---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-23-062667"
form_type: "8-K"
ticker: "BJ"
cik: "0001531152"
company_name: "BJ's Wholesale Club Holdings, Inc."
filed_at: "2023-05-19T23:59:59+00:00"
generated_at: "2026-06-14T19:45:29.318337+00:00"
event_type: "leadership"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# CIO Scott Kessler resigns; board adopts universal proxy bylaw amendments

## Summary
- Scott Kessler resigned as EVP, CIO of BJ's Wholesale Club, Inc., effective May 26, 2023.
- No disagreements existed between Kessler and the Company regarding operations, policies, or practices.
- Board adopted Third Amended and Restated Bylaws effective April 1, 2023, incorporating universal proxy rule requirements.

## SEC filing metadata
- accession: 0001104659-23-062667
- form_type: 8-K
- ticker: BJ
- cik: 0001531152
- company_name: BJ's Wholesale Club Holdings, Inc.
- filed_at: 2023-05-19T23:59:59+00:00
- event_type: leadership
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 5.02, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1531152/000110465923062667/0001104659-23-062667-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1531152/000110465923062667/tm2316268d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-062667
- JSON: https://secwatch.observer/filing/0001104659-23-062667.json
- Plain text: https://secwatch.observer/filing/0001104659-23-062667.txt

## Key facts
- Executive change
  Scott Kessler resigned as Executive Vice President, Chief Information Officer at BJ's Wholesale Club Holdings, Inc..
  - Action: resigned
  - Role: Executive Vice President, Chief Information Officer
  source text: On May 15, 2023, Scott Kessler notified BJ’s Wholesale Club Holdings, Inc. (the “Company”) of his decision to resign, effective as of May 26, 2023, as Executive Vice President, Chief Information Officer of BJ’s Wholesale Club, Inc., a wholly owned subsidiary of the Company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1531152/000110465923062667/0001104659-23-062667-index.htm
- Governance Changes
  BJ's Wholesale Club Holdings, Inc.: Third Amended and Restated Bylaws adopted to address universal proxy rules and make other updates (effective 2023-04-01).
  - Change: bylaw amendment
  - Effective: 2023-04-01
  source text: On March 7, 2023, the Board of Directors of the Company (the “Board”), amended and restated the Company’s Second Amended and Restated Bylaws, as amended, which became effective April 1, 2023 (as so amended and restated, the “Third Amended and Restated Bylaws”), to, among other things: • address the universal proxy rules (the “Universal Proxy Rules”) adopted by the U.S. Securities and Exchange Commission, by requiring a stockholder’s nomination notice to include a representation that it intends to solicit proxies from stockholders representing at least 67% of the voting power of shares entitled to vote on the election of directors;
  evidence_url: https://www.sec.gov/Archives/edgar/data/1531152/000110465923062667/0001104659-23-062667-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.