---
schema_version: "secwatch.filing_event.v1"
accession: "0001437749-26-011128"
form_type: "8-K"
ticker: null
cik: "0001056285"
company_name: "BRAND HOUSE COLLECTIVE, INC."
filed_at: "2026-04-02T23:59:59+00:00"
generated_at: "2026-05-15T07:47:05.938412+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 1.0
calibrated_materiality_score: 1.0
confidence: "high"
source: SEC EDGAR
---

# Brand House Collective (TBHC) acquired by Bed Bath & Beyond; shares converted at 0.1993 ratio, delisted

## Summary
- Merger closed: each TBHC share exchanged for 0.1993 shares of Bed Bath & Beyond common stock.
- TBHC common stock delisted from Nasdaq; Form 15 to be filed to suspend SEC reporting obligations.
- Parent contributed $30M to Company for working capital and to repay $10M of outstanding loans.
- All directors resigned; charter and bylaws amended to reflect new governance.
- Credit agreement amended to permit merger; $10M prepayment made from contribution proceeds.

## SEC filing metadata
- accession: 0001437749-26-011128
- form_type: 8-K
- cik: 0001056285
- company_name: BRAND HOUSE COLLECTIVE, INC.
- filed_at: 2026-04-02T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 1.0
- calibrated_materiality_score: 1.0
- confidence: high
- sec_items: 1.01, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1056285/000143774926011128/0001437749-26-011128-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1056285/000143774926011128/tbhc20260331_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-26-011128
- JSON: https://secwatch.observer/filing/0001437749-26-011128.json
- Plain text: https://secwatch.observer/filing/0001437749-26-011128.txt

## Source-grounded claims
- claim_id: 0fc44f479372638d80047fff471a23d9481866c7
  claim: BRAND HOUSE COLLECTIVE, INC.: Amended and restated charter of the company effective upon the merger (effective 2026-04-02).
  evidence_excerpt: Pursuant to the Merger Agreement, at and effective as of the Effective Time, the charter of the Company was amended as set forth in the certificate of merger (the “ Certificate of Merger ”) and articles of merger (the “ Articles of Merger ”) filed in connection with the Merger.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1056285/000143774926011128/0001437749-26-011128-index.htm
- claim_id: 9b733134e4adf78a472727b0c0bdc0d8151f8fe3
  claim: BRAND HOUSE COLLECTIVE, INC.: Bylaws of the company replaced with amended bylaws of merger sub effective upon the merger (effective 2026-04-02).
  evidence_excerpt: the bylaws of Merger Sub as in effect immediately prior to the Effective Time, except that all references therein to Merger Sub were amended to become references to the Company, became the bylaws of the Company (as so amended, the “ Amended Bylaws ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1056285/000143774926011128/0001437749-26-011128-index.htm
- claim_id: e0c857408922d973a94c5e5c982a7f70e5174998
  claim: BRAND HOUSE COLLECTIVE, INC. underwent a change of control involving Bed Bath & Beyond, Inc. (closed 2026-04-02).
  evidence_excerpt: At the Effective Time, as a result of the consummation of the Merger, a change in control of the Company occurred and the Company became a wholly owned subsidiary of Parent.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1056285/000143774926011128/0001437749-26-011128-index.htm
- claim_id: febbb04352df9943df956111fbc6b6ac0e733d99
  claim: BRAND HOUSE COLLECTIVE, INC. entered into Contribution Agreement with Parent valued at $30,000,000 capital contribution for general corporate purposes including debt repayment (effective 2026-04-02).
  evidence_excerpt: On April 2, 2026, in connection with the closing of the Merger, the Company entered into a Contribution Agreement (the “Contribution Agreement”) with Parent, pursuant to which Parent agreed to contribute $30,000,000 in capital to the Company
  evidence_url: https://www.sec.gov/Archives/edgar/data/1056285/000143774926011128/0001437749-26-011128-index.htm

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