Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

On October 24, 2022, the Board of Directors of Bed Bath & Beyond Inc. (the "Company") appointed Sue E. Gove, Interim Chief Executive Officer and a Director of the Company, as the Company's President and Chief Executive Officer.

It is expected that Ms. Gove will enter into an employment agreement with the Company in connection with her appointment, which will be filed supplementally. There is no arrangement or understanding between Ms. Gove and any other person pursuant to which Ms. Gove has been appointed as President and Chief Executive Officer. There are no family relationships between Ms. Gove and any of the Company's other directors or executive officers, and Ms. Gove is not a party to any transaction, or any proposed transaction, required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD Disclosure.

A copy of the Company's press release announcing Ms. Gove's appointment is attached hereto as Exhibit 99.1.

The information furnished herewith pursuant to this Item 7.01 of this Form 8-K shall not be deemed to be "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 incorporated by reference into any registration statement or other document under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits:



Exhibit
  No.       Description

99.1          Press Release issued by Bed Bath & Beyond Inc. on October 26, 2022.

104         Cover Page Interactive Data File (embedded within the Inline XBRL document)

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