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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

MARCH 14, 2025
Date of Report (date of earliest event reported)
Beyond, Inc.
(Exact name of Registrant as specified in its charter)
Delaware000-4185087-0634302
(State or other jurisdiction of(Commission File Number)(I.R.S. Employer
incorporation or organization)Identification Number)

433 W. Ascension Way, 3rd Floor
Murray, Utah 84123
(Address of principal executive offices)
 
(801) 947-3100
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.0001 par value per shareBYONNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On March 14, 2025, the Board of Directors (the “Board”) of Beyond, Inc. (the “Company”) appointed Debra G. Perelman as a member of the Board, effective immediately. Ms. Perelman’s term will expire at the Company’s annual meeting of stockholders to be held in 2025 or until her earlier death, resignation, or removal.

As a director of the Company, Ms. Perelman will participate in the same compensation program as the other non-employee members of the Board, as described under “Compensation of Directors” in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 28, 2024. Pursuant to this compensation program, on March 14, 2024, Ms. Perelman was granted 5,301 restricted stock units, representing the annual award of restricted stock units to non-employee directors, prorated to reflect a partial year of service. Ms. Perelman will also be entitled to receive an annual cash retainer of $75,000 to be paid on a quarterly basis for her service as director. At each annual stockholder meeting (beginning with the annual meeting of stockholders to be held in 2025), Ms. Perelman will be entitled to receive an annual award of restricted stock units with an aggregate value on the date of grant of approximately $165,000.

The Company and Ms. Perelman intend to enter into the Company’s standard form of indemnification agreement.

There are no transactions between the Company and Ms. Perelman that would be required to be reported under Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD

On March 17, 2025, the Company issued a press release regarding Ms. Perelman’s appointment to the Board. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference to this Item 7.01.

A copy of the press release is furnished with this report as Exhibit 99.1. The information in this Current Report on Form 8-K and in Exhibit 99.1 is furnished herewith and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into any filing under the Securities Act of 1933, as amended, except as may expressly be set forth in any such filing by specific reference.

Cautionary Note Regarding Forward-Looking Statements

This Current Report on Form 8-K and corresponding Exhibits contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements include all statements other than statements of historical fact, including but not limited to statements regarding the new appointment, consequences thereof, related compensation and indemnification, and the timing of any of the foregoing. Actual results could differ materially for a variety of known and unknown risks, uncertainties, and other important factors including but not limited to those included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 25, 2025, and in our subsequent filings with the SEC.
2


Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.
Description of Exhibit
Press Release, dated March 17, 2025
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)

*Furnished
3

SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
BEYOND, INC.
By:
/s/ Adrianne Lee
Adrianne Lee
President & Chief Financial Officer
Date:March 17, 2025



4

Exhibit 99.1

Beyond Appoints Consumer Industry Pioneer Debra Perelman to its Board of Directors

Beyond Welcomes Debra Perelman to Board of Directors to help drive Strategic Transformation and Growth

MURRAY, Utah – March 17, 2025 - Beyond, Inc. (NYSE:BYON), owner of Bed Bath & Beyond, Overstock, and buybuy BABY announced today that its Board of Directors has appointed Debra Perelman to serve as its newest independent director, effective March 14, 2025.

Debra Perelman, former Chief Executive Officer of Revlon, has more than 27 years of extensive leadership and operational experience across various business facets, including finance, distribution and sales, ecommerce, data analytics, investment and portfolio management, and marketing. Her deep knowledge of corporate strategy and innovation will further strengthen Beyond’s Board.

“We are honored to welcome Debra to the Beyond Board,” said Beyond Chairman of the Board and Principal Executive Officer, Marcus Lemonis. “Debra is a tested and superior operator who is well known for seizing opportunities in the digital and consumer space and is recognized as a thoughtful and decisive leader. Her knowledge and passion around corporate strategy, and innovation enhance our company’s positioning as we aggregate consumer brands and evolve our omnichannel and consumer driven strategy. Debbie’s insights and expertise will be invaluable as we continue on our path to profitability and ultimately deliver long-term shareholder value.”

“Beyond’s impressive brand portfolio—Bed Bath & Beyond, Overstock, and buybuy BABY—provides a strong foundation for growth in the retail sector,” said Perelman. “These are iconic brands that consumers love, and I am excited to support the company’s transformation. I look forward to working alongside the Board and management team to drive profitability and long-term success.”

About Beyond
Beyond, Inc. (NYSE:BYON), based in Murray, Utah, is an ecommerce focused affinity company that owns or has ownership interests in various retail brands, offering a comprehensive array of products and services that enable its customers to unlock their homes’ potential through its vast data cooperative. The Company currently owns Bed Bath & Beyond, Overstock, buybuy Baby, and other related brands and websites. The Company regularly posts information and updates on its Newsroom and Investor Relations pages on its website, Beyond.com.

Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements include all statements other than statements of historical fact, including but not limited to statements regarding future business results, opportunities, strategies, and any consequences associated with the new director appointment. Additional information regarding factors that could materially affect results and the accuracy of the forward-looking statements contained herein may be found in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 25, 2025, and in our subsequent filings with the SEC.

Contact Information
Investor Relations
ir@beyond.com
pr@beyond.com

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Mar. 08, 2025
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Document Period End Date Mar. 14, 2025
Entity Registrant Name Beyond, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 000-41850
Entity Tax Identification Number 87-0634302
Entity Address, Address Line One 433 W. Ascension Way, 3rd Floor
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Entity Address, State or Province UT
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