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 9B. Other Information
Correction of Previously Issued Interim Condensed Consolidated Financial Statements
During the fourth quarter and full year 2025 financial close procedures, the Company identified errors in its previously issued interim condensed consolidated financial statements for the first three quarters of 2025 relating to (i) inventory valuation, (ii) debt issuance costs, and (iii) the previously disclosed impairment of long-lived assets, as described in further detail below. The Company has determined that the errors identified below were immaterial to the previously issued interim period condensed consolidated financial statements for the first three quarters of 2025 and that the errors will be corrected prospectively when the Company files its quarterly reports in fiscal 2026, and accordingly the "as corrected" amounts are presented in the tables below.
Inventory Valuation
Due to errors in the Company’s excess and obsolete inventory analysis, inventory was overstated and cost of goods sold was understated in each of the first three quarters of 2025. For a full discussion of the Company’s accounting for inventory, including excess and obsolescence analysis, see Note 2, Summary of Significant Accounting Policies, to the Notes to Consolidated Financial Statements included in Item 8 of this Form 10-K.
Debt Issuance Costs
In connection with the Company’s 2025 balance sheet debt restructuring activities, namely, entry into the Loan and Security Agreement in May 2025 and the debt exchange offer and restructuring which was completed in October 2025 (“Exchange Offer”), the Company incurred significant transaction expenses (collectively, the “debt issuance costs”) related to professional services provided by various third-party advisors, consultants and professionals. In aggregate, for the first three quarters of 2025, these expenses amounted to approximately $17.6 million, of which the Company allocated approximately $14.1 million and $3.5 million to the Exchange Offer and the Delayed Draw Term Loan Facility, respectively. Following the closing of the Exchange Offer in October 2025, the Company, in consultation with its external technical accounting advisors, determined that the Exchange Offer qualified as a “troubled debt restructuring” (“TDR”) in accordance with ASC 470-60, “Debt—Troubled Debt Restructurings by Debtors”. TDR accounting guidelines specify that debt issuance costs must be expensed and included in selling, general and administrative expenses in the periods in which they are incurred, rather than being capitalized as prepaid expenses and other current assets. The Company further determined in the fourth quarter of 2025 that TDR related accounting standards should have been applied in each interim period of 2025 as creditor concessions were expected prior to the completion of the Exchange Offer, notwithstanding the fact that the debt Exchange Offer was not completed until the fourth quarter of 2025. Through each of the first three quarters of 2025, the Company initially and incorrectly recorded the Exchange Offer debt issuance costs as prepaid expenses and other current assets on its balance sheet instead of expensing them as incurred as part of selling, general and administrative expenses. The Company also incorrectly recorded the costs related to the Delayed Draw Term Loan Facility as prepaid expenses and other current assets in the second and third quarters of 2025 instead of a debt discount. In addition, the Company understated the remeasurement of warrant liabilities and delayed draw term loan warrants by $0.5 million in the third quarter of 2025 due to an error in remeasurement of the fair value of warrants.
Impairment of Long-Lived Assets (“Impairment”)
The Company recorded a loss from impairment of long-lived assets of $77.4 million for the three and nine months ended September 27, 2025 which was determined by comparing the fair value of the entity-wide asset group to the carrying value of the entity-wide asset group as of September 27, 2025.
Due to the errors identified above related to inventory, prepaid expenses and other current assets, the carrying value of the entity-wide asset group as of September 27, 2025 that was utilized in the impairment measurement calculation was overstated by $26.1 million. Consequently, this resulted in an overstatement of the loss from impairment of long-lived assets of $26.1 million, and understatement of property, plant, and equipment, net and prepaid lease costs, non-current of $22.9 million and $3.2 million, respectively. This reduction in the impairment loss was reflected in the offsetting increases in cost of goods sold and selling, general and administrative expenses due to the write-downs of inventory and prepaid expenses and other current assets, respectively, as discussed above.
| Condensed Consolidated Balance Sheet (unaudited) | ||||
|---|---|---|---|---|
| (in thousands) | As of March 29, 2025 | |||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | As Corrected | |
| Inventory | $100,068 | $(5,861) | $— | $94,207 |
| Prepaid expenses and other current assets | $19,135 | $— | $(2,310) | $16,825 |
| Total current assets | $257,272 | $(5,861) | $(2,310) | $249,101 |
| Total assets | $643,830 | $(5,861) | $(2,310) | $635,659 |
| Accumulated deficit | $(1,294,447) | $(5,861) | $(2,310) | $(1,302,618) |
| Total stockholders’ deficit | $(649,531) | $(5,861) | $(2,310) | $(657,702) |
| Total liabilities and stockholders’ deficit | $643,830 | $(5,861) | $(2,310) | $635,659 |
| Condensed Consolidated Statement of Operations (unaudited) | ||||
|---|---|---|---|---|
| (in thousands) | Three Months Ended March 29, 2025 | |||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | As Corrected | |
| Cost of goods sold | $69,796 | $5,861 | $— | $75,657 |
| Gross loss | $(1,065) | $(5,861) | $— | $(6,926) |
| Selling, general and administrative expenses | $47,672 | $— | $2,310 | $49,982 |
| Total operating expenses | $55,134 | $— | $2,310 | $57,444 |
| Loss from operations | $(56,199) | $(5,861) | $(2,310) | $(64,370) |
| Loss before taxes | $(52,905) | $(5,861) | $(2,310) | $(61,076) |
| Net loss | $(52,916) | $(5,861) | $(2,310) | $(61,087) |
| Net loss per share available to common stockholders—basic and diluted | $(0.69) | $(0.08) | $(0.03) | $(0.80) |
| Condensed Consolidated Statement of Comprehensive Loss (unaudited) | ||||
|---|---|---|---|---|
| (in thousands) | Three Months Ended March 29, 2025 | |||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | As Corrected | |
| Net loss | $(52,916) | $(5,861) | $(2,310) | $(61,087) |
| Comprehensive loss | $(53,956) | $(5,861) | $(2,310) | $(62,127) |
| Condensed Consolidated Statement of Cash Flows (unaudited) | ||||
|---|---|---|---|---|
| (in thousands) | Three Months Ended March 29, 2025 | |||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | As Corrected | |
| Net loss | $(52,916) | $(5,861) | $(2,310) | $(61,087) |
| Inventories | $14,113 | $5,861 | $— | $19,974 |
| Prepaid expenses and other current assets | $(4,425) | $— | $2,310 | $(2,115) |
| Condensed Consolidated Balance Sheet (unaudited) | ||||
|---|---|---|---|---|
| (in thousands) | As of June 28, 2025 | |||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | As Corrected | |
| Inventory | $110,868 | $(6,531) | $— | $104,337 |
| Prepaid expenses and other current assets | $42,596 | $— | $(5,623) | $36,973 |
| Total current assets | $297,135 | $(6,531) | $(5,623) | $284,981 |
| Total assets | $691,741 | $(6,531) | $(5,623) | $679,587 |
| Delayed draw term loan, net | $30,525 | $— | $(1,381) | $29,144 |
| Total long-term liabilities | $1,278,577 | $— | $(1,381) | $1,277,196 |
| Accumulated deficit | $(1,323,689) | $(6,531) | $(4,242) | $(1,334,462) |
| Total stockholders’ deficit | $(677,023) | $(6,531) | $(4,242) | $(687,796) |
| Total liabilities and stockholders’ deficit | $691,741 | $(6,531) | $(5,623) | $679,587 |
| Condensed Consolidated Statement of Operations (unaudited) | ||||
|---|---|---|---|---|
| (in thousands) | Three Months Ended June 28, 2025 | |||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | As Corrected | |
| Cost of goods sold | $66,367 | $671 | $— | $67,038 |
| Gross profit | $8,591 | $(671) | $— | $7,920 |
| Selling, general and administrative expenses | $37,696 | $— | $1,932 | $39,628 |
| Total operating expenses | $43,503 | $— | $1,932 | $45,435 |
| Loss from operations | $(34,912) | $(671) | $(1,932) | $(37,515) |
| Loss before taxes | $(29,183) | $(671) | $(1,932) | $(31,786) |
| Net loss | $(29,242) | $(671) | $(1,932) | $(31,845) |
| Net loss per share available to common stockholders—basic and diluted | $(0.38) | $(0.01) | $(0.03) | $(0.42) |
| Condensed Consolidated Statement of Operations (unaudited) | ||||
|---|---|---|---|---|
| (in thousands) | Six Months Ended June 28, 2025 | |||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | As Corrected | |
| Cost of goods sold | $136,163 | $6,531 | $— | $142,694 |
| Gross profit | $7,526 | $(6,531) | $— | $995 |
| Selling, general and administrative expenses | $85,368 | $— | $4,242 | $89,610 |
| Total operating expenses | $98,637 | $— | $4,242 | $102,879 |
| Loss from operations | $(91,111) | $(6,531) | $(4,242) | $(101,884) |
| Loss before taxes | $(82,088) | $(6,531) | $(4,242) | $(92,861) |
| Net loss | $(82,158) | $(6,531) | $(4,242) | $(92,931) |
| Net loss per share available to common stockholders—basic and diluted | $(1.08) | $(0.08) | $(0.06) | $(1.22) |
| Condensed Consolidated Statement of Comprehensive Loss (unaudited) | ||||
|---|---|---|---|---|
| (in thousands) | Three Months Ended June 28, 2025 | |||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | As Corrected | |
| Net loss | $(29,242) | $(671) | $(1,932) | $(31,845) |
| Comprehensive loss | $(31,710) | $(671) | $(1,932) | $(34,313) |
| Condensed Consolidated Statement of Comprehensive Loss (unaudited) | ||||
|---|---|---|---|---|
| (in thousands) | Six Months Ended June 28, 2025 | |||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | As Corrected | |
| Net loss | $(82,158) | $(6,531) | $(4,242) | $(92,931) |
| Comprehensive loss | $(85,666) | $(6,531) | $(4,242) | $(96,439) |
| Condensed Consolidated Statement of Cash Flows (unaudited) | ||||
|---|---|---|---|---|
| (in thousands) | Six Months Ended June 28, 2025 | |||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | As Corrected | |
| Net loss | $(82,158) | $(6,531) | $(4,242) | $(92,931) |
| Inventories | $4,709 | $6,531 | $— | $11,240 |
| Prepaid expense and other current assets | $(8,473) | $— | $5,623 | $(2,850) |
| Net cash used in operating activities | $(59,355) | $— | $1,381 | $(57,974) |
| Debt issuance costs | $(5,117) | $— | $(1,381) | $(6,498) |
| Net cash provided by financing activities | $33,640 | $— | $(1,381) | $32,259 |
| Condensed Consolidated Balance Sheet (unaudited) | |||||
|---|---|---|---|---|---|
| (in thousands) | As of September 27, 2025 | ||||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | Impairment | As Corrected | |
| Inventory | $110,294 | $(8,534) | $— | $— | $101,760 |
| Prepaid expenses and other current assets | $31,048 | $— | $(17,593) | $— | $13,455 |
| Total current assets | $288,638 | $(8,534) | $(17,593) | $— | $262,511 |
| Property, plant and equipment, net | $254,387 | $— | $— | $22,979 | $277,366 |
| Prepaid lease costs, non-current | $35,704 | $— | $— | $3,147 | $38,851 |
| Total assets | $599,669 | $(8,534) | $(17,593) | $26,126 | $599,668 |
| Delayed draw term loans, net | $77,734 | $— | $(3,451) | $— | $74,283 |
| Delayed draw term loan warrants | $14,825 | $— | $544 | $— | $15,369 |
| Total long-term liabilities | $1,320,092 | $— | $(2,907) | $— | $1,317,185 |
| Accumulated deficit | $(1,434,377) | $(8,534) | $(14,686) | $26,126 | $(1,431,471) |
| Total stockholders’ deficit | $(784,065) | $(8,534) | $(14,686) | $26,126 | $(781,159) |
| Total liabilities and stockholders’ deficit | $599,669 | $(8,534) | $(17,593) | $26,126 | $599,668 |
| Condensed Consolidated Statement of Operations (unaudited) | |||||
|---|---|---|---|---|---|
| (in thousands) | Three Months Ended September 27, 2025 | ||||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | Impairment | As Corrected | |
| Cost of goods sold | $62,988 | $2,002 | $— | $— | $64,990 |
| Gross profit | $7,230 | $(2,002) | $— | $— | $5,228 |
| Selling, general and administrative expenses | $37,230 | $— | $9,900 | $— | $47,130 |
| Loss from impairment of long-lived assets | $77,414 | $— | $— | $(26,126) | $51,288 |
| Total operating expenses | $119,561 | $— | $9,900 | $(26,126) | $103,335 |
| Loss from operations | $(112,331) | $(2,002) | $(9,900) | $26,126 | $(98,107) |
| Remeasurement of warrant liability | $5,318 | $— | $(544) | $— | $4,774 |
| Total other income (expense), net | $1,650 | $— | $(544) | $— | $1,106 |
| Loss before taxes | $(110,681) | $(2,002) | $(10,444) | $26,126 | $(97,001) |
| Net loss | $(110,688) | $(2,002) | $(10,444) | $26,126 | $(97,008) |
| Net loss per share available to common stockholders—basic and diluted | $(1.44) | $(0.03) | $(0.14) | $0.34 | $(1.27) |
| Condensed Consolidated Statement of Operations (unaudited) | |||||
|---|---|---|---|---|---|
| (in thousands) | Nine Months Ended September 27, 2025 | ||||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | Impairment | As Corrected | |
| Cost of goods sold | $199,151 | $8,534 | $— | $— | $207,685 |
| Gross profit | $14,756 | $(8,534) | $— | $— | $6,222 |
| Selling, general and administrative expenses | $122,598 | $— | $14,142 | $— | $136,740 |
| Loss from impairment of long-lived assets | $77,414 | $— | $— | $(26,126) | $51,288 |
| Total operating expenses | $218,198 | $— | $14,142 | $(26,126) | $206,214 |
| Loss from operations | $(203,442) | $(8,534) | $(14,142) | $26,126 | $(199,992) |
| Remeasurement of warrant liability | $5,318 | $— | $(544) | $— | $4,774 |
| Total other income (expense), net | $10,673 | $— | $(544) | $— | $10,129 |
| Loss before taxes | $(192,769) | $(8,534) | $(14,686) | $26,126 | $(189,863) |
| Net loss | $(192,846) | $(8,534) | $(14,686) | $26,126 | $(189,940) |
| Net loss per share available to common stockholders—basic and diluted | $(2.52) | $(0.11) | $(0.19) | $0.34 | $(2.48) |
| Condensed Consolidated Statement of Comprehensive Loss (unaudited) | |||||
|---|---|---|---|---|---|
| (in thousands) | Three Months Ended September 27, 2025 | ||||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | Impairment | As Corrected | |
| Net loss | $(110,688) | $(2,002) | $(10,444) | $26,126 | $(97,008) |
| Comprehensive loss | $(110,736) | $(2,002) | $(10,444) | $26,126 | $(97,056) |
| Condensed Consolidated Statement of Comprehensive Loss (unaudited) | |||||
|---|---|---|---|---|---|
| (in thousands) | Nine Months Ended September 27, 2025 | ||||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | Impairment | As Corrected | |
| Net loss | $(192,846) | $(8,534) | $(14,686) | $26,126 | $(189,940) |
| Comprehensive loss | $(196,402) | $(8,534) | $(14,686) | $26,126 | $(193,496) |
| Condensed Consolidated Statement of Cash Flows (unaudited) | |||||
|---|---|---|---|---|---|
| (in thousands) | Nine Months Ended September 27, 2025 | ||||
| As Previously Reported | Inventory Valuation | Debt Issuance Costs | Impairment | As Corrected | |
| Net loss | $(192,846) | $(8,534) | $(14,686) | $26,126 | $(189,940) |
| Loss from impairment of long-lived assets | $77,414 | $— | $— | $(26,126) | $51,288 |
| Change in common stock warrant liabilities | $(5,318) | $— | $544 | $— | $(4,774) |
| Inventories | $5,334 | $8,534 | $— | $— | $13,868 |
| Prepaid expenses and other current assets | $(1,322) | $— | $11,129 | $— | $9,807 |
| Net cash used in operating activities | $(98,138) | $— | $(3,013) | $— | $(101,151) |
| Payments of debt issuance costs | $(10,314) | $— | $3,013 | $— | $(7,301) |
| Net cash provided by (used in) financing activities | $87,821 | $— | $3,013 | $— | $90,834 |
10b5-1 Trading Plans
During the fiscal quarter ended December 31, 2025, except for the following arrangements, none of our directors or executive officers adopted, modified orterminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act or any “non-Rule 10b5-1 trading arrangement,” as such term is defined in Item 408(a) of Regulation S-K:
On December 12, 2025, Teri L. Witteman, the Company’s chief legal officer and Secretary adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act. The plan covers the potential sales of up to an aggregate of 55,951 shares of the Company’s common stock then held by Ms. Witteman, and up to an aggregate of 569,507 shares of the Company’s common stock underlying RSUs, as such RSUs vest, at price and volume thresholds and during specified trading periods between March 13, 2026, or such later date that is two (2) business days following the disclosure in certain periodic reports of the Company’s financial results for the fiscal quarter in which the plan was adopted, and October 30, 2026, in each case as set forth in the plan.
On December 12, 2025, Lubi Kutua, the Company’s chief financial officer and treasurer adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act. The plan covers the potential sales of up to an aggregate of 80,622 shares of the Company’s common stock then held by Mr. Kutua, and up to an aggregate of 806,033 shares of the Company’s common stock underlying RSUs, as such RSUs vest, at price and volume thresholds and during specified trading periods between March 13, 2026, or such later date that is two (2) business days following the disclosure in certain periodic reports of the Company’s financial results for the fiscal quarter in which the plan was adopted, and October 30, 2026, in each case as set forth in the plan.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.