BEYOND MEAT, INC.
For the period ended Dec 31, 2025. Filed Apr 9, 2026.
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FY2025 · Filed Apr 9, 2026
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Item 15. Exhibit and Financial Statement Schedules
(a)(1) Financial Statements
See Index to Financial Statements in Item 8 of this report.
(a)(2) Financial Statement Schedules
All financial statement schedules have been omitted as the information is not required under the related instructions or is not applicable or because the information required is already included in the financial statements or the notes to those financial statements.
(a)(3) EXHIBITS
The documents set forth below are filed herewith or incorporated herein by reference to the location indicated.
| EXHIBIT INDEX | |||||
|---|---|---|---|---|---|
| Exhibit No. · Exhibit Description · Incorporated by Reference · Filed Herewith | |||||
| Form · Date · Number | |||||
| 3.1 · Restated Certificate of Incorporation. · X | |||||
| 3.2 | Amended and Restated Bylaws. | 8-K | 2/13/2024 | 3.1 | |
| 4.1 | Form of Common Stock Certificate. | S-1/A | 3/27/2019 | 4.1 | |
| 4.2 | Amended and Restated Investors’ Rights Agreement, dated as of October 5, 2018, by and among the Registrant and the other parties thereto. | S-1 | 11/16/2018 | 4.2 | |
| 4.3 | Description of Registrant’s Securities. | X | |||
| 4.4 | Indenture, dated as of March 5, 2021, between Beyond Meat, Inc. and U.S. Bank National Association, as trustee. | 8-K | 3/5/2021 | 4.1 | |
| 4.5 | Form of certificate representing 0% Convertible Senior Notes due 2027 (included as Exhibit A in Exhibit 4.1 to the Form 8-K filed on 3/5/21). | 8-K | 3/5/2021 | 4.1 | |
| 4.6 | First Supplemental Indenture, dated as of October 15, 2025, by and between Beyond Meat, Inc. and U.S. Bank, National Association, as trustee, to the Indenture, dated as of March 5, 2021. | 8-K | 10/15/2025 | 10.5 | |
| 4.7 | Indenture, dated as of October 15, 2025, by and among Beyond Meat, Inc., the guarantors party thereto from time to time and Wilmington Trust, National Association, as trustee and collateral agent. | 8-K | 10/15/2025 | 10.1 | |
| 4.8 | Form of 7.00% Convertible Senior Secured Second Lien PIK Toggle Notes due 2030 (included as Exhibit A to Exhibit 10.1 to the Form 8-K filed on 10/15/25). | 8-K | 10/15/2025 | 10.2 | |
| 4.9 | First Supplemental Indenture, dated as of January 12, 2026, among Beyond Meat, Inc., Beyond Meat EU B.V. and Wilmington Trust, National Association, as trustee and collateral agent. | 8-K | 1/12/2026 | 10.1 | |
| EXHIBIT INDEX | ||||
|---|---|---|---|---|
| Exhibit No. · Exhibit Description · Incorporated by Reference · Filed Herewith | ||||
| Form · Date · Number | ||||
| 4.10 | Warrant Agreement, dated as of May 7, 2025, among Beyond Meat, Inc. and the warrant holders party thereto. # | 8-K | 5/7/2025 | 3.1 |
| 4.11 | Side Letter Agreement to Warrant Agreement, dated as of December 22, 2025, by and between Beyond Meat, Inc. and Unprocessed Foods, LLC. | 8-K | 12/23/2025 | 10.2 |
| 10.1 | Form of Voting and Support Agreement. | 8-K | 9/29/2025 | 10.2 |
| 10.2 | Loan and Security Agreement, dated as of May 7, 2025, among Beyond Meat, Inc., as borrower, Unprocessed Foods, LLC, as a lender, the other lenders party thereto from time to time and the guarantors party thereto from time to time. # + | 8-K | 5/27/2025 | 10.1 |
| 10.3 | First Amendment to Loan and Security Agreement, dated as of October 15, 2025, between Unprocessed Foods, LLC, as the sole lender, and Beyond Meat, Inc. as the borrower. | 8-K | 10/15/2025 | 10.4 |
| 10.4 | Intercreditor Agreement dated as of October 15, 2025, among Unprocessed Foods, LLC, Wilmington Trust, National Association, each additional representative and collateral agent from time to time party thereto, Beyond Meat, Inc. and the other grantors referred to therein from time to time.+ | 8-K | 10/15/2025 | 10.3 |
| 10.5 | Amendment No. 1 to Intercreditor Agreement, dated as of December 22, 2025, by and among Unprocessed Foods, LLC, as first lien representative and first lien collateral agent, and Wilmington Trust, National Association, as initial second lien collateral agent and as initial second lien representative, and acknowledged and agreed to by Beyond Meat, Inc., as a grantor. | 8-K | 12/23/2025 | 10.1 |
| 10.6 | Lease, dated March 13, 2014, as amended, by and between Sara Maguire LeMone as Trustee of the Sara Maguire LeMone Revocable Trust dated February 6, 2004 and Registrant and amendment thereto dated November 1, 2017. | S-1 | 11/16/2018 | 10.2 |
| 10.7 | Second Lease Amendment to Lease, dated March 13, 2014, as amended, by and between Sara Maguire LeMone as Trustee of the Sara Maguire Lemone Revocable Trust and the Company, dated May 6, 2019. | 10-K | 3/19/2020 | 10.3 |
| 10.8 | Third Lease Amendment to Lease, dated March 13, 2014, as amended, by and between Sara Maguire LeMone as Trustee of the Sara Maguire Lemone Revocable Trust and the Company, dated March 16, 2020. | 10-K | 3/19/2020 | 10.4 |
| 10.9 | Fourth Lease Amendment to Lease, dated March 13, 2014, as amended, by and between Sara Maguire LeMone as Trustee of the Sara Maguire Lemone Revocable Trust and the Company, dated March 9, 2022. | 10-Q | 5/12/2022 | 10.1 |
| EXHIBIT INDEX | ||||
|---|---|---|---|---|
| Exhibit No. · Exhibit Description · Incorporated by Reference · Filed Herewith | ||||
| Form · Date · Number | ||||
| 10.10 | Fifth Amendment to Lease, dated March 13, 2014, as amended, by and between Sara Maguire LeMone as Trustee of the Sara Maguire LeMone Revocable Trust and the Company, dated June 2, 2025. | 10-Q | 8/8/2025 | 10.7 |
| 10.11 | Lease, dated October 12, 2017, by and between LeMone Family Limited Partnership, LLLP and Registrant as amended by the Lease Amendment dated April 18, 2018. | S-1 | 11/16/2018 | 10.3 |
| 10.12 | Second Lease Amendment to Lease, dated October 12, 2017, as amended, by and between LeMone Family Limited Partnership, LLLP and Registrant, dated May 22, 2020. | 10-Q | 8/11/2020 | 10.2 |
| 10.13 | Lease, dated as of January 14, 2021, by and between Registrant and HC Hornet Way, LLC. | 8-K | 1/15/2021 | 10.1 |
| 10.14 | First Amendment dated as of September 17, 2024 to the Lease dated January 14, 2021, by and between Registrant and HC Hornet Way, LLC. | 10-Q | 11/7/2024 | 10.1 |
| 10.15 | Second Amendment to Lease, dated May 9, 2025, by and between HC Hornet Way, LLC and Beyond Meat, Inc. + | 8-K | 5/15/2025 | 10.1 |
| 10.16 | Third Amendment to Lease, dated July 16, 2025, by and between HC Hornet Way, LLC and Beyond Meat, Inc. | 10-Q | 8/8/2025 | 10.5 |
| 10.17 | Fourth Amendment to Lease, dated October 7, 2025, by and between HC Hornet Way, LLC and Beyond Meat, Inc. | 10-Q | 11/12/2025 | 10.2 |
| 10.18 | Sublease Agreement effective as of July 22, 2025 by and between Beyond Meat, Inc. and Varda Space Industries, Inc. # + | 8-K | 7/28/2025 | 10.1 |
| 10.19 | Consent to Sublease Agreement dated as of October 7, 2025 by HC Hornet Way, LLC. +^ | 10-Q | 11/12/2025 | 10.4 |
| 10.20 | Multi-Year Sales Agreement, dated March 28, 2026, by and between Roquette Frères and Beyond Meat, Inc.+^ | 8-K | 4/2/2026 | 10.1 |
| 10.21 | Engagement Letter dated as of August 6, 2025 by and between Beyond Meat, Inc. and AP Services, LLC. *^ | 8-K | 8/6/2025 | 10.1 |
| 10.22 | Addendum 1 dated as of November 3, 2025 to the Engagement Letter dated as of August 6, 2025, by and between Beyond Meat, Inc. and AP Services, LLC.* | 10-Q | 11/12/2025 | 10.6 |
| 10.23 | Addendum 2 dated as of November 3, 2025 to the Engagement Letter dated as of August 6, 2025, by and between Beyond Meat, Inc. and AP Services, LLC.* | 10-Q | 11/12/2025 | 10.7 |
| 10.24 | Form of Indemnification Agreement with directors and executive officers.* | S-1/A | 1/9/2019 | 10.11 |
| 10.25 | Form of Indemnification Agreement with directors and executive officers (approved May 6, 2025).* | 10-Q | 5/8/2025 | 10.4 |
| EXHIBIT INDEX | ||||
|---|---|---|---|---|
| Exhibit No. · Exhibit Description · Incorporated by Reference · Filed Herewith | ||||
| Form · Date · Number | ||||
| 10.26 | 2011 Equity Incentive Plan, amended as of April 3, 2019, and related forms of stock award agreements.* | S-1/A | 4/15/2019 | 10.12 |
| 10.27 | 2018 Equity Incentive Plan, as amended and restated effective September 28, 2025.* | S-8 | 9/29/2025 | 99.1 |
| 10.28 | Amended form of 2018 Equity Incentive Plan stock option award agreement.* | 10-Q | 7/29/2019 | 10.1 |
| 10.29 | Amended form of 2018 Equity Incentive Plan restricted stock unit award agreement.* | 10-Q | 11/9/2023 | 10.1 |
| 10.30 | Form of 2018 Equity Incentive Plan restricted stock unit award agreement (MIP awards - immediate vesting).* | S-8 | 9/29/2025 | 99.4 |
| 10.31 | Form of 2018 Equity Incentive Plan restricted stock unit award agreement (MIP awards - extended vesting).* | S-8 | 9/29/2025 | 99.5 |
| 10.32 | Form of 2018 Equity Incentive Plan performance stock unit award agreement (MIP awards).* | S-8 | 9/29/2025 | 99.6 |
| 10.33 | 2018 Employee Stock Purchase Plan.* | S-1/A | 1/9/2019 | 10.14 |
| 10.34 | Beyond Meat, Inc. 2026 Employment Inducement Equity Incentive Plan.* | 8-K | 4/2/2026 | 10.2 |
| 10.35 | Form of Beyond Meat, Inc. 2026 Employment Inducement Equity Incentive Plan Restricted Stock Unit Award Agreement.* | 8-K | 4/2/2026 | 10.3 |
| 10.36 | Form of Beyond Meat, Inc. 2026 Employment Inducement Equity Incentive Plan Stock Option Award Agreement.* | 8-K | 4/2/2026 | 10.4 |
| 10.37 | Executive Incentive Bonus Plan.* | S-1 | 11/16/2018 | 10.15 |
| 10.38 | Form of Executive Change in Control Severance Agreement.* | S-1 | 11/16/2018 | 10.16 |
| 10.39 | Employment Agreement by and between Registrant and Ethan Brown.* | S-1/A | 1/9/2019 | 10.20 |
| 10.40 | Offer Letter dated April 29, 2019 with Teri L. Witteman.* | 8-K | 5/20/2019 | 10.1 |
| 10.41 | Form of Confirmation of Base Call Option Transaction, dated March 2, 2021. | 8-K | 3/5/2021 | 10.1 |
| 10.42 | Form of Confirmation of Additional Call Option Transaction, dated March 12, 2021. | 8-K | 3/16/2021 | 10.1 |
| 10.43 | Offer letter dated December 14, 2018 between the Company and Lubi Kutua.*^ | 10-K | 3/1/2024 | 10.32 |
| 10.44 | Letter agreement dated November 10, 2022 between the Company and Lubi Kutua.* | 8-K | 11/16/2022 | 10.1 |
| 10.45 | Offer Letter dated May 5, 2021 between the Company and Jonathan Nelson.*^ | 10-K | 3/1/2024 | 10.35 |
| 10.46 | Letter agreement dated October 13, 2022 between the Company and Jonathan Nelson.* | 10-K | 3/1/2024 | 10.36 |
| 10.47 | Separation Agreement, entered into on March 12, 2025, between Beyond Meat, Inc. and Akerho Oghoghomeh* | 8-K | 3/17/2025 | 10.1 |
| EXHIBIT INDEX | |||||
|---|---|---|---|---|---|
| Exhibit No. · Exhibit Description · Incorporated by Reference · Filed Herewith | |||||
| Form · Date · Number | |||||
| 10.48 | Stock ownership guidelines for outside directors* | 10-Q | 11/7/2024 | 10.2 | |
| 10.49 | Equity Distribution Agreement, dated as of November 7, 2024, by and between Beyond Meat, Inc. and B. Riley Securities, Inc. | 8-K | 11/7/2024 | 1.1 | |
| 10.50 | Bonus Award Agreement, dated May 19, 2025, between Beyond Meat, Inc. and Ethan Brown* | X | |||
| 10.51 | Form of Retention Bonus Award Agreement* | X | |||
| 10.52 | Form of Beyond Meat, Inc. 2018 Equity Incentive Plan Restricted Stock Unit Award Agreement (Outside Directors)* | X | |||
| 10.53 | 2018 Equity Incentive Plan (as in effect prior to amendment and restatement), and related forms of stock award agreements* | S-1/A | 1/9/2019 | 10.13 | |
| 14.1 | Code of Business Conduct and Ethics, as amended effective as of March 30, 2026 | X | |||
| 19.1 | Insider Trading Policy amended as of October 27, 2023. | 10-K | 3/1/2024 | 19.1 | |
| 21.1 | Subsidiaries. | X | |||
| 23.1 | Consent of Independent Registered Public Accounting Firm. | X | |||
| 24.1 | Power of Attorney (contained on the signature page of this Annual Report on Form 10-K | X | |||
| 31.1 | Certification of Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | |||
| 31.2 | Certification of Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | |||
| 32.1** | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | |||
| 32.2** | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | |||
| 97.1 | Beyond Meat, Inc. Policy for Recovery of Erroneously Awarded Compensation effective as of October 2, 2023. | 10-K | 3/1/2024 | 97.1 | |
| EXHIBIT INDEX | |||||
|---|---|---|---|---|---|
| Exhibit No. | Exhibit Description | Incorporated by Reference | Filed Herewith | ||
| Form | Date | Number | |||
| 101 | The following financial statements from the Company's Yearly Report on Form 10-K for the fiscal year ended December 31, 2025 formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Statements of Stockholders' Deficit, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags. | X | |||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | X | |||
| _________________ | |||||
| * Indicates management contract or compensatory plan or arrangement. | |||||
| ** This certification is deemed furnished, and not filed, with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of Beyond Meat, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing. | |||||
| # Certain portions of this exhibit have been redacted in accordance with Regulation S-K, Item 601(a)(6). | |||||
| + Certain of the schedules and attachments to this exhibit have been omitted pursuant to Regulation S-K, Item 601(a)(5). The registrant hereby undertakes to provide further information regarding such omitted. materials to the SEC upon request. | |||||
| ^ Certain portions of this exhibit have been redacted in accordance with Regulation S-K, Item 601(b)(10). | |||||
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.