UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): March 416, 2026

BEYOND MEAT, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-38879

26-4087597

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification Number)

888 N. Douglas Street, Suite 100

El Segundo, California 90245

(Address of principal executive offices, including zip code)

(866) 756-4112

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:



☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.0001 par value

BYND

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 32.0102 ~~Notice~~Results of ~~Delisting~~Operations orand ~~Failure~~Financial ~~to Satisfy a Continued Listing Rule or Standard;~~ Condition.

~~Transfer~~On March 16, 2026, Beyond Meat, Inc. (“Beyond Meat” or the “Company”) issued a press release announcing the delay in filing of ~~Listing~~its Annual Report on Form 10-K for the full year ended December 31, 2025, as disclosed under Item 7.01 below. In addition, the Company disclosed the following unaudited preliminary estimated results:

On•Net ~~March~~revenues 4,for ~~2026, Beyond Meat, Inc. (~~the ~~“Company”)~~fourth ~~received~~quarter aended ~~deficiency~~December ~~letter~~31, ~~from~~2025 ~~the~~are ~~Nasdaq~~expected ~~Listing~~to ~~Qualifications~~be ~~Department~~approximately ~~(“the~~$61 ~~Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that~~million, ~~for~~which ~~the~~is ~~last~~in 30line ~~consecutive~~with ~~business days,~~ the ~~closing bid price for the~~ Company’s ~~common~~previous ~~stock~~guidance ~~has~~range ~~been~~of ~~below the minimum~~ $~~1.00~~60 ~~per~~million ~~share required for continued listing on The Nasdaq Global Select Market pursuant~~ to ~~Nasdaq~~$65 ~~Listing Rule 5450(a)(1) (the “Minimum Bid Price Requirement”)~~million.

~~The~~•Net ~~Nasdaq~~revenues ~~deficiency~~for ~~letter has no immediate effect on~~ the ~~listing~~full ofyear ~~the~~ended ~~Company’s~~December ~~common stock~~31, ~~and~~2025 ~~its~~are ~~common~~expected ~~stock will continue~~ to ~~trade~~be onapproximately ~~The~~$275 ~~Nasdaq Global Select Market under the symbol “BYND” at this time~~million.

InThe ~~accordance~~Company’s ~~with~~consolidated ~~Nasdaq~~financial ~~Listing~~statements ~~Rule~~for ~~5810(c)(3)(A),~~ the ~~Company~~fourth ~~has~~quarter ~~180~~and ~~calendar~~full ~~days,~~year orended ~~until~~December ~~August~~ 31, ~~2026~~2025 ~~(the~~are ~~“Compliance~~not ~~Date”)~~yet available. Accordingly, the financial results presented above are preliminary estimates and subject to ~~regain~~the ~~compliance~~completion ~~with~~of the ~~Minimum~~Company’s ~~Bid~~financial ~~Price~~closing ~~Requirement.~~procedures Toand ~~regain~~any ~~compliance,~~adjustments that may result from the ~~closing~~completion ~~bid~~of ~~price~~the audit and finalization of the ~~Company’s~~consolidated ~~common~~financial ~~stock~~statements. ~~must~~As a result, these preliminary estimated results may differ from actual results that will be atreflected ~~least~~in ~~$1.00~~the ~~per~~consolidated ~~share~~financial statements for athe ~~minimum~~fourth ofquarter ~~ten~~and ~~consecutive~~full ~~business~~year ~~days~~ended ~~before~~December ~~the~~31, ~~Compliance~~2025 ~~Date~~when they are completed and publicly disclosed. These preliminary estimated results may change and those changes may be material.

IfThe ~~the~~ Company’s ~~does~~expectations ~~not regain compliance~~ with ~~the~~respect ~~Minimum~~to ~~Bid Price Requirement by August 31, 2026,~~ the ~~Company~~unaudited ~~may~~preliminary beestimated ~~eligible~~results for ~~additional time to regain compliance. To qualify,~~ the ~~Company~~periods ~~would~~discussed beabove ~~required~~are tobased ~~transfer~~upon tomanagement ~~The~~estimates ~~Nasdaq Capital Market~~ and ~~meet~~are the ~~continued~~responsibility ~~listing requirement for market value~~ of ~~publicly~~management. ~~held shares and all other initial listing standards for~~ The ~~Nasdaq~~Company’s ~~Capital~~independent ~~Market,~~registered ~~except~~public ~~for~~accounting ~~the~~firm ~~Minimum~~has ~~Bid~~not ~~Price Requirement. In addition~~audited, ~~the~~reviewed ~~Company~~or ~~would~~performed beany ~~required~~procedures towith ~~notify~~respect ~~Nasdaq of its intent~~ to ~~cure the deficiency during the second compliance period, by effecting a reverse stock split if necessary. If the Company meets~~ these ~~requirements,~~preliminary ~~following~~estimated aresults ~~transfer~~(including toany ~~The~~financial ~~Nasdaq~~data) ~~Capital Market~~and, ~~Nasdaq will inform the Company that it has been granted an additional 180 calendar days to regain compliance. However~~accordingly, ifdoes ~~it appears to the Staff that the Company will~~ not beexpress ~~able~~an toopinion ~~cure the deficiency,~~ or ifany ~~the~~other ~~Company~~form isof ~~otherwise~~assurance ~~not~~with ~~eligible,~~respect ~~Nasdaq will provide notice that the Company’s securities are subject~~ to ~~delisting,~~these atpreliminary ~~which~~estimated ~~point the Company would have an opportunity to appeal the delisting determination to a hearings panel~~results.

The ~~Company~~full ~~intends~~text ~~to monitor the closing bid price~~ of ~~its common stock and may, if appropriate, consider available options to regain compliance with~~ the ~~Minimum~~press ~~Bid~~release ~~Price~~is ~~Requirement,~~furnished ~~including~~herewith initiating a reverse stock split. On November 19, 2025, the Company’s stockholders approved at a special meeting of stockholders held on November 19, 2025, a series of 30 alternate amendments to the Company’s Restated Certificate of Incorporation to effect (i) a reverse stock split of the issued and outstanding shares of the Company’s common stock and (ii) a proportionate reduction in the number of authorized shares of common stock (and correspondingly decrease the total number of authorized shares of capital stock), as ~~described~~Exhibit ~~in the Company’s proxy statement filed with the U~~99.S.1 ~~Securities~~ and ~~Exchange~~incorporated ~~Commission~~herein ~~(“SEC”)~~by ~~on October 17, 2025 (the “Proxy Statement”)~~reference. As a result, in the event that the Company’s board of directors (the “Board”) determines that a reverse stock split is in the best interests of the Company and its stockholders, including in order to regain compliance with the Minimum Bid Price Requirement, the Board has the authority and flexibility to elect to effect a reverse stock split and to determine the reverse stock split ratio from among the approved proposed reverse stock split amendments as described in the

~~Proxy~~In ~~Statement~~accordance with General Instruction B.2 ~~However~~of Form 8-K, ~~there~~the ~~can~~information becontained noor ~~assurance~~incorporated ~~that~~by reference in this Item 2.02, including the ~~Company~~press ~~will~~release furnished herewith as Exhibit 99.1, shall not be ~~able~~deemed to“filed” ~~regain~~for ~~compliance~~the ~~with~~purposes of Section 18 of the ~~Minimum~~Securities ~~Bid~~Exchange ~~Price~~Act ~~Requirement~~of or1934, ~~will~~as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be indeemed ~~compliance~~to ~~with~~be ~~other~~incorporated ~~Nasdaq~~by ~~Listing~~reference ~~Rules.~~into any filing under the Securities Act of 1933, as amended (the “Securities

~~Forward~~Act”), ~~Looking~~or ~~Statements~~the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such a filing.

~~Certain~~Item ~~statements in this Current Report on Form 8-K constitute “forward-looking statements~~7.”01 ~~These~~Regulation ~~statements~~FD ~~are based on management’s current opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results~~Disclosure. These forward-looking statements are only predictions, not historical fact, and involve certain risks and uncertainties, as well as assumptions. Actual results, levels of activity, performance, achievements and events could differ materially from those stated, anticipated or implied by such forward-looking statements. While the Company believes that its assumptions are reasonable, it is very difficult to predict the impact of known factors, and, of course, it is impossible to anticipate all factors that could affect actual results. There are many risks discussed under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 5, 2025, the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 29, 2025 filed with the SEC on May 8, 2025, the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 28, 2025, filed with the SEC on August 8, 2025, and the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 27, 2025 filed with the SEC on November 12, 2025, as well as other factors described from time to time in the Company’s filings with the SEC. Such forward-looking statements are made only as of the date of this Current Report on Form 8-K. The Company undertakes no obligation to publicly update or revise any forward-looking statement because of new information, future events or otherwise, except as otherwise required by law. If the Company does update one or more forward-looking statements, no inference should be made that the Company will make additional updates with respect to those or other forward-looking statements.

On March 16, 2026, the Company issued a press release announcing that it is delaying the filing of its Annual Report on Form 10-K for the full year ended December 31, 2025. The filing is delayed because the Company requires additional time to complete a review and analysis related to its inventory provision, including amounts recorded for the provision of excess and obsolete inventory.

The Company continues to work diligently to complete its fourth quarter and full year financial close procedures and has not yet made a determination regarding the potential impact on its financial statements. The Company currently expects to finalize its review of this matter and file its Annual Report on Form 10–K no later than March 31, 2026; however, the timing of the filing may be subject to further delay, and the Company cannot provide assurance regarding the definitive filing date while this work remains in progress.

The full text of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information contained or incorporated by reference in this Item 7.01, including the press release furnished herewith as Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such a filing.

Note Regarding Forward-Looking Statements

Certain statements in this Current Report on Form 8-K and the press release furnished herewith as Exhibit 99.1 constitute “forward-looking statements” within the meaning of the federal securities laws, including statements related to the Company’s review and analysis of its inventory balances, including amounts recorded for the provision of excess and obsolete inventory and the potential impact on the Company’s financial statements, and the Company’s expectations with respect to its fourth quarter and full year financial results, including net revenues. These statements are based on management’s current opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results. These forward-looking statements are only predictions, not historical fact, and involve certain risks and uncertainties, as well as assumptions. Actual results, levels of activity, performance, achievements and events could differ materially from those stated, anticipated or implied by such forward-looking statements. While Beyond Meat believes that its assumptions are reasonable, it is very difficult to predict the impact of known factors, and, of course, it is impossible to anticipate all factors that could

affect actual results. There are many risks and uncertainties that could cause actual results to differ materially from forward-looking statements made herein including, most prominently, our review and analysis of our inventory balances and their potential impact on the Company’s financial statements, which could be material and could result in a determination by the audit committee of the Company’s board of directors that certain of our previously issued financials statements can no longer be relied upon, if we identify additional material weaknesses in our internal control over financial reporting and disclosure controls and procedures, our inability to timely file reports with the U.S. Securities and Exchange Commission (“SEC”), our ability to satisfy covenants under our debt instruments or other agreements, or our inability to obtain waivers related to any breach of such covenants, and the risks discussed under the heading “Risk Factors” in Beyond Meat's Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 5, 2025, Beyond Meat’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 29, 2025 filed with the SEC on May 8, 2025, Beyond Meat’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 28, 2025 filed with the SEC on August 8, 2025, and Beyond Meat’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 27, 2025 filed with the SEC on November 12, 2025, as well as other factors described from time to time in Beyond Meat’s filings with the SEC. Such forward-looking statements are made only as of the date of this Form 8-K. Beyond Meat undertakes no obligation to publicly update or revise any forward-looking statement because of new information, future events or otherwise, except as otherwise required by law. If Beyond Meat does update one or more forward-looking statements, no inference should be made that Beyond Meat will make additional updates with respect to those or other forward-looking statements.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


Exhibit Number						Description

99.1						Press release of Beyond Meat, Inc. dated March 16, 2026
104						Cover page interactive data file (embedded with the inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


BEYOND MEAT, INC.

By:			/s/ Lubi Kutua
			Lubi Kutua
			Chief Financial Officer and Treasurer

Date: March 616, 2026

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