8-K

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): January 19, 2026

Hasbro, Inc.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code:   (401) 431-8697

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 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

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

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective January 19, 2026, the Board of Directors (the “Board”) of Hasbro, Inc. (the “Company”) increased the size of the Board from ten (10) to twelve (12) and, based on the recommendation of the Nominating, Governance and Social Responsibility Committee of the Board, appointed Carla Vernón and Douglas Bowser to the Board.

Ms. Vernón is Chief Executive Officer of The Honest Company, Inc., serving in that capacity and as a member of its Board since January 2023. Prior to joining the Honest Company, Ms. Vernón served as the Vice President of Consumables Categories at Amazon.com, Inc. from January 2021 to December 2022. Prior to joining Amazon, Ms. Vernón spent more than two decades in various P&L leadership roles at General Mills, Inc. Most recently at General Mills, Ms. Vernón served as a Corporate Officer and the Operating Unit President of the Natural & Organic Division from July 2017 to April 2020.

Mr. Bowser served as President and Chief Operating Officer of Nintendo of America Inc. from 2019 to December 2025, where he led operations across the Americas. Prior to that, Mr. Bowser had various executive roles at Nintendo, including from May 2015 to August 2016 as Vice President, Sales, and from August 2016 to April 2019 as Senior Vice President, Sales & Marketing. Prior to joining Nintendo in 2015, Mr. Bowser spent eight years at Electronic Arts, most recently as Vice President of Global Business Planning, and prior to that worked at Procter & Gamble for 23 years in various sales leadership roles in Asia, Latin America and the United States.

Ms. Vernón will serve as a member of the Nominating, Governance and Social Responsibility Committee of the Board, and Mr. Bowser will serve as a member of the Audit Committee of the Board.

There are no arrangements or understandings between Ms. Vernón or Mr. Bowser and any other persons pursuant to which they were selected as a director. Pursuant to the Company’s compensation program for non-employee directors, each of Ms. Vernón and Mr. Bowser will be entitled to receive (i) the Company’s annual stock grant issued to non-employee directors and (ii) the Company’s annual cash retainers paid to non-employee directors for their service on the Board and its committees, in each case, prorated for the year of appointment.

In addition, each of Ms. Vernón and Mr. Bowser will become party with the Company to the Company’s form of Director Indemnification Agreement, which has been filed as Exhibit 10(jj) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 30, 2007.

A copy of the press release announcing the appointment of each of Ms. Vernón and Mr. Bowser is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)  Exhibits

99.1     Hasbro, Inc. Press Release, dated January 20, 2026

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.

Date: January 21, 2026

Document

EXHIBIT 99.1

For Immediate Release

Hasbro Announces Additions to Board of Directors

Doug Bowser and Carla Vernón to join as newest Board members

PAWTUCKET, R.I. (January 20, 2026) - Today, Hasbro, Inc. (NASDAQ: HAS), a leading games, IP and toy company, announced that Doug Bowser, retired President and Chief Operating Officer of Nintendo of America Inc., and Carla Vernón, Chief Executive Officer of The Honest Company, Inc. have been appointed to Hasbro's Board of Directors.

"We are delighted to have Doug and Carla join our seasoned and dynamic Board of Directors," said Rich Stoddart, Chair of Hasbro's Board of Directors. "Doug and Carla bring extensive leadership experience across consumer brands and franchise management. Their expertise and guidance will be invaluable as Hasbro continues to execute its long-term innovation and growth strategy.”

Doug Bowser served in various leadership roles for Nintendo of America Inc. (NOA) for over a decade, including as President and Chief Operating Officer from April 2019 until his recent retirement. Bowser led the company during a period of historic growth, in large part fueled by the strong performance of the Nintendo Switch, one of the best-selling video game platforms of all time. He also oversaw the launch of the Nintendo Switch 2 in the Americas, which went on to be the best-selling video game of all time in its initial sales period. During his tenure, with Nintendo, the company also expanded its licensed merchandise business, highlighted by the opening of the Nintendo SAN FRANCISCO flagship store, which at the time was only the fifth Nintendo store globally, and further broadened its video game footprint in Latin America, including re-entering the Brazilian market. He also served as an Executive Officer of Nintendo Co., Ltd. (NCL), Kyoto Japan, collaborating closely with NCL and Nintendo of Europe executives to align on worldwide initiatives. Prior to Nintendo, Bowser spent eight years at Electronic Arts, most recently as Vice President of Global Business Planning, and 23 years at Procter & Gamble in various sales leadership roles.

Carla Vernón has served as Chief Executive Officer of The Honest Company since January 2023. During her tenure as CEO, Carla has led a strategic and financial transformation that has strengthened operational discipline, improved profitability and positioned Honest for long-term, sustainable growth. Prior to joining Honest, Carla was Vice President of Consumables Categories at Amazon (NASDAQ: AMZN) where she had P&L, Supply Chain and Technology responsibility for Everyday Essentials categories across Amazon.com. Before joining Amazon, Carla was a Corporate Officer and Operating Unit President at General Mills (NYSE: GIS) where she was recognized for her business transformation, brand building and growth of iconic brands including Cheerios, Annie’s, Nature Valley, and Larabar.

“Doug and Carla bring deep expertise in building iconic brands, creating meaningful consumer experiences, and driving innovation and transformation across their respective industries,” said Hasbro CEO Chris Cocks. “Their leadership will be invaluable as we continue to execute our Playing To Win strategy and deliver extraordinary play experiences to fans around the world.”

HAS-C

About Hasbro

Hasbro is a leading games, IP and toy company whose mission is to create joy and community through the magic of play. With over 164 years of expertise, Hasbro delivers groundbreaking play experiences and reaches over 500 million kids, families and fans around the world, through physical and digital games, video games, toys, licensed consumer products, location-based entertainment, film, TV and more.

Through its franchise-first approach, Hasbro unlocks value from both new and legacy IP, including MAGIC: THE GATHERING, DUNGEONS & DRAGONS, MONOPOLY, HASBRO GAMES, NERF, TRANSFORMERS, PLAY-DOH and PEPPA PIG, as well as premier partner brands. Powered by its portfolio of thousands of iconic marks and a diversified network of partners and subsidiary studios, Hasbro brings fans together wherever they are, from tabletop to screen.

For more than a decade, Hasbro has been consistently recognized for its corporate citizenship, including being named one of the 100 Best Corporate Citizens by 3BL Media, a 2025 JUST Capital Industry Leader, one of the 50 Most Community-Minded Companies in the U.S. by the Civic 50, and a Brand that Matters by Fast Company. For more information, visit https://corporate.hasbro.com or @Hasbro on LinkedIn.

IR Contact: Fred.Wightman@hasbro.com

Media Contact: Crystal.Flynn@hasbro.com