Source-grounded facts extracted from Barnes & Noble Education, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
Barnes & Noble Education, Inc. received a nyse deficiency notice notice regarding late filing (rules 802.01E).
“August 4, 2025, Barnes & Noble Education, Inc. (the “Company”) received a notice of noncompliance (the “NYSE Notice”) from the New York Stock Exchange (“NYSE”) noting that the Company is not in compliance with Section 802.01E of the NYSE Listed Company Manual due to the delayed filing of the Company’s Annual Report on Form 10-K for the fiscal year ended May 3, 2025 (the “Form 10-K”). As previously reported in the Company’s Notification of Late Filing on Form 12b-25 filed with the SEC on July 18, 2025, the Company was unable to file the Form 10-K within the prescribed period without unreasonabl”
Gary Luster was appointed as Senior Vice President, Chief Accounting Officer at Barnes & Noble Education, Inc..
“The Board of Directors of Barnes & Noble Education, Inc. (the “Company”) appointed Gary Luster, age 57, as Senior Vice President, Chief Accounting Officer, effective as of March 3, 2025.”
Michael Miller resigned as Executive Vice President, Corporate Development & Affairs, Chief Legal Officer and Secretary at Barnes & Noble Education, Inc..
“On September 23, 2024, Michael Miller provided notice of his resignation as the Company’s Executive Vice President, Corporate Development & Affairs, Chief Legal Officer and Secretary, effective immediately.”
Jonathan Shar was appointed as Chief Executive Officer at Barnes & Noble Education, Inc..
“Effective on June 11, 2024, the Board of Directors of the Company appointed Mr. Jonathan Shar, age 55, to the position of Chief Executive Officer.”
Michael P. Huseby resigned as Chief Executive Officer at Barnes & Noble Education, Inc..
“On June 11, 2024, Mr. Michael P. Huseby resigned as Chief Executive Officer of Barnes & Noble Education, Inc.”
Raphael Wallander resigned as Director at Barnes & Noble Education, Inc..
“Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.”
Rory Wallace resigned as Director at Barnes & Noble Education, Inc..
“Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.”
Vice Admiral John Ryan resigned as Director at Barnes & Noble Education, Inc..
“Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.”
Steven Panagos resigned as Director at Barnes & Noble Education, Inc..
“Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.”
Michael Huseby resigned as Director at Barnes & Noble Education, Inc..
“Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.”
David Golden resigned as Director at Barnes & Noble Education, Inc..
“Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.”
Mario Dell’Aera Jr. resigned as Director at Barnes & Noble Education, Inc..
“Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.”
Debt Financings
Barnes & Noble Education, Inc. amended revolving credit of same as Existing ABL Facility with lenders under existing asset-based revolving credit facility at not specified maturing not specified.
“on April 16, 2024, the Company amended its Existing ABL Facility to, among other things, revise certain milestones related to the previously-disclosed liquidity and refinancing contingency plans to align such milestones with the Transactions contemplated by the Purchase Agreement (the "Twelfth Amendment to Credit Agreement")”
Debt Financings
Barnes & Noble Education, Inc. amended revolving credit of $325 million aggregate committed principal amount (New ABL Facility) with lenders under existing asset-based revolving credit facility at not specified maturing four-year.
“On April 16, 2024, the Company entered into a commitment letter with the lenders under its existing asset-based revolving credit facility (the "Existing ABL Facility") to provide for a new four-year asset-based credit facility in an aggregate committed principal amount of $325 million (the "New ABL Facility"), which New ABL Facility will replace the Existing ABL Facility.”
Material Agreements
Barnes & Noble Education, Inc. entered into Commitment Letter for New ABL Facility with the lenders under its existing asset-based revolving credit facility valued at $325 million aggregate committed principal amount (effective 2024-04-16).
“On April 16, 2024, the Company entered into a commitment letter with the lenders under its existing asset-based revolving credit facility (the “Existing ABL Facility”) to provide for a new four-year asset-based credit facility in an aggregate committed principal amount of $325 million (the “New ABL Facility”), which New ABL Facility will replace the Existing ABL Facility.”
Material Agreements
Barnes & Noble Education, Inc. entered into Twelfth Amendment to Credit Agreement with lenders under its existing asset-based revolving credit facility valued at Amendment to Existing ABL Facility revising milestones to align with Purchase Agreement transactions (effective 2024-04-16).
“On April 16, 2024, the Company amended its Existing ABL Facility to, among other things, revise certain milestones related to the previously-disclosed liquidity and refinancing contingency plans to align such milestones with the Transactions contemplated by the Purchase Agreement (the “Twelfth Amendment to Credit Agreement”),”
Material Agreements
Barnes & Noble Education, Inc. entered into Purchase Agreement with Toro 18 Holdings LLC, Selz Family 2011 Trust, Outerbridge Capital Management, LLC, Vital Fundco, LLC, TopLids LendCo, LLC valued at Up to $140 million in aggregate value, including $45 million rights offering, $45 million standby pu (effective 2024-04-16).
“On April 16, 2024, Barnes & Noble Education, Inc. (the “Company,” “we,” “our” or “us”) entered into a standby, securities purchase and debt conversion agreement (the “Purchase Agreement”) with Toro 18 Holdings LLC (“Immersion”), Selz Family 2011 Trust (“Selz”), Outerbridge Capital Management, LLC (“Outerbridge”, and together with Immersion and Selz, the “Standby Purchasers”), Vital Fundco, LLC (“Vital”) and TopLids LendCo, LLC (“TopLids”, together with the Standby Purchasers and Vital, the “Purchasers”).”
Earnings Releases
Barnes & Noble Education, Inc. reported the third quarter ended January 27, 2024 results: revenue $456.7 million, net income $(9.9) million.
“reported sales and earnings for the third quarter ended on January 27, 2024. Financial Results for the Third Quarter Fiscal Year 2024: • Consolidated third quarter GAAP sales of $456.7 million increased by $18.6 million, compared to $438.1 million in the prior year period. The third quarter sales increase is due to higher course material sales, primarily through the”
Listing & Compliance Notices
Barnes & Noble Education, Inc. received a nyse noncompliance notice notice regarding minimum bid price (rules 802.01C).
“February 27, 2024, Barnes & Noble Education, Inc. (the “ Company ”) was notified by the New York Stock Exchange (the “ NYSE ”) that the average closing price of the Company’s shares of common stock, par value $0.01 per share (the “ Common Stock ”), had fallen below $1.00 per share over a period of 30 consecutive trading days, which is the minimum average closing price required to maintain continued listing on the NYSE under Section 802.01C of the NYSE Listed Company Manual. The notice has no immediate impact on the listing of the Common Stock. The Company intends to actively monitor the closin”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.