8-K
Lovesac Co (LOVE)
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): August 27, 2025
THE LOVESAC COMPANY
(Exact name of registrant as specified in its charter)
| Delaware | 001-38555 | 32-0514958 |
|---|---|---|
| (State or other jurisdiction of | (Commission | (I.R.S. Employer |
| incorporation) | File Number) | Identification No.) |
| 421 Atlantic Street<br><br>Stamford, Connecticut 06901 | ||
| (Address of Principal Executive Offices, and Zip Code) |
(888) 636-1223
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 (see General Instruction A.2. below):
| ☐ | 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)) | |
| --- | --- | |||
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| --- | --- | --- | ||
| Common stock, par value $0.00001 per share | LOVE | 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 27, 2025 (the "Effective Date"), the Board of Directors (the "Board") of The Lovesac Company (the “Company”) appointed Mr. Alan Boehme to its Board.
In connection with his election to the Board, Mr. Boehme will be entitled to receive compensation in accordance with the Company's non-employee Director Compensation Policy (the "Policy"), which is discussed in the Company's Proxy Statement filed with the Securities and Exchange Commission on April 24, 2025. Under this Policy, Mr. Boehme will receive a grant of restricted stock units ("RSUs") of the Company’s common stock valued at $125,000 of which 50% vest on the one-year anniversary of the grant date and 50% on the two-year anniversary of the grant date, subject to Mr. Boehme's continued service on the Board on the vesting dates. In addition, Mr. Boehme is also entitled to an annual cash retainer of $75,000 payable in quarterly installments which he may elect to receive in the form of RSUs which vest on the anniversary of the grant date.
There are no arrangements or understandings between Mr. Boehme and any other person relating to his appointment to the Board. Neither Mr. Boehme nor any of his immediate family members have been or are currently proposed to be a participant in any transaction that would be required to be reported pursuant to Item 404(a) of Regulation S-K (17 CFR 229.404(a)).
Item 7.01 Regulation FD Disclosure.
The Lovesac Company issued a press release, dated August 27, 2025, announcing the appointment of Mr. Alan Boehme to the Board of Directors. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated by reference herein.
The information in Items 7.01 and 9.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release dated August 27, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
| Dated: August 27, 2025 | ||
|---|---|---|
| THE LOVESAC COMPANY | ||
| By: | /s/ Megan C. Preneta | |
| Name: | Megan C. Preneta | |
| Title: | Vice President, General Counsel and Secretary |
Document
Exhibit 99.1
The Lovesac Company Appoints Alan Boehme to Its Board of Directors
STAMFORD, Conn., August 27, 2025 -- The Lovesac Company (Nasdaq: LOVE) ("Lovesac" or the "Company"), the Designed for Life home and technology brand best known for its Sactionals, The World's Most Adaptable Couch, today announced that Alan Boehme has been appointed to the Board of Directors, effective August 27, 2025.
Andrew Heyer, Chairman of the Board of Directors, stated, "We are thrilled to welcome Alan to our Board. His exceptional track record of driving digital transformation, operational excellence, and technology-enabled growth makes him an invaluable addition to Lovesac. His deep expertise in retail technology and omnichannel expansion perfectly aligns with our innovative model and long-term growth objectives."
Mr. Boehme is a seasoned global technology and business leader with over three decades of experience in consumer goods, retail, and manufacturing. He has served as CIO, CTO, and innovation chief for some of the world’s most recognized brands, including H&M Group, Procter & Gamble, and The Coca-Cola Company, where he led large-scale technology transformations, delivered significant cost efficiencies, and pioneered consumer engagement through advanced technologies.
Mr. Boehme currently serves as Founder & President of Technology Transformation Group Inc., advising public and private companies, private equity firms, and high-growth startups on enterprise technology strategy, operational efficiency, and innovation commercialization. As a founding board member of the Cloud Security Alliance and a strategic advisor to multiple high-profile technology companies, Mr. Boehme brings deep expertise in AI, cybersecurity, retail technology, and digital transformation.
About The Lovesac Company
Based in Stamford, Connecticut, The Lovesac Company (NASDAQ: LOVE) is a technology driven company that designs, manufactures and sells unique, high-quality furniture derived through its proprietary Designed for Life approach which results in products that are built to last a lifetime and designed to evolve as customers' lives do. The current product offering is comprised of modular couches called Sactionals, the Sactionals Reclining seat, premium foam beanbag chairs called Sacs, the PillowSac™ Chair, an immersive surround sound home theater system called StealthTech, and an innovative sofa seating solution called EverCouch™. As a recipient of Repreve's 8th Annual Champions of Sustainability Award and Edison Awards' 38th Annual Best New Product Awards for Sustainable Consumer Products, responsible production and innovation are at the center of the brand's design philosophy with products protected by a robust portfolio of utility and design patents. Products are marketed and sold primarily online directly at www.lovesac.com supported by a physical retail presence in the form of Lovesac branded showrooms, as well as through shop-in-shops and pop-up-shops with third party retailers. LOVESAC, CITYSAC, DESIGNED FOR LIFE, SACTIONALS, SAC, STEALTHTECH, and THE WORLD'S MOST ADAPTABLE COUCH are trademarks of The Lovesac Company and are Registered in the U.S. Patent and Trademark Office.
Investor Relations Contacts:
Caitlin Churchill, ICR
(203) 682-8200
InvestorRelations@lovesac.com