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Bed Bath & Beyond shakes up board amid investor pressure, co-founders step down

Key Points
  • Bed Bath & Beyond said its co-founders and co-chairmen Warren Eisenberg and Leonard Feinstein would retire from the board.
  • The retailer also said it would appoint five independent board directors.
  • The company said it had invited the activist group to participate in the transformation of the board, but the investors declined the invitation.
Shoppers walk past a Bed Bath & Beyond store in Washington, D.C.
Andrew Harrer | Bloomberg | Getty Images

Bed Bath & Beyond said on Monday it appointed five new independent members to its board, replacing some directors including co-founders Warren Eisenberg and Leonard Feinstein, after facing pressure from a trio of activist investors.

Shares of the New Jersey-based home furnishing retailer fell about 3 percent in mid-day trade.

Last month, activist investors Legion Partners Asset Management, Macellum Advisors GP, and Ancora Advisors urged Bed Bath & Beyond to replace its entire board and oust Chief Executive Steven Temares, citing the company's inability to grow sales and margins.

The company's latest board shake-up, however, did not please the trio, which declined an invitation to participate in the transformation of the board.

Legion Partners said it was "disappointed" with the fact that the CEO would continue in his post.

The investors said the new additions to the board do not have the required skill sets and retail experience to effect swift and real change as opposed to their slate of 16 members with varied retail experience.

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Bed Bath & Beyond said its new appointees are "leaders in the fields of global retail, merchandising, technology, logistics, finance and governance" and have held senior positions in companies such as Amazon, Avon Products and Family Dollar Stores.

"The changes announced today reflect significant shareholder input and underscore our commitment to ensuring we have best-in-class governance," said Patrick Gaston, who was named an independent chairman.

Following the changes effective May 1, the board will comprise 10 directors, nine of whom are independent and six women, the company said.

The retailer has struggled to keep pace with changing consumer tastes and shopping habits over the years, even after introducing experimental store formats, investing in its decorative furnishing business and digital platforms.

In its latest results, the retailer forecast dismal first-quarter profits that raised doubts on the efficacy of its turnaround plan.

"We still believe investors would like to see changes to the management team," Telsey Advisory Group analyst Cristina Fernandez said.

Shares of the retailer have risen nearly 26 percent since March 26 when the activist investors demanded changes in the company.

The stock is also heavily shorted, with 35.65 percent of company shares being held by short sellers as of March 29, according to Refinitiv IBES data.

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Key Points
  • Sears accuses its former CEO Eddie Lampert of stealing billions of dollars from the once-storied retailer.
  • Sears Holdings filed for bankruptcy in October, after years of losses under Lampert, who was then its chairman, CEO and largest shareholder.
  • "Altogether, Lampert caused more than $2 billion of assets to be transferred to himself and Sears' other shareholders and beyond the reach of Sears' creditors," the lawsuit alleges.