BARK Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Regulation FD Disclosure, Other Events, Financial Statements and Exhibits
$BARK
Other Specialty Stores
Consumer Discretionary
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
Date of Report (Date Earliest Event Reported):
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| (Address of Principal Executive Offices) | ||||||||||||||
(855 ) 501-2275
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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).
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On March 25, 2026, BARK, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”) to consider and vote on the proposals set forth below, each of which is described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on February 12, 2026. The final voting results are set forth below.
Proposal 1
Election of Class A Director Nominees
The stockholders elected the persons named below as Class A directors to serve a three-year term ending at the Company’s 2028 annual meeting and until his or her successor is elected and qualified. The results of such vote were as follows:
| Director Nominee | For | Withhold | Broker Non-Votes | ||||||||
| Betsy McLaughlin | 85,410,450 | 15,907,573 | 39,971,183 | ||||||||
| Henrik Werdelin | 90,493,977 | 10,824,046 | 39,971,183 | ||||||||
Proposal 2
Ratification of Appointment of Independent Registered Public Accounting Firm
The stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2026. The results of such vote were as follows:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 99,180,657 | 4,086,601 | 38,021,948 | N/A | ||||||||
Proposal 3
Advisory Vote to Approve the Compensation of the Company's Named Executive Officers
The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers. The results of such vote were as follows:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 60,101,236 | 14,022,631 | 27,194,156 | 39,971,183 | ||||||||
Proposal 4
Approval of an Amendment to the Restated Certificate of Incorporation that Would Effect a Reverse Stock Split at a Ratio Between 1:2 and 1:30, if and When Determined by the Board of Directors (the “Reverse Stock Split Proposal”)
The stockholders approved the Reverse Stock Split Proposal. Approval of this proposal required that the votes cast “for” the proposal must exceed the votes cast “against” the proposal.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 83,955,161 | 57,254,747 | 79,298 | N/A | ||||||||
Item 7.01 Regulation FD Disclosure.
On March 26, 2026, the Company issued a press release, a copy of which is attached as Exhibit 99.1 hereto. The information contained in this Item 7.01, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 8.01 Other Events.
On March 26, 2026, the Company announced that its Board of Directors approved a one-for-twenty (1:20) reverse stock split of its common stock (the “Reverse Stock Split”). The Reverse Stock Split is expected to become effective on April 1, 2026 (the “Effective Time”), with shares to begin trading on a split-adjusted basis at market open. In connection with the Reverse Stock Split, every 20 shares of the Company’s common stock issued and outstanding as of the Effective Time will be automatically converted into one share of the Company’s common stock. No fractional shares will be issued in connection with the Reverse Stock Split. The Company’s stockholders will be entitled to receive the cash value equal to the fraction to which the stockholder would otherwise be entitled, multiplied by the closing price of the common stock, as reported by the New York Stock Exchange, on the last trading day prior to the effective date of the Reverse Stock Split.
As a result of the Reverse Stock Split, proportionate adjustments will be made to the number of shares of the Company’s common stock underlying the Company’s outstanding equity awards and the number of shares issuable under the Company’s equity incentive plans and other existing agreements, as well as the exercise or conversion price, as applicable.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
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.
| BARK, Inc. | |||||
| By: | /s/ Allison Koehler | ||||
| Name: Allison Koehler | |||||
| Title: Chief Legal Officer | |||||
Date: March 26, 2026