BEST BUY CO INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

BEST BUY CO., INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

BEST BUY CO., INC. 7601 Penn Avenue South Richfield, Minnesota 55423

Regular Meeting of Shareholders

Time9:00 a.m., Central TimeFriday, June 12, 2026

PlaceOnline atwww.virtualshareholdermeeting.com/BBY2026

InternetSubmit pre-meeting questions online by visiting www.proxyvote.com and attend the Regular Meeting of Shareholders online at www.virtualshareholdermeeting.com/BBY2026

Record DateYou may vote if you were a shareholder of Best Buy Co., Inc. as of the close of business on Monday, April 13, 2026.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE REGULAR MEETING OF SHAREHOLDERS TO BE HELD ON JUNE 12, 2026:

This Notice of 2026 Regular Meeting of Shareholders and Proxy Statement and our Annual Report on Form 10-K for the fiscal year ended January 31, 2026, are available at www.proxyvote.com.

Richfield, MinnesotaApril 30, 2026

Items of Business Management Proposals 1. To elect the thirteen director nominees listed herein to serve on our Board of Directors for a term of one year.2. To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending January 30, 2027. 3. To conduct a non-binding advisory vote to approve our named executive officer compensation.Shareholder Proposals 4-5. To vote on two shareholder proposals, if properly presented at the meeting.Other Business 6. To transact such other business as may properly come before the meeting.

Proxy Voting Your vote is important. You may vote via proxy as a shareholder of record:

By visiting www.proxyvote.com on the internet

By signing and returning your proxy card if you have received paper materials

For shares held through a broker, bank or other nominee, you may vote by submitting voting instructions to your broker, bank or other nominee. Regardless of whether you expect to attend the meeting, please vote your shares in one of the ways outlined above.

By Order of the Board of Directors

Todd G. HartmanSecretary

Help Us Make a Difference by

Eliminating Paper Proxy Mailings to Your Home or Business.

As permitted by rules adopted by the U.S. Securities and Exchange Commission (“SEC”), we are furnishing proxy materials to our shareholders primarily via the internet. On or about April 30, 2026, we mailed or otherwise made available to our shareholders a Notice of Internet Availability containing instructions on how to access our proxy materials, including our proxy statement and our Annual Report. The Notice of Internet Availability also includes instructions to access your form of proxy to vote via the internet. Certain shareholders, in accordance with their prior requests, have received e-mail notification of how to access our proxy materials and vote via the internet or have been mailed paper copies of our proxy materials and proxy card.

Internet distribution of our proxy materials is designed to expedite receipt by our shareholders, lower the cost of the Regular Meeting of Shareholders and conserve precious natural resources. If you would prefer to receive paper proxy materials, please follow the instructions included in the Notice of Internet Availability. If you have previously elected to receive our proxy materials electronically, you will continue to receive e-mail notification with instructions to access these materials via the internet unless you elect otherwise.

Attending the Regular Meeting of Shareholders

We invite you to attend the 2026 Regular Meeting of Shareholders (the “Meeting”) virtually.

There will not be a physical meeting. You will be able to attend the Meeting virtually, vote your shares electronically, and submit your questions during the Meeting by visiting: www.virtualshareholdermeeting.com/BBY2026 and following the instructions on your proxy card.

The Meeting starts at 9:00 a.m. Central Time.

You do not need to attend the Meeting online to vote if you submitted your vote via proxy in advance of the Meeting.

You can vote via telephone, the internet or by mail by following the instructions on your proxy card or voting instruction form provided by your broker, bank or other nominee.

A replay of the Meeting will be available onwww.investors.bestbuy.com.

A message from David KennyChair of the Board

Dear Shareholders,

It’s a privilege to share with you the progress Best Buy is making to advance its strategy and help customers enrich their lives through technology.

First, I want to talk about the evolution of the Best Buy leadership team. After seven years of leading Best Buy with incomparable skill, strength and care, Corie Barry made the decision that it was the right time for her, and the company, to move on to our next chapter. Following an extensive process, considering internal and external candidates and in partnership with an external search firm, the Board of Directors proudly selected Jason Bonfig as the next CEO of Best Buy. The official transition will happen on Nov. 1, 2026, when Corie will step out of the role and down from the Board.

On behalf of the Board, I want to thank Corie for her leadership and stewardship of Best Buy, not just as our CEO since 2019 but also for the 27 years of her life she devoted to the company. She leaves Best Buy as the second longest tenured CEO in our history, having guided our company through many successes – and numerous unprecedented external challenges – with passion for our employees, a steadfast focus on creating great customer experiences and an unrelenting drive to grow the business for our shareholders.

As we embarked on the planning process of selecting the next CEO, the goal was to identify the leader who has the vision, experience, leadership and urgency to grow Best Buy beyond what it is today to become a more integrated retail, services and media-enabled technology company.

It is with the utmost confidence that we identified Jason as the right person to lead this extraordinary organization. He has a clear view of our future and the breadth of experience in merchandising, customer insights, marketing, Best Buy Marketplace and Best Buy Ads that will accelerate and grow our strategy. His innovative ideas, creative thinking, decision making and leadership beliefs will undoubtedly create an exciting future.

Looking back on fiscal year 2026, Best Buy’s leadership team and employees navigated many complex external challenges with skill, resilience and focus to create incredible experiences for our customers. Most notably, the company achieved positive comparable sales for the full fiscal year — the first full year of growth since fiscal year 2022.

In addition to comparable sales growth, great progress was made in the company’s strategy to strengthen our position as the leading omni-channel retailer for technology, while also scaling new profit streams.

We further enhanced the in-store experience by partnering with key vendors to expand investment in immersive merchandising and expert labor. We also adopted new technologies to elevate customer experiences and drive efficiencies, including faster online shipping and delivery speeds and better customer support capabilities.

The company also made considerable progress on building and scaling new profit streams. This fiscal year included the successful launch of our U.S. online Marketplace, which rapidly grew to $300 million in domestic gross merchandise value by the fourth quarter, surpassing our expectations. We also grew our Best Buy Ads business, including almost doubling the number of advertising partners compared to the prior year. We expect both initiatives to continue to grow in the year ahead and believe the investments we are making will continue to fuel additional growth opportunities in our core business.

In fiscal year 2026, Best Buy returned $1.1 billion to shareholders through share repurchases and dividends. Demonstrating our commitment to being a premium dividend payer, the company also increased its quarterly dividend to $0.96 per share. We are proud to have raised our quarterly dividend for 13 consecutive years.

Support for our employees continues to be a key focus. Our most recent employee engagement survey improved year-over-year and remains ahead of industry benchmarks, and we continue to have industry-leading retail employee retention rates.

Additionally, we were pleased to welcome two new members to our Board of Directors this past year: Meghan Frank and Dylan Jadeja. Meghan is interim co-CEO and chief financial officer of lululemon, and Dylan is the chief executive officer of Riot Games. Both have brought extensive knowledge and experience to Best Buy and have provided invaluable guidance in pursuit of our growth efforts.

As we look forward to a smooth transition from Corie to Jason, we remain confident in our strategy and in the commitment of the more than 80,000 employees who work passionately to serve our customers, partners and communities.

On behalf of the Board of Directors, I would like to extend gratitude to every employee for their tremendous contributions and support, grounded in our values and in pursuit of our purpose to enrich lives through technology.

Thank you for your continued support of this remarkable company.

David KennyChair of the Board

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