 million, including $203 million in dividends and $36 million in share repurchases, and the board declared a regular quarterly dividend of $0.96 per share payable October 8, 2026.

Aug 27, 2026 8-K

Best Buy 8-K Report, Executive Changes (Aug 3, 2026)

Best Buy Co., Inc. (NYSE: BBY) announced on August 3, 2026 that Anne Bramman has been appointed Executive Vice President and Chief Financial Officer, effective August 19, 2026. She will report to incoming CEO Jason Bonfig, who will succeed current CEO Corie Barry on November 1, 2026. Bramman previously served as chief financial and growth officer of Circana, Inc. (June 2023 to August 2024) and as CFO of Nordstrom, Inc. (June 2017 to December 2022), and currently sits on the boards of Morningstar, Inc. and McCormick & Company. Effective August 1, 2026, Corie S. Barry was named Interim CFO until Bramman assumes the role on August 19. Barry, who is also CEO and will remain in that role until Bonfig takes over, previously served as the Company's CFO from 2016 to 2019. No new compensation or severance agreements were entered into for Barry's interim appointment. Bramman's compensation package includes an annual base salary of $950,000, a fiscal 2027 short-term incentive target of 150% of base salary, fiscal 2027 equity awards with a grant date value of $3,250,000, a $500,000 sign-on cash award, and a $1,250,000 sign-on equity award in time-based restricted shares, plus relocation benefits. The filing states that Best Buy generated more than $41.6 billion in revenue in fiscal 2026 and operates more than 1,000 stores across North America.

Aug 3, 2026 8-K

Best Buy 8-K Report, Executive Changes (Jun 22, 2026)

Best Buy Co., Inc. (NYSE: BBY) reported in this Form 8-K, filed June 22, 2026, under Item 5.02 that Matt Bilunas, Senior Executive Vice President, Chief Financial Officer and Enterprise Strategy, will depart the company effective July 31, 2026. Upon his departure, he will receive separation benefits under the Company's ERISA plan, as described in the Company's Definitive Proxy Statement filed April 30, 2026. The accompanying press release (Exhibit 99.1) states that Best Buy has engaged an external search firm and expects to name a successor with previous CFO experience. Corie Barry, the current CEO who previously served as CFO, will provide financial oversight during the transition if needed. The release also notes that Jason Bonfig will become the company's sixth CEO on November 1, 2026. Bilunas served as CFO for seven years and joined Best Buy in July 2006, with a 20-year tenure at the company. The release describes Best Buy as the world's largest specialty consumer electronics retailer and states it generated $41.7 billion of revenue in fiscal 2026. For investors, the key takeaways are a leadership transition in the finance function, with the CFO role to be filled externally, coinciding with a CEO handover scheduled for November 1, 2026. The filing does not describe the financial impact of the transition or any changes to reported results.

Jun 22, 2026 8-K

Best Buy 8-K Report, Shareholder Vote Results (Jun 17, 2026)

Best Buy Co., Inc. reported the results of its Regular Meeting of Shareholders, held June 12, 2026. Of the 210,695,187 shares of common stock issued and outstanding at the April 13, 2026 record date, 192,047,934 shares were represented in person or by proxy, which constituted a quorum. Shareholders elected all 13 director nominees to one-year terms. Each nominee received more votes for than against, though the margins varied. Corie S. Barry received 174,219,448 votes for, while Meghan C. Frank received 151,714,690 for and 23,937,869 against. Shareholders also ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending January 30, 2027, with 178,210,655 votes for and 13,484,723 against. Shareholders approved, on a non-binding advisory basis, the executive compensation of the company, with 156,029,981 votes for and 19,570,647 against. A shareholder proposal titled "Report on Risks of Non-Fiduciary Executive Compensation Metrics" was rejected, receiving 2,717,793 votes for and 172,239,179 against. A second shareholder proposal, "Sustainability ROI Report," was not voted on because neither the proponent nor a qualified representative appeared at the meeting to present it.

Jun 17, 2026 8-K

Best Buy 8-K Report, Financial Results (May 28, 2026)

Best Buy Co., Inc. (NYSE: BBY) reported first-quarter fiscal 2027 results for the 13 weeks ended May 2, 2026. Revenue was $8.94 billion, up from $8.77 billion a year earlier, with enterprise comparable sales growth of 2.0% versus a decline of (0.7%) last year. GAAP diluted EPS rose to $1.31 from $0.95, and adjusted diluted EPS was $1.28 versus $1.15. Operating income as a percentage of revenue was 4.1%, compared with 2.5% a year ago, and adjusted operating income as a percentage of revenue was 4.1% versus 3.8%. The prior-year quarter included $109 million of restructuring charges tied to the Best Buy Health business, while this quarter recorded a $9 million reduction to restructuring charges. Management reiterated its full-year FY27 guidance from March 3, 2026, including revenue of $41.2 billion to $42.1 billion, comparable sales of (1.0%) to 1.0%, an adjusted operating income rate of 4.3% to 4.4%, and adjusted diluted EPS of $6.30 to $6.60. The CFO said month-to-date comparable sales in May were up high single digits, and guided second-quarter comparable sales to approximately 1.0% growth and the adjusted operating income rate to approximately 3.9%. The company also announced that CEO Corie Barry will step down later this year, with Jason Bonfig, currently Chief Customer, Product and Fulfillment Officer, becoming CEO effective November 1, 2026. The filing also discloses a reclassification of certain revenue categories beginning in Q1 FY27, moving credit card revenue and digital content revenue into services revenue. Total revenue, total comparable sales, net earnings and cash flows are unaffected, and prior periods have been recast. The board declared a regular quarterly dividend of $0.96 per share, payable July 9, 2026, to holders of record on June 18, 2026.

May 28, 2026 8-K

Best Buy 8-K Report, Executive Changes (Apr 22, 2026)

Best Buy Co., Inc. (NYSE: BBY) disclosed in this Form 8-K, filed April 22, 2026, a CEO succession plan. Corie Barry will step down as Chief Executive Officer and as a member of the Board at the end of the day on October 31, 2026. Jason Bonfig, Best Buy's Senior Executive Vice President, Customer Offering, Fulfillment and Best Buy Canada, was appointed on April 19, 2026 as Chief Executive Officer and as a director, effective November 1, 2026. The filing describes Bonfig as 49 years old, a Best Buy merchant leader for more than 25 years, and the executive who oversees merchandising, e-commerce, supply chain, marketing, Best Buy Ads and Best Buy Canada. Compensation terms for Bonfig are set out in an employment letter agreement. His annual base salary will rise to $1,250,000, and his short-term incentive target will rise to 190% of base salary for the portion of the year he serves as CEO. Beginning in fiscal 2028, his long-term incentive target value will be $10,125,000. He will also receive a fiscal 2027 true-up equity award with a target value of $1,781,250, split 50% performance shares and 50% restricted shares. His initial agreement term is three years, with automatic 12-month renewals, and the Board will nominate him for re-election during that term. Enhanced change-of-control severance equals two times the sum of base salary plus target bonus, plus a pro-rata bonus. Barry will remain with Best Buy as a non-executive strategic advisor for six months after her departure as CEO. Her base salary will decrease to $1,000,000, and she will remain eligible for a pro-rated fiscal 2027 short-term incentive payout tied to her CEO service. The company's press release describes Barry as the second-longest tenured CEO in Best Buy's history and Bonfig as the sixth CEO in the company's 60-year history.

Apr 22, 2026 8-K

Best Buy 8-K Report, Financial Results (Mar 3, 2026)

Best Buy Co., Inc. (NYSE: BBY) reported results for the 13-week fourth quarter ended January 31, 2026 (Q4 FY26) in a news release furnished as Exhibit 99 to this Form 8-K. Enterprise revenue was $13.81 billion, down from $13.95 billion a year earlier, and enterprise comparable sales declined 0.8%. Diluted EPS was $2.56 versus $0.54 last year, and adjusted diluted EPS was $2.61 versus $2.58. Operating income rose to 5.2% of revenue from 1.6%, and adjusted operating income was 5.0% of revenue versus 4.9%. Management cited better-than-expected profitability, with the CEO noting that market share was at least flat, pointing to slightly softer demand in the holiday quarter. For full fiscal 2026, comparable sales turned positive at 0.5%, and adjusted diluted EPS was $6.43 versus $6.37. For fiscal 2027, Best Buy guided to revenue of $41.2 billion to $42.1 billion, comparable sales of (1.0%) to 1.0%, an adjusted operating income rate of 4.3% to 4.4%, and adjusted diluted EPS of $6.30 to $6.60. For the first quarter, the company expects comparable sales growth of approximately 1% and an adjusted operating income rate of approximately 3.9%. The board approved a 1% increase in the quarterly dividend to $0.96 per share, payable April 14, 2026, and the company expects to spend approximately $300 million on share repurchases in FY27. The quarter's GAAP results were affected by items including restructuring charges and Best Buy Health impairments in the prior year. The year-ago quarter included a $475 million goodwill and intangible asset impairment, which the company excluded from its adjusted measures. Cash flow from operations for FY26 was $1.96 billion, and cash and cash equivalents were $1.74 billion at year end.

Mar 3, 2026 8-K/A

Best Buy 8-K/A Report, Executive Changes (Dec 10, 2025)

Best Buy Co., Inc. filed this Form 8-K to supplement its December 1, 2025 Original 8-K under Item 5.02(d), which disclosed the Board's election of A. Dylan Jadeja as a director effective November 26, 2025. This filing completes that disclosure with committee assignments. On December 5, 2025, the Board appointed Mr. Jadeja to its Compensation and Human Resources Committee and its Finance and Investment Policy Committee. The committee appointments take effect March 2, 2026. The filing is administrative in nature and does not disclose any financial results, guidance, or changes to company operations. It contains no new financial figures. For investors, the filing's main significance is governance: Mr. Jadeja's seats on the compensation and finance/investment policy committees give him a role in executive pay oversight and investment policy once his appointments become effective.

Dec 10, 2025 8-K

Best Buy 8-K Report, Executive Changes (Dec 1, 2025)

Best Buy Co., Inc. filed this Form 8-K on December 1, 2025 to report the Board of Directors' election of A. Dylan Jadeja as a director, effective immediately, on November 26, 2025. Jadeja is currently Chief Executive Officer of Riot Games, Inc., a video game developer and publisher, a role he has held since 2023 after serving as Riot's President from 2017 and joining the company as Chief Financial Officer in 2011. Before Riot, he was Co-Head of West Coast Consumer Retail Coverage at Goldman Sachs. The filing states that Jadeja will be compensated under the company's standard director compensation policies, as described in the 2025 Proxy Statement, and that he will be assigned to a Board committee at a later date, to be disclosed in an amendment to this Current Report. He is expected to stand for election at the 2026 Regular Meeting of Shareholders. The filing reports no arrangements or understandings under which he was appointed, and no reportable related-party transactions under Item 404(a) of Regulation S-K. A December 1, 2025 news release, furnished as Exhibit 99.1, announces the appointment. In it, CEO Corie Barry says Jadeja's expertise in consumer brands, digital commerce and serving global player communities will benefit the Board, and links his role to the company's focus on omnichannel experiences and new revenue streams. The filing contains no financial results or guidance.

Dec 1, 2025 8-K

Best Buy 8-K Report, Financial Results (Nov 25, 2025)

Best Buy Co., Inc. (NYSE: BBY) reported third-quarter fiscal 2026 results for the 13-week period ended November 1, 2025. Revenue was $9.67 billion, up from $9.45 billion a year earlier, with enterprise comparable sales increasing 2.7% (versus a decline of 2.9% in Q3 FY25). GAAP diluted EPS was $0.66 compared with $1.26 last year, while adjusted diluted EPS was $1.40, flat with the prior-year figure of $1.26. The GAAP results were weighed down by $192 million of non-cash impairments tied to Best Buy Health, including a $171 million goodwill and intangible asset impairment, which also drove the GAAP effective tax rate up to 31.5%. The company raised its FY26 adjusted diluted EPS guidance to $6.25 to $6.35 from the prior $6.15 to $6.30, and raised revenue guidance to $41.65 billion to $41.95 billion from $41.1 billion to $41.9 billion. Comparable sales guidance was raised to 0.5% to 1.2% from (1.0%) to 1.0%. Adjusted operating income rate guidance of approximately 4.2% was unchanged, while the adjusted effective tax rate outlook was raised to approximately 25.4% from approximately 25.0%. For Q4, the company expects comparable sales of (1.0%) to 1.0% and an adjusted operating income rate of 4.8% to 4.9%. Domestic comparable sales grew 2.4%, led by computing, gaming and mobile phones, and online comparable sales rose 3.5%. International comparable sales increased 6.3%. The board declared a regular quarterly dividend of $0.95 per share, payable January 6, 2026, to holders of record on December 16, 2025, and the company still expects to spend approximately $300 million on share repurchases in FY26.

Nov 25, 2025 8-K

Best Buy 8-K Report, Executive Changes (Sep 12, 2025)

Best Buy Co., Inc. filed this Form 8-K on September 12, 2025 to report that its Board of Directors elected Meghan C. Frank as a director, effective immediately, on September 10, 2025. Ms. Frank is currently Chief Financial Officer of lululemon athletica inc., a role she has held since 2020, and brings more than two decades of experience in retail, finance and planning, including prior roles at Ross Stores and J.Crew. She will serve on the Board's Audit Committee and Nominating, Corporate Governance and Public Policy Committee. As a non-employee director, Ms. Frank will be compensated under Best Buy's standard Board compensation policies, as described in the company's 2025 Proxy Statement filed May 1, 2025. The filing states there are no arrangements or understandings under which she was appointed, and no related-party transactions reportable under Item 404(a) of Regulation S-K. She is expected to stand for election at the 2026 Regular Meeting of Shareholders. The appointment was announced in a news release dated September 12, 2025, furnished as Exhibit 99.1. CEO Corie Barry said Ms. Frank's leadership across finance, merchandise planning and retail will be a key addition to the Board as Best Buy continues to evolve how it serves customers and grows its business. The filing contains no financial results or guidance.

Sep 12, 2025 8-K

Best Buy 8-K Report, Financial Results (Aug 28, 2025)

Best Buy Co., Inc. (NYSE: BBY) reported results for the 13-week second quarter of fiscal 2026, ended August 2, 2025. Enterprise revenue was $9.44 billion, up from $9.29 billion a year earlier, and enterprise comparable sales rose 1.6%, which management described as its highest growth in three years. Diluted EPS was $0.87 versus $1.34 a year ago, and adjusted diluted EPS was $1.28 versus $1.34. GAAP operating income fell to $251 million (2.7% of revenue) from $383 million (4.1%), reflecting $114 million of restructuring charges tied to an enterprise-wide restructuring initiative that began in the quarter, including approximately $40 million of asset impairments. Adjusted operating income was 3.9% of revenue versus 4.1% a year earlier. Gross profit rates declined in both segments, with Domestic at 23.4% (versus 23.5%) and International at 21.8% (versus 23.9%), which the company attributed to lower product margin rates and a higher mix of lower-margin categories. Best Buy reiterated its full-year fiscal 2026 guidance, including revenue of $41.1 billion to $41.9 billion, comparable sales of (1.0%) to 1.0%, an adjusted operating income rate of approximately 4.2%, and adjusted diluted EPS of $6.15 to $6.30. Management said it now trends toward the higher end of its sales range, but it chose to hold guidance because of uncertainty around potential tariff impacts in the second half. For the third quarter, the company expects comparable sales growth similar to Q2 and an adjusted operating income rate similar to last year's Q3 rate of 3.7%. Sales momentum continued into August, according to management. Capital returns in the quarter totaled $266 million, including $201 million of dividends and $65 million of share repurchases. Year to date, the company returned $568 million, and it expects to spend approximately $300 million on share repurchases in fiscal 2026. The board declared a regular quarterly dividend of $0.95 per share, payable October 9, 2025, to shareholders of record on September 18, 2025.

Aug 28, 2025 8-K

Best Buy 8-K Report, Executive Changes (Jul 11, 2025)

Best Buy Co., Inc. filed a Current Report on Form 8-K under Item 5.02 announcing that Damien Harmon, the Company's Senior Executive Vice President, Channel & Customer Experiences & Enterprise Services, is stepping down from his role effective July 18, 2025, to pursue other interests. The Company does not currently intend to fill the Senior Executive Vice President, Channel & Customer Experiences & Enterprise Services position. Upon Mr. Harmon's departure, his responsibilities will be allocated to the Chief Executive Officer and other members of the executive leadership team. Following his departure, Mr. Harmon will receive separation benefits in accordance with the Company's ERISA plan. The filing does not disclose the dollar value of these benefits.

Jul 11, 2025 8-K

Best Buy 8-K Report, Shareholder Vote Results (Jun 17, 2025)

Best Buy Co., Inc. held its Regular Meeting of Shareholders on June 13, 2025. Holders of 185,953,615 of the 211,685,537 shares outstanding on the April 14, 2025 record date were represented in person or by proxy, which constituted a quorum. This Form 8-K reports only the final voting results under Item 5.07 and does not include any financial results or other financial disclosures. All twelve director nominees were elected to one-year terms. Shareholders also ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending January 31, 2026, approved the non-binding advisory vote on executive compensation, and approved Amendment No. 1 to the Company's 2020 Omnibus Incentive Plan. Each of the five shareholder proposals was rejected. The filing refers readers to the Form 10-K for the fiscal year ended February 1, 2025, and the Proxy Statement dated May 1, 2025 for additional information.

Jun 17, 2025 8-K

Material AgreementsFinancial EventsExhibits & Filings

Best Buy 8-K Report, Financial Results (May 29, 2025)

Best Buy Co., Inc. reported first-quarter fiscal 2026 results for the 13-week period ended May 3, 2025, furnished in a news release (Exhibit 99). Revenue was $8,767 million versus $8,847 million a year earlier, enterprise comparable sales decreased 0.7%, and diluted EPS was $0.95 compared with $1.13 last year. Adjusted diluted EPS was $1.15 versus $1.20. GAAP operating income fell to $219 million (2.5% of revenue) from $312 million (3.5%), reflecting $109 million of restructuring charges primarily tied to a Best Buy Health restructuring initiative that commenced in Q1 FY26. Adjusted operating income was 3.8% of revenue, flat with the prior year. Management updated FY26 guidance to incorporate the impact of tariffs. Enterprise revenue guidance is now $41.1 billion to $41.9 billion (prior $41.4 billion to $42.2 billion), comparable sales are expected to be (1.0%) to 1.0% (prior 0.0% to 2.0%), and adjusted diluted EPS is now $6.15 to $6.30 (prior $6.20 to $6.60). The adjusted operating income rate is expected to be approximately 4.2%, within the prior range's lower bound, and capital expenditures are now approximately $700 million (prior $700 million to $750 million). For Q2 FY26, comparable sales are expected to be slightly down year over year, with an adjusted operating income rate of approximately 3.6%. Capital returns in the quarter totaled $302 million, including $202 million in dividends and $100 million in share repurchases. The board authorized a regular quarterly dividend of $0.95 per share, payable July 10, 2025, to holders of record on June 19, 2025, and the company expects to spend approximately $300 million on share repurchases in FY26.

May 29, 2025 8-K

Best Buy 8-K Report, Material Agreement (Apr 23, 2025)

Best Buy Co., Inc. (BBY) disclosed in this Form 8-K that on April 18, 2025, it entered into a new $1.25 billion five-year senior unsecured revolving credit facility with U.S. Bank National Association as administrative agent, Bank of America, N.A. as syndication agent, and a syndicate of lenders. The Five-Year Facility Agreement replaces the previous $1.25 billion senior unsecured revolving credit facility dated April 12, 2023, which was scheduled to expire in April 2028 and was terminated on April 18, 2025. The new facility terminates in April 2030, and no amounts are currently outstanding under it. The filing states that the new facility contains substantially the same terms as the previous facility. Pricing is variable and depends on the company's current senior unsecured debt rating. Under the agreement, the ABR Margin ranges from 0.000% to 0.015%, the Term SOFR Margin ranges from 0.565% to 1.015%, and the facility fee ranges from 0.060% to 0.110%. The facility is guaranteed by certain specified subsidiaries and includes customary affirmative and negative covenants, including a maximum quarterly cash flow leverage ratio requirement. Some lenders and their affiliates have other banking relationships with the company, including cash management, loans, foreign exchange, letters of credit, investment banking and trust services. For investors, the filing signals a routine refinancing and extension of committed liquidity rather than a change in borrowing capacity, with the facility size unchanged at $1.25 billion and maturity extended to 2030. The full agreement is filed as Exhibit 10.1.

Apr 23, 2025 8-K

Best Buy 8-K Report, Financial Results (Mar 4, 2025)

Best Buy Co., Inc. (NYSE: BBY) reported results for its 13-week fourth quarter ended February 1, 2025 (Q4 FY25), compared with the 14-week Q4 FY24. Enterprise revenue was $13.95 billion versus $14.65 billion, and enterprise comparable sales increased 0.5%. GAAP diluted EPS was $0.54, which included a $475 million pre-tax non-cash goodwill impairment related to Best Buy Health; adjusted diluted EPS was $2.58 versus $2.72 a year earlier. The company states that the extra week in Q4 FY24 added approximately $735 million in revenue and approximately $0.30 of adjusted diluted EPS to the prior full year. For FY26, Best Buy guided to revenue of $41.4 billion to $42.2 billion, comparable sales of 0.0% to 2.0%, an enterprise adjusted operating income rate of 4.2% to 4.4%, and adjusted diluted EPS of $6.20 to $6.60. Guidance excludes the impact of recently implemented or proposed tariffs. For Q1 FY26, the company expects comparable sales to be slightly down year over year and an adjusted operating income rate of approximately 3.4%. The board approved a 1% increase in the regular quarterly dividend to $0.95 per share, payable April 15, 2025. For full-year FY25, the company returned $1.3 billion to shareholders through $807 million in dividends and $500 million in share repurchases, and expects to spend approximately $300 million on repurchases in FY26.

Mar 4, 2025 8-K

Best Buy 8-K Report, Financial Results (Nov 26, 2024)

Best Buy Co., Inc. reported results for the 13-week third quarter ended November 2, 2024 (Q3 FY25). Revenue was $9.45 billion, down from $9.76 billion in Q3 FY24, and enterprise comparable sales declined 2.9% versus a 6.9% decline a year earlier. GAAP diluted EPS rose to $1.26 from $1.21, while non-GAAP diluted EPS fell to $1.26 from $1.29. Non-GAAP operating income as a percentage of revenue was 3.7% versus 3.8%. Management said the second half of the quarter was softer than expected due to macro uncertainty, customers waiting for deals and sales events, and election-related distraction in non-essential categories, but said customer demand increased again in the first few weeks of Q4. The company lowered its FY25 revenue guidance to $41.1 billion to $41.5 billion (from $41.3 billion to $41.9 billion) and its comparable sales guidance to a decline of 3.5% to 2.5% (from a decline of 3.0% to 1.5%). Non-GAAP diluted EPS guidance narrowed to $6.10 to $6.25 from $6.10 to $6.35, and the non-GAAP operating income rate of 4.1% to 4.2% was unchanged. For Q4 FY25, the company expects comparable sales flat to down 3% and a non-GAAP operating income rate of 4.6% to 4.8%. Capital returns continued. The board authorized a regular quarterly dividend of $0.94 per share, payable January 7, 2025, to holders of record on December 17, 2024. Year to date, the company returned $892 million to shareholders, including $607 million in dividends and $285 million in share repurchases, and still expects to spend approximately $500 million on repurchases in FY25.

Nov 26, 2024 8-K

Best Buy 8-K Report, Financial Results (Aug 29, 2024)

Best Buy Co., Inc. reported results for its second quarter ended August 3, 2024 (Q2 FY25). Enterprise revenue was $9.288 billion, down from $9.583 billion a year earlier, and enterprise comparable sales declined 2.3% (versus a 6.2% decline in Q2 FY24). GAAP diluted EPS rose to $1.34 from $1.25, and non-GAAP diluted EPS was $1.34 versus $1.22. Gross profit was $2.186 billion, a gross profit rate of 23.5% versus 23.2% a year earlier. Operating income was $383 million (4.1% of revenue) on a GAAP basis, compared with $348 million (3.6%) a year earlier. Management raised its FY25 non-GAAP diluted EPS guidance to $6.10 to $6.35, from $5.75 to $6.20 previously. It narrowed the comparable sales outlook to a decline of 1.5% to 3.0%, from a decline of 3.0% to flat, and lowered the revenue range to $41.3 billion to $41.9 billion from $41.3 billion to $42.6 billion. For Q3 FY25, the company expects comparable sales to decline by approximately 1.0% and a non-GAAP operating income rate of approximately 3.7%. The filing notes FY25 has 52 weeks versus 53 in FY24, with the extra week estimated to have added approximately $735 million in revenue and approximately $0.30 of non-GAAP diluted EPS to FY24 results. Capital returns for the quarter totaled $301 million, including $203 million in dividends and $98 million in share repurchases. The board authorized a regular quarterly dividend of $0.94 per share, payable October 10, 2024, and the company expects to spend approximately $500 million on share repurchases in FY25. Cash and cash equivalents were $1.387 billion at quarter end.

Aug 29, 2024 8-K

Best Buy 8-K Report, Shareholder Vote Results (Jun 14, 2024)

Best Buy Co., Inc. held its Regular Meeting of Shareholders on June 12, 2024. As of the April 15, 2024 record date, 216,352,418 shares of common stock were issued and outstanding, and holders of 194,879,689 shares were represented in person or by proxy, which constituted a quorum. Shareholders elected all 12 director nominees to one-year terms, ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending February 1, 2025, and approved on a non-binding advisory basis the executive compensation of the company's named executives. The only proposal that was not approved was a shareholder proposal titled "Shareholder Opportunity to Vote on Excessive Golden Parachutes," which was rejected with 11,109,365 votes for and 165,910,794 votes against. The filing reports broker non-votes of 17,344,597 on the director, executive compensation and golden parachute items, and shows no broker non-votes on the auditor ratification. The filing directs readers to the company's Form 10-K for the fiscal year ended February 3, 2024, its Proxy Statement dated April 30, 2024, and its other public reports for further information. The vote results indicate broad shareholder support for management's slate and compensation program, with the golden parachute proposal failing by a wide margin.

Jun 14, 2024 8-K

Best Buy 8-K Report, Financial Results (May 30, 2024)

Best Buy Co., Inc. reported first-quarter results for the 13-week period ended May 4, 2024 (Q1 FY25). Revenue was $8.85 billion, down from $9.47 billion a year earlier, with enterprise comparable sales declining 6.1%. GAAP diluted EPS rose to $1.13 from $1.11, and non-GAAP diluted EPS rose to $1.20 from $1.15. Management described the quarter's profitability as better than expected, while noting that sales were slightly softer than its expectations amid a challenging macro environment for the category. The company reaffirmed its FY25 non-GAAP diluted EPS guidance range of $5.75 to $6.20, which the release labels unchanged. FY25 guidance also calls for revenue of $41.3 billion to $42.6 billion, comparable sales of (3.0%) to 0.0%, an enterprise non-GAAP operating income rate of 3.9% to 4.1%, and capital expenditures of approximately $750 million. For Q2 FY25, the company expects comparable sales to decline by approximately 3% and a non-GAAP operating income rate of approximately 3.5%. The CFO stated that the company is trending toward the midpoint of its comparable sales guidance. Profitability was supported by a higher Domestic gross profit rate of 23.4% versus 22.6%, driven by services and membership offerings, partly offset by lower product margins. International gross profit rate fell to 22.8% from 23.7%. The company incurred $15 million of restructuring charges tied to an enterprise-wide initiative and returned $252 million to shareholders in the quarter, including $202 million in dividends. The board authorized a regular quarterly dividend of $0.94 per share, payable July 11, 2024.

May 30, 2024 8-K

Best Buy 8-K Report, Executive Changes (Mar 7, 2024)

Best Buy Co., Inc. filed this Form 8-K on March 7, 2024 to report board leadership changes and the adoption of a new executive compensation policy. Director J. Patrick Doyle tendered a letter of resignation under the Company's director retirement policy, stating he will not stand for re-election and will leave the Board effective June 12, 2024, the date of the Regular Meeting of Shareholders. The Board accepted his resignation and stated that his decision was not the result of any disagreement with the Company or the Board. Doyle, who joined the Board in October 2014, has served as Board Chair since June 2020. The Board appointed David W. Kenny, a director since September 2013, as Board Chair effective June 12, 2024, and appointed David C. Kimbell as Compensation and Human Resources Committee Chair effective the same date. Separately, director Eugene A. Woods notified the Board that he will not stand for re-election at the Meeting, citing solely increased time commitments and no disagreement with the Company or Board. The Company also adopted a Policy Regarding Shareholder Ratification of Executive Officer Cash Severance Agreements on March 5, 2024. Under the policy, Best Buy will not enter into new employment or severance agreements with executive officers providing cash severance benefits exceeding 2.99 times the sum of the executive's base salary plus short-term incentive target without first seeking shareholder ratification. The policy is filed as Exhibit 10.1.

Mar 7, 2024 8-K

Best Buy 8-K Report, Financial Results (Feb 29, 2024)

Best Buy Co., Inc. (NYSE: BBY) reported results for its 14-week fourth quarter ended February 3, 2024 (Q4 FY24), compared with the 13-week Q4 FY23. Enterprise revenue was $14.65 billion, down from $14.74 billion, with enterprise comparable sales declining 4.8%. GAAP diluted EPS was $2.12 versus $2.23 a year earlier, and non-GAAP diluted EPS was $2.72 versus $2.61. For the full 53-week FY24, revenue was $43.45 billion, GAAP diluted EPS was $5.68, and non-GAAP diluted EPS was $6.37. The company said it delivered annual profitability at the high end of its original guidance range even though sales came in below that range. The company issued FY25 guidance calling for revenue of $41.3 billion to $42.6 billion, comparable sales of (3.0%) to 0.0%, and non-GAAP diluted EPS of $5.75 to $6.20. Management estimated the extra week in FY24 added approximately $735 million of revenue, about 15 basis points of non-GAAP operating income rate, and about $0.30 of non-GAAP diluted EPS. Q4 FY24 included $169 million of restructuring charges tied to an enterprise-wide initiative, with a further $10 million to $30 million expected in FY25. Best Buy also announced a 2% increase in its regular quarterly dividend to $0.94 per share, payable April 11, 2024. The company returned $1.1 billion to shareholders in FY24 through $801 million of dividends and $340 million of share repurchases. The earnings release itself is furnished as Exhibit 99 under Item 2.02 and is not deemed filed for Section 18 purposes.

Feb 29, 2024 8-K/A

Best Buy 8-K/A Report, Executive Changes (Dec 13, 2023)

Best Buy Co., Inc. (BBY) filed this Current Report on Form 8-K on December 13, 2023 as an amendment to its Original 8-K filed March 30, 2023. That earlier filing, made under Item 5.02(d), disclosed that the Board of Directors elected Sima D. Sistani as a director effective March 28, 2023, but committee assignments had not yet been determined at that time. This filing supplies the missing committee information. On December 8, 2023, the Board appointed Ms. Sistani to its Compensation and Human Resources Committee, effective that same date. The filing does not report any financial results, operating metrics, or changes to the company's financial position. For investors, this is a governance update with limited financial significance. It confirms board committee composition and the company's compliance with disclosure requirements for director appointments.

Dec 13, 2023 8-K

Best Buy 8-K Report, Financial Results (Nov 21, 2023)

Best Buy Co., Inc. (NYSE: BBY) reported third-quarter fiscal 2024 results for the 13-week period ended October 28, 2023, with enterprise revenue of $9,756 million (versus $10,587 million a year earlier) and enterprise comparable sales declining 6.9%. GAAP diluted EPS was $1.21 compared with $1.22 last year, and non-GAAP diluted EPS was $1.29 compared with $1.38. Management said results were better than expected on profitability but slightly softer than expected on revenue, and noted that consumer demand had become more uneven and difficult to predict in the more recent macro environment. Based on Q3 sales trends and sales so far in November, the company lowered its annual revenue outlook to $43.1 billion to $43.7 billion, from prior guidance of $43.8 billion to $44.5 billion. It narrowed its comparable sales decline guidance to 6.0% to 7.5% (from 4.5% to 6.0%) and lowered non-GAAP diluted EPS guidance to $6.00 to $6.30 (from $6.00 to $6.40). The midpoint of non-GAAP EPS guidance is slightly higher than the original guidance, and the fiscal 2024 outlook includes a 53rd week expected to add approximately $700 million of fourth-quarter revenue. The board declared a regular quarterly dividend of $0.92 per share, payable January 2, 2024, to holders of record on December 12, 2023. Year to date, the company has returned $873 million to shareholders through $603 million of dividends and $270 million of share repurchases. The filing furnishes the November 21, 2023 earnings news release as Exhibit 99.

Nov 21, 2023 8-K/A

Best Buy 8-K/A Report, Executive Changes (Sep 12, 2023)

Best Buy Co., Inc. (BBY) filed this Current Report on Form 8-K on September 12, 2023 to update a prior disclosure under Item 5.02. The filing amends the company's August 1, 2023 Form 8-K, which reported that David C. Kimbell had been elected to the Board of Directors effective July 28, 2023, and noted that his committee assignments had not yet been determined. The update states that on September 7, 2023, the Board appointed Mr. Kimbell to two committees: the Compensation and Human Resources Committee and the Finance and Investment Policy Committee. These committee appointments became effective September 7, 2023. The filing contains no financial results, dollar figures, or operational metrics. For investors, this is a governance update with limited financial impact. It shows the Board has completed its initial onboarding of a new director by placing him on committees that oversee executive compensation and financial investment policy.

Sep 12, 2023 8-K

Best Buy 8-K Report, Financial Results (Aug 29, 2023)

Best Buy Co., Inc. reported second-quarter fiscal 2024 results for the 13 weeks ended July 29, 2023. Revenue was $9.58 billion, down from $10.33 billion a year earlier, and the enterprise comparable sales decline was 6.2%. GAAP diluted EPS was $1.25 versus $1.35 last year, and non-GAAP diluted EPS was $1.22 versus $1.54. CEO Corie Barry said results were at the high end of the outlook shared in May and that profitability was better than expectations. She also said the company expects this year to be the low point in tech demand after two years of sales declines. The company narrowed its full-year FY24 guidance. Revenue is now expected at $43.8 billion to $44.5 billion, down from a prior range of $43.8 billion to $45.2 billion, with the high end lowered to the previous midpoint. The comparable sales decline outlook is 4.5% to 6.0%, compared with prior guidance of a 3.0% to 6.0% decline. Non-GAAP diluted EPS guidance is $6.00 to $6.40, up from the prior $5.70 to $6.50 range at the low end and narrowed around the midpoint. The enterprise non-GAAP operating income rate outlook is 3.9% to 4.1%, versus 3.7% to 4.1% previously. For the third quarter, the company expects comparable sales slightly better than the 6.2% decline reported for Q2 and a non-GAAP operating income rate of approximately 3.4%. The domestic segment's gross profit rate rose to 23.1% from 22.0%, driven by product margins and improved membership and Health performance, while the international segment's operating income fell to $19 million from $28 million. The board authorized a regular quarterly dividend of $0.92 per share, payable October 10, 2023, to shareholders of record on September 19, 2023. The filing furnishes the earnings press release as Exhibit 99 under Item 2.02.

Aug 29, 2023 8-K

Best Buy 8-K Report, Executive Changes (Aug 1, 2023)

Best Buy Co., Inc. filed this Form 8-K to report that its Board of Directors elected David C. Kimbell as a director, effective immediately, on July 28, 2023. Mr. Kimbell is currently Chief Executive Officer and a director of Ulta Beauty, Inc., and previously served as president of Ulta Beauty. The filing states he has over 25 years of operational and leadership experience in retail and consumer-driven businesses, including roles at U.S. Cellular Corporation, Seventh Generation, Inc., PepsiCo's Quaker Food Division and the beauty division of The Procter & Gamble Company. Mr. Kimbell will be compensated under the registrant's standard Board compensation policies, as described in the Director Compensation section of the 2023 Proxy Statement filed May 2, 2023. He will be appointed to a Board committee at a later date, to be disclosed in a separate Form 8-K, and is expected to stand for election at the 2024 Regular Meeting of Shareholders. The filing states there are no arrangements or understandings tied to his appointment and no reportable related-party transactions under Item 404(a) of Regulation S-K. The filing also furnishes a news release dated August 1, 2023 (Exhibit 99.1) announcing the appointment, in which CEO Corie Barry welcomes Mr. Kimbell to the Board. The filing contains no financial results or operating metrics.

Aug 1, 2023 8-K

Best Buy 8-K Report, Shareholder Vote Results (Jun 16, 2023)

Best Buy Co., Inc. filed this Current Report on Form 8-K to disclose the results of its Regular Meeting of Shareholders, held on June 14, 2023. The record date was April 17, 2023, when 218,666,780 shares of common stock were issued and outstanding. Holders of 194,467,928 shares were represented in person or by proxy, which constituted a quorum. Shareholders elected all twelve director nominees to one-year terms. Each nominee received substantially more votes "For" than "Against" or "Abstain," and each received 16,867,408 broker non-votes. Shareholders also ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending February 3, 2024, with 191,797,799 votes for, 2,474,266 against, and 195,863 abstentions. In the non-binding advisory vote on executive compensation, shareholders approved the proposal with 164,203,291 votes for and 13,149,141 against. On the frequency of future say-on-pay votes, 173,600,458 votes favored holding the vote every year, compared with 218,167 for two years and 3,597,453 for three years. Based on this result, the Board of Directors determined that non-binding executive compensation votes will be submitted annually until the next frequency vote or until the Board sets a different frequency.

Jun 16, 2023 8-K

Best Buy 8-K Report, Financial Results (May 25, 2023)

Best Buy Co., Inc. (NYSE: BBY) reported results for its first quarter of fiscal 2024, the 13 weeks ended April 29, 2023. Enterprise revenue was $9.47 billion versus $10.65 billion a year earlier, enterprise comparable sales declined 10.1%, GAAP diluted EPS was $1.11 versus $1.49, and non-GAAP diluted EPS was $1.15 versus $1.57. Management said Q1 sales were in line with its March expectations and profitability was better than expected. GAAP operating income was 3.3% of revenue versus 4.3% a year earlier. FY24 guidance was maintained. Management expects revenue of $43.8 billion to $45.2 billion, comparable sales declines of 3.0% to 6.0%, an enterprise non-GAAP operating income rate of 3.7% to 4.1%, and non-GAAP diluted EPS of $5.70 to $6.50. For Q2, comparable sales are expected to decline 6% to 8%, with a non-GAAP operating income rate of about 3% or slightly higher. The CFO said sales are tracking closer to the midpoint of the annual comparable sales guidance. The guidance includes a 53rd week expected to add about $700 million of revenue to Q4 FY24. Cash and cash equivalents were $1.03 billion at quarter end, and inventories were $5.22 billion, down from $6.26 billion a year earlier. In the quarter the company returned $281 million to shareholders through dividends of $202 million and share repurchases of $79 million. The board declared a regular quarterly dividend of $0.92 per share, payable July 6, 2023, to holders of record on June 15, 2023.

May 25, 2023 8-K

Material AgreementsExhibits & Filings

Best Buy 8-K Report, Executive Changes (Apr 27, 2023)

Best Buy Co., Inc. (BBY) filed this Current Report on Form 8-K under Item 5.02 to disclose a board change. On April 24, 2023, director Thomas L. Millner tendered a letter to the Board stating his intent to retire from the Board and not stand for re-election, effective at the end of his term on June 14, 2023, the date of the Company's Regular Meeting of Shareholders. The filing states that the tender was made in accordance with the director retirement policy in the Company's Corporate Governance Principles, which require a non-executive director to tender a resignation letter at the expiration of their term five years after ceasing to pursue the primary career they had when first appointed. The Board accepted the tender. Mr. Millner has served as a director since January 2014. He chairs the Audit Committee and is a member of the Nominating, Corporate Governance and Public Policy Committee. The Board has appointed Mario J. Marte, a current Audit Committee member, as Audit Committee Chair effective upon Mr. Millner's retirement, so the filing provides for continuity in audit committee leadership. Mr. Millner did not indicate any disagreements with the Company or the Board in connection with his retirement. For investors, this is a routine governance event with no reported financial impact. The filing contains no financial results, guidance, or compensation figures. Its main significance is the planned change in Audit Committee leadership at the June 14, 2023 shareholder meeting.

Apr 27, 2023 8-K

Best Buy 8-K Report, Material Agreement (Apr 13, 2023)

Best Buy Co., Inc. entered into a new $1.25 billion five-year senior unsecured revolving credit facility on April 12, 2023, with JPMorgan Chase Bank, N.A. as administrative agent and a syndicate of banks. The Five-Year Facility Agreement replaces the previous $1.25 billion senior unsecured revolving credit facility dated May 18, 2021, which was scheduled to expire in May 2026 and was terminated on April 12, 2023. The new facility terminates in April 2028, and no amounts are currently outstanding under it. The new facility contains substantially the same terms as the previous one, with the primary exception being the adoption of Term SOFR as a pricing benchmark. Borrowing costs are variable: the Term SOFR Margin ranges from 0.680% to 1.100%, the ABR Margin from 0.000% to 0.100%, and the facility fee from 0.070% to 0.150%, with each based on the registrant's current senior unsecured debt rating. The facility is guaranteed by certain specified subsidiaries and includes customary covenants, including restrictions on liens, asset dispositions, mergers, and affiliate transactions, as well as a maximum quarterly cash flow leverage ratio. For investors, the filing signals that Best Buy has maintained committed liquidity through a refinancing on terms largely unchanged from the prior facility, extending the maturity by about two years. The filing also notes that some lenders and their affiliates have other banking relationships with the company, including cash management, loans, foreign exchange, letters of credit, investment banking, and trust services.

Apr 13, 2023 8-K

Earnings & ResultsOther EventsExhibits & Filings

Best Buy 8-K Report, Executive Changes (Mar 30, 2023)

Best Buy Co., Inc. (NYSE: BBY) reported on Form 8-K that its Board of Directors elected two new directors, Sima D. Sistani and Melinda D. Whittington, effective immediately on March 28, 2023. Ms. Sistani is Chief Executive Officer and a director of WW International, Inc., and brings more than twenty years of experience in media and technology. Ms. Whittington is Chief Executive Officer and a director of La-Z-Boy Incorporated and has over thirty years of financial experience, including prior roles at Allscripts Healthcare Solutions, Kraft Foods Group, and The Procter & Gamble Company. The Board appointed Ms. Sistani to its Nominating, Corporate Governance and Public Policy Committee and Ms. Whittington to its Audit Committee and Finance and Investment Policy Committee. Both will be compensated under the company's standard director compensation policies, and both are expected to stand for election at the 2023 Regular Meeting of Shareholders. The filing states there are no arrangements or reportable related-party transactions involving either director. The appointments were announced in a news release dated March 30, 2023, furnished as Exhibit 99.1. In that release, CEO Corie Barry said the new directors bring experience across technology, finance, manufacturing, health and retailing that aligns with where the company's customers and business are headed.

Mar 30, 2023 8-K

Best Buy 8-K Report, Financial Results (Mar 2, 2023)

Best Buy Co., Inc. reported fourth-quarter fiscal 2023 results for the 13 weeks ended January 28, 2023, with revenue of $14.74 billion, down from $16.37 billion a year earlier, and GAAP diluted EPS of $2.23 versus $2.62. Enterprise comparable sales declined 9.3% in the quarter and 9.9% for the full year. Non-GAAP diluted EPS was $2.61 versus $2.73 in the prior-year quarter. For the full fiscal year, GAAP diluted EPS fell to $6.29 from $9.84, and non-GAAP diluted EPS fell to $7.08 from $10.01. GAAP operating income for the year was $1.80 billion, compared with $3.04 billion, and the GAAP operating margin was 3.9% versus 5.9%. The company recorded $86 million of restructuring costs in Q4 and $147 million for the full year, tied to an enterprise-wide restructuring initiative begun in Q2 FY23. Management guided fiscal 2024, a 53-week year, to revenue of $43.8 billion to $45.2 billion and comparable sales declines of 3.0% to 6.0%. The company expects non-GAAP diluted EPS of $5.70 to $6.50, an enterprise non-GAAP operating income rate of 3.7% to 4.1%, and capital expenditures of approximately $850 million. CEO Corie Barry said the macro and industry backdrop will remain pressured in FY24. CFO Matt Bilunas said the company expects gross profit rate expansion of approximately 40 to 70 basis points. Capital returns remained significant. In Q4 the company returned $743 million to shareholders through $549 million of share repurchases and $194 million of dividends. For the full year it returned $1.8 billion, including $1.0 billion of repurchases and $789 million of dividends. The board approved a 5% increase in the regular quarterly dividend to $0.92 per share, payable April 13, 2023, to holders of record on March 23, 2023.

Mar 2, 2023 8-K

Best Buy 8-K Report, Financial Results (Nov 22, 2022)

Best Buy Co., Inc. (NYSE: BBY) reported results for its third quarter of fiscal 2023, the 13 weeks ended October 29, 2022, in a news release furnished under Item 2.02. Enterprise revenue was $10.59 billion, down from $11.91 billion a year earlier, with enterprise comparable sales declining 10.4%. GAAP diluted EPS was $1.22 versus $2.00 last year, and non-GAAP diluted EPS was $1.38 versus $2.08. GAAP operating income was 3.4% of revenue versus 5.6% in the prior-year quarter, and non-GAAP operating income was 3.9% versus 5.8%. Management updated its FY23 outlook to reflect better-than-expected Q3 results while keeping Q4 expectations unchanged. The company now expects comparable sales to decline approximately 10% and a non-GAAP operating income rate slightly higher than 4.0%. Best Buy resumed share repurchases in November after pausing during Q2 and now expects to spend approximately $1 billion on repurchases this year. Year-to-date, the company has returned $1.06 billion to shareholders through dividends of $595 million and repurchases of $465 million. Profitability pressure was broad-based. The domestic gross profit rate fell to 21.9% from 23.4%, reflecting lower product and services margins, promotions, and higher supply chain costs, partly offset by higher credit card profit-sharing revenue. Merchandise inventories declined 14.7% year over year to $7.3 billion. The company recorded $26 million of restructuring costs tied to an enterprise-wide initiative that it expects to add to through the rest of the fiscal year. The board also declared a regular quarterly dividend of $0.88 per share, payable January 3, 2023.

Nov 22, 2022 8-K

Regulation FDExhibits & Filings

Best Buy 8-K Report, Financial Results (Aug 30, 2022)

Best Buy Co., Inc. reported second-quarter fiscal 2023 results for the 13-week period ended July 30, 2022, with revenue of $10.33 billion, down from $11.85 billion a year earlier. Enterprise comparable sales declined 12.1%, against 19.6% growth in Q2 FY22. GAAP diluted EPS was $1.35 versus $2.90 last year, and non-GAAP diluted EPS was $1.54 versus $2.98. GAAP operating income was 3.6% of revenue, compared with 6.7% a year earlier, and non-GAAP operating income was 4.1% of revenue, compared with 6.9%. Management said the company is operating in an uneven sales environment and pointed to softer consumer electronics demand, a more challenged macroeconomic backdrop, and additional pressure on the industry. For FY23, management's planning assumptions call for a comparable sales decline in a range around 11% and a non-GAAP operating income rate of approximately 4%, consistent with its late-July update. For Q3 FY23, the company expects comparable sales to decline slightly more than the 12.1% decline in Q2, and a year-over-year decline in its non-GAAP operating income rate similar to or slightly more than Q2. The company incurred $34 million of restructuring charges in Q2 FY23 from a newly commenced enterprise-wide restructuring initiative and expects additional charges through the rest of FY23. It paused share repurchases during the quarter, returning $208 million to shareholders in Q2 through $10 million of buybacks and $198 million of dividends. The board authorized a regular quarterly dividend of $0.88 per share, payable October 11, 2022.

Aug 30, 2022 8-K

Best Buy 8-K Report, Regulation FD Disclosure (Jul 27, 2022)

Best Buy Co., Inc. (NYSE: BBY) issued a news release on July 27, 2022, furnished as Exhibit 99 to this Form 8-K, updating investors on its second-quarter performance and fiscal 2023 outlook. The company said Q2 FY23 comparable sales are expected to decline approximately 13%, with revenue approximately 7.5% higher than pre-pandemic Q2 FY20, compared with 19.6% comparable sales growth in Q2 FY22. Its Q2 non-GAAP operating income rate is expected to be in a range around 3.7%, and Q2 ending inventory is expected to be approximately flat to the same period last year. The results are estimates that have not yet been finalized or reviewed by the independent auditor. For fiscal 2023, management now plans for a comparable sales decline in a range around 11% and a non-GAAP operating income rate of approximately 4%. This compares with prior guidance of a comparable sales decline of 3% to 6% and a non-GAAP operating income rate of 5.2% to 5.4%. The CFO attributed the lower margin outlook mainly to SG&A deleverage on reduced sales, and to a lesser degree to gross profit rate pressure from increased promotional activity in the consumer electronics industry. The CEO cited high inflation and deteriorating consumer sentiment as reasons demand has softened further. Capital allocation changed in the update: the quarterly dividend of $0.88 per share is maintained, but share repurchases have been paused. The company said it will provide further business updates with its Q2 FY23 results on August 30, 2022, and will continue to assess further actions to manage profitability.

Jul 27, 2022 8-K

Shareholder MattersExhibits & Filings

Best Buy 8-K Report, Shareholder Vote Results (Jun 13, 2022)

Best Buy Co., Inc. filed this Current Report on Form 8-K to report the results of its Regular Meeting of Shareholders, held June 9, 2022. The record date was April 11, 2022, when 224,967,724 shares of common stock were issued and outstanding. Holders of 199,241,014 shares were represented in person or by proxy, which constituted a quorum. Shareholders voted on three matters. All eleven director nominees were elected to one-year terms, with each nominee receiving 177.6 million or more votes for. Shareholders also ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending January 28, 2023, with 196,047,033 votes for and 3,046,865 against. In a non-binding advisory vote, shareholders approved executive compensation, with 171,648,247 votes for, 11,456,831 against, and 285,161 abstaining. The filing directs readers to the company's Form 10-K for the fiscal year ended January 29, 2022, and its Proxy Statement dated April 27, 2022, for additional information. The only exhibit listed is the Cover Page Interactive Data File embedded within the Inline XBRL document.

Jun 13, 2022 8-K

Earnings & ResultsRegulation FDExhibits & Filings

Best Buy 8-K Report, Financial Results (May 24, 2022)

Best Buy Co., Inc. reported first-quarter fiscal 2023 results for the 13-week period ended April 30, 2022, with revenue of $10.65 billion, down from $11.64 billion a year earlier. Enterprise comparable sales decreased 8.0% compared with 37.2% growth in Q1 FY22. GAAP diluted EPS was $1.49 versus $2.32, and non-GAAP diluted EPS was $1.57 versus $2.23. GAAP operating income as a percentage of revenue fell to 4.3% from 6.6%, while non-GAAP operating income as a percentage of revenue was 4.6% versus 6.4%. Management attributed the results largely to lapping stimulus and government support, a softer consumer electronics cycle, increased promotional activity and higher supply chain expenses, and said macro conditions worsened after its March guidance. The company revised its FY23 outlook downward. Revenue guidance is now $48.3 billion to $49.9 billion, versus the prior $49.3 billion to $50.8 billion. Comparable sales are now expected to decline 3.0% to 6.0%, versus the prior decline of 1.0% to 4.0%. Non-GAAP diluted EPS guidance is $8.40 to $9.00, down from $8.85 to $9.15. The enterprise non-GAAP operating income rate outlook is approximately 5.2% to 5.4%, versus approximately 5.4% previously. Management expects Q2 comparable sales and the year-over-year decline in the non-GAAP operating income rate to be very similar to Q1. Share repurchases of approximately $1.5 billion were left unchanged. Best Buy returned $654 million to shareholders in the quarter through $455 million of share repurchases and $199 million of dividends. The board declared a regular quarterly dividend of $0.88 per share, payable July 5, 2022, to holders of record as of June 14, 2022. Cash and cash equivalents were $640 million at quarter end, compared with $4.28 billion a year earlier, and operating cash flow was negative $1.38 billion.

May 24, 2022 8-K

Best Buy 8-K Report, Financial Results (Mar 3, 2022)

Best Buy Co., Inc. reported fourth-quarter fiscal 2022 results for the 13 weeks ended January 29, 2022, with revenue of $16.4 billion, down from $16.9 billion a year earlier. Enterprise comparable sales decreased 2.3% in Q4 versus 12.6% growth in Q4 FY21, and management attributed the shortfall to more constrained inventory than expected, temporary reduced store hours in January due to Omicron-related staffing challenges, and deliberate investments in its new Totaltech membership program, technology and Best Buy Health. GAAP diluted EPS was $2.62 versus $3.10, and non-GAAP diluted EPS was $2.73 versus $3.48. For full-year FY22, revenue was $51.8 billion, GAAP diluted EPS rose to $9.84 from $6.84, and non-GAAP diluted EPS was $10.01 versus $7.91. Looking ahead, the company guided FY23 revenue of $49.3 billion to $50.8 billion, comparable sales decline of 1.0% to 4.0%, and non-GAAP diluted EPS of $8.85 to $9.15, citing short-term industry decline and investment in Totaltech. It set FY25 targets of enterprise revenue of $53.5 billion to $56.5 billion and a non-GAAP operating income rate of 6.3% to 6.8%. Capital returns were also raised: the quarterly dividend increased 26% to $0.88 per share, planned FY23 share repurchases are approximately $1.5 billion, and the board approved a new $5.0 billion repurchase authorization. The company returned $4.2 billion to shareholders in FY22 through $3.5 billion of share repurchases and $688 million of dividends, and free cash flow for FY22 was $2.5 billion, down from $4.2 billion. Cash and cash equivalents fell to $2.9 billion from $5.5 billion at year-end FY21. The filing furnishes the earnings release under Item 2.02 and announces a combined earnings and investor update webcast on March 3, 2022.

Mar 3, 2022 8-K

Other EventsExhibits & Filings

Best Buy 8-K Report, Financial Results (Nov 23, 2021)

Best Buy Co., Inc. (NYSE: BBY) reported results for its third quarter of fiscal 2022, the 13-week period ended October 30, 2021, in a news release furnished as Exhibit 99. Enterprise revenue was $11.91 billion, up from $11.85 billion a year earlier, and enterprise comparable sales rose 1.6%. Domestic comparable sales increased 2.0% on top of 22.6% growth last year, while domestic comparable online sales declined 10.1%. GAAP diluted EPS rose 35% to $2.00 from $1.48, and non-GAAP diluted EPS was $2.08 compared with $2.06 a year earlier. GAAP operating income as a percentage of revenue was 5.6%, versus 4.7% a year earlier, and non-GAAP operating income as a percentage of revenue was 5.8%, versus 6.1%. The company raised its full-year FY22 outlook. Revenue is now expected to be $51.8 billion to $52.3 billion, up from a prior outlook of $51.0 billion to $52.0 billion. Enterprise comparable sales growth is now expected at 10.5% to 11.5%, up from 9% to 11%. Share repurchases of more than $2.5 billion are unchanged. For the fourth quarter, the company guided to revenue of $16.4 billion to $16.9 billion and comparable sales growth of -2.0% to +1.0%, and cited continued investments in its new membership program, technology, advertising and health strategy. Best Buy returned $577 million to shareholders in the quarter through $405 million of share repurchases and $172 million of dividends. Year to date, it has returned $2.25 billion, including $1.73 billion of repurchases. The board authorized a regular quarterly dividend of $0.70 per share, payable January 4, 2022, to holders of record on December 14, 2021.

Nov 23, 2021 8-K

Best Buy 8-K Report, Corporate Update (Oct 12, 2021)

Best Buy Co., Inc. (BBY) disclosed in this Form 8-K, filed October 12, 2021, that on October 10, 2021 it entered into an agreement to acquire Current Health Ltd., a care-at-home technology platform that combines remote patient monitoring, telehealth, and patient engagement into a single solution for healthcare organizations. Current Health Ltd. is headquartered in Edinburgh, United Kingdom. The transaction is subject to regulatory approval and customary closing conditions and is expected to close by the end of the Company's fiscal 2022 fourth quarter. The acquisition will be financed with cash. The Company states that the acquisition is not expected to affect its previously communicated plan to spend more than $2.5 billion on share repurchases during fiscal 2022. The filing furnishes only a cover page interactive data file as an exhibit.

Oct 12, 2021 8-K

Shareholder MattersExhibits & Filings

Best Buy 8-K Report, Financial Results (Aug 24, 2021)

Best Buy Co., Inc. reported results for the second quarter ended July 31, 2021 (Q2 FY22), describing them as record second-quarter results. Revenue was $11.85 billion versus $9.91 billion a year earlier, and enterprise comparable sales rose 19.6%. GAAP diluted EPS was $2.90, up from $1.65, and non-GAAP diluted EPS was $2.98 versus $1.71. The company said the year-over-year EPS comparison was helped by a $0.47 benefit from a lower effective tax rate, which the release states is primarily due to a non-cash benefit from the resolution of certain discrete tax matters. Management attributed the comparable sales growth partly to lapping a prior-year quarter in which stores were limited to curbside service or in-store appointments for roughly half the quarter. The company raised its full-year FY22 outlook. Enterprise comparable sales growth is now expected at 9% to 11%, up from the prior 3% to 6%, and enterprise revenue is expected at $51.0 billion to $52.0 billion. Share repurchases are now expected to exceed $2.5 billion. For the second half of FY22, management expects comparable sales to be flat to down 3% versus last year. For Q3 FY22, the company guided to enterprise revenue of $11.4 billion to $11.6 billion and a comparable sales decline of 1% to 3%. Capital returns were active in the quarter: Best Buy returned $571 million to shareholders in Q2 through $396 million of share repurchases and $175 million of dividends. The board authorized a regular quarterly dividend of $0.70 per share, payable October 5, 2021, to holders of record on September 14, 2021. Domestic online revenue fell 28.1% on a comparable basis, and online's share of Domestic revenue dropped to approximately 31.7% from 53.1%.

Aug 24, 2021 8-K

Best Buy 8-K Report, Shareholder Vote Results (Jun 22, 2021)

Best Buy Co., Inc. filed this Current Report on Form 8-K to report the results of its Regular Meeting of Shareholders, held June 16, 2021. As of the April 19, 2021 record date, 250,398,562 shares of common stock were issued and outstanding, and holders of 224,571,324 shares were represented in person or by proxy, which constituted a quorum. Shareholders elected all twelve director nominees to one-year terms. Each nominee received substantially more votes "For" than "Against" or "Abstain." Shareholders also ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending January 29, 2022, and approved, on a non-binding advisory basis, the company's executive compensation. A shareholder proposal titled "Right to Act by Written Consent" was rejected, with 54,458,618 votes for, 153,781,927 against, 839,545 abstentions, and 15,491,234 broker non-votes. The filing directs readers to the Form 10-K for the fiscal year ended January 30, 2021, and the proxy statement dated May 5, 2021, for additional information.

Jun 22, 2021 8-K

Material AgreementsExhibits & Filings

Best Buy 8-K Report, Financial Results (May 27, 2021)

Best Buy Co., Inc. (NYSE: BBY) furnished a news release on May 27, 2021 reporting results for the first quarter of fiscal 2022, the 13 weeks ended May 1, 2021. Revenue rose to $11.64 billion from $8.56 billion, enterprise comparable sales increased 37.2%, GAAP diluted EPS was $2.32 versus $0.61, and non-GAAP diluted EPS was $2.23 versus $0.67. GAAP operating income was $769 million, or 6.6% of revenue, compared with $229 million, or 2.7%, a year earlier. The Domestic segment drove the results, with revenue of $10.84 billion and comparable sales growth of 37.9%, while International revenue was $796 million with comparable sales growth of 27.8%. A net restructuring credit of $42 million also contributed to the quarter. Management raised its FY22 enterprise comparable sales growth outlook to 3% to 6%, from a prior range of (-2%) to 1%. It also raised its expected share repurchases to approximately $2.5 billion from at least $2.0 billion, and kept capital expenditures at $750 million to $850 million. Management said it was leaving back-half sales assumptions unchanged because of uncertainty about how shopping behavior will shift as customers resume activities such as eating out and traveling. For Q2 FY22, the company expects enterprise comparable sales growth of approximately 17%. Capital returns were active in the quarter. Best Buy repurchased $927 million of stock and paid $175 million in dividends, and its board authorized a regular quarterly dividend of $0.70 per share, payable July 8, 2021, to holders of record on June 17, 2021. Cash and cash equivalents stood at $4.28 billion at quarter end, and the company exited its Mexico operations, which lowered International SG&A.

May 27, 2021 8-K

Best Buy 8-K Report, Material Agreement (May 20, 2021)

On May 18, 2021, Best Buy Co., Inc. entered into a $1.25 billion five-year senior unsecured revolving credit facility (the "Five-Year Facility Agreement") with JPMorgan Chase Bank, N.A. as administrative agent and a syndicate of lenders. The new facility replaces the previous $1.25 billion senior unsecured revolving credit facility, which was scheduled to expire in April 2023 and was terminated on May 18, 2021. The Five-Year Facility Agreement matures in May 2026, and no amounts are currently outstanding under it. The new agreement contains substantially the same terms as the previous facility, with two changes: the quarterly interest coverage ratio covenant has been removed, and certain other covenant exceptions have been adjusted. The facility is guaranteed by certain specified subsidiaries and includes customary affirmative and negative covenants, a maximum quarterly cash flow leverage ratio requirement, and standard default provisions. Borrowing costs are variable and tied to the company's senior unsecured debt rating, with LIBOR margins ranging from 0.805% to 1.225%, ABR margins from 0.00% to 0.225%, and facility fees from 0.070% to 0.150%. For investors, the filing shows Best Buy maintaining committed liquidity through a refinancing that extends the revolver's maturity and removes the interest coverage covenant. Some lenders and their affiliates also have other banking relationships with the company, including cash management, loans, foreign exchange, letters of credit, and investment banking services. The full terms are set out in Exhibit 10.1, the Five-Year Credit Agreement.

May 20, 2021 8-K

Best Buy 8-K Report, Executive Changes (Apr 29, 2021)

Best Buy Co., Inc. announced on April 29, 2021 that Mike Mohan will step down as the Company's President and Chief Operating Officer, effective July 1, 2021 (the Departure Date). The Company does not currently intend to fill the President and Chief Operating Officer position; his responsibilities will instead be allocated to other members of the executive leadership team. Under the filing, Mr. Mohan will receive separation benefits under the registrant's ERISA plan consistent with other officers at his level, subject to his execution of a release agreement that includes provisions addressing non-competition, confidentiality, and related matters. In lieu of any other long-term or short-term incentive compensation for fiscal 2022, the Company has agreed to pay him a one-time cash payment of $1,000,000, to be paid on or after the Departure Date, conditioned on his retaining services through July 1, 2021. The filing also furnishes the Cover Page Interactive Data File (Inline XBRL) as its only exhibit. For investors, the principal items are the executive departure, the decision not to backfill the role, and the retention-linked payment.

Apr 29, 2021 8-K

Best Buy 8-K Report, Executive Changes (Mar 17, 2021)

On March 17, 2021, Best Buy Co., Inc. disclosed under Item 5.02 that Whit Alexander will step down as Chief Strategy Officer effective March 18, 2021. Mr. Alexander will remain employed with the company through June 1, 2021, in an advisory capacity to support the transition of his responsibilities to other members of the executive leadership team. Upon his departure, Mr. Alexander will receive standard severance benefits under the registrant's ERISA plan. The filing does not describe any financial results, guidance, or changes to other executive roles. The filing is a limited leadership-transition notice. Its main investor relevance is the orderly handoff of strategy responsibilities over a roughly two-and-a-half-month advisory period, with no financial impact stated in the filing.

Mar 17, 2021 8-K/A

Best Buy 8-K/A Report, Executive Changes (Mar 17, 2021)

Best Buy Co., Inc. filed this Current Report on Form 8-K under Item 5.02 to disclose committee assignments for two newly elected directors. On March 17, 2021, the Board appointed Mario J. Marte to its Audit Committee and its Nominating, Corporate Governance and Public Policy Committee, and appointed Steven E. Rendle to its Audit Committee and its Finance and Investment Policy Committee. Both appointments are effective March 18, 2021. The filing clarifies the sequence of director elections. The Company previously reported Mr. Marte's election as a director, effective January 7, 2021, in a Form 8-K filed January 8, 2021. It previously reported Mr. Rendle's election as a director, effective March 18, 2021, in a Form 8-K filed March 2, 2021. Committee assignments for both directors were not yet determined when those earlier reports were filed. The filing does not report financial results, changes to executive compensation, or other operating developments. Its only exhibit is the Cover Page Interactive Data File, which is embedded within the Inline XBRL document.

Mar 17, 2021 8-K