sono-20260112

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 12, 2026

SONOS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-38603

03-0479476

(State or other jurisdiction of

incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

301 Coromar Drive

Santa Barbara, California 93117

(Address of principal executive offices, including zip code)

(805) 965-3001

(Registrant’s telephone number, including area code)

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):


☐			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:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value	SONO	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. o

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

On January 12, 2026, the board of directors (the “Board”) of Sonos, Inc. (“Sonos” or the “Company”) increased the size of the Board from eight to ten members and appointed Carmine Arabia, Mandy Fields and Joe Kennedy (each a “New Director” and collectively, the “New Directors”) to the Board, effective immediately. Mr. Arabia was appointed as a Class II director for a term expiring at the 2026 Annual Meeting of Stockholders, Ms. Fields was appointed as a Class III director for a term expiring at the 2027 Annual Meeting of Stockholders and Mr. Kennedy was appointed as a Class I director for a term expiring at the 2028 Annual Meeting of Stockholders, in each case, until his or her successor is duly elected or qualified. The New Directors were not appointed to any committees of the Board at this time.

There is no arrangement or understanding between a New Director and any other person pursuant to which they were appointed as a director. There are no transactions in which any New Director has an interest requiring disclosure under Item 404(a) of Regulation S-K. The Board affirmatively determined that each New Director is independent within the meaning of Nasdaq Listing Standards.

The New Directors will receive the previously disclosed standard compensation available to the Company’s non-employee directors. The Company will also enter into its standard form of indemnification agreement with each New Director.

Item 7.01 Regulation FD Disclosure.

On January 12, 2026, Sonos issued a press release announcing the appointment of the New Directors. A copy of the press release is furnished hereto as Exhibit 99.1 and is incorporated herein by reference.

The information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.
99.1			Press release dated January 12, 2026.
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.


		SONOS, INC.

Date: January 12, 2026	By:	/s/ Eddie Lazarus
		Eddie Lazarus Chief Legal and Business Development Officer

Exhibit 99.1

Sonos Appoints Carmine Arabia, Mandy Fields and Joe Kennedy to Board of Directors

SANTA BARBARA, Calif., Jan. 12, 2026, Sonos, Inc. (Nasdaq: SONO) today announced the appointment of Carmine Arabia, Mandy Fields and Joe Kennedy to its Board of Directors. The additions strengthen the Board with deep operating, financial, and technology platform expertise as Sonos enters its next phase of growth.

“These three leaders bring impressive and highly complementary experience, as Sonos focuses on delighting customers and building durable, long-term value for shareholders,” said Julius Genachowski, Chair of the Sonos Board of Directors. “Carmine has unmatched experience scaling complex global hardware platforms. Mandy adds rigorous financial leadership shaped by helping build a culturally resonant consumer brand. Joe contributes the perspective of a seasoned public company CEO who has grown and operated a category-defining technology business. Together they add depth across hardware, finance, and consumer technology as the Board supports Sonos’ long-term strategy and execution.”

Carmine Arabia is Vice President of Devices at Meta, where he leads the teams responsible for bringing virtual reality and AI-powered devices to market at global scale. His experience spans product operations, engineering, manufacturing, supply chain, and launch execution across one of the world’s most complex connected hardware portfolios. Prior to Meta, Arabia was Vice President, Product Operations for Amazon’s consumer electronics devices and Senior Vice President, Global Manufacturing and Supply Chain at Blackberry.

Mandy Fields is Chief Financial Officer of e.l.f. Beauty, where she has served since 2019 and helped guide the company through a period of sustained growth, operational discipline, and brand expansion. She brings more than two decades of financial and operating experience, including prior CFO leadership at BevMo! and senior finance and analytics roles at Albertsons. Earlier in her career, she worked in investment banking, developing a strong foundation in capital markets and strategic finance.

Joe Kennedy is a longtime consumer technology executive and former public company CEO. As a member of the team that created Pandora, he served as Chief Executive Officer and President from the birth of the service through its growth as a publicly traded company, helping define the modern streaming media category. Prior to Pandora, Kennedy was President and Chief Operating Officer of E-LOAN and previously held senior leadership roles at General Motors.

The Board appointments come as Sonos sharpens its focus on executing a clear, platform-driven strategy centered on the Sonos System as its core advantage. With more than 17 million households and over 53 million connected devices, the company is aligning its hardware,

software, and go-to-market efforts around deepening household engagement, increasing lifetime value, and bringing new homes into the ecosystem. The expanded Board adds relevant operating, financial, and platform experience to help guide Sonos as it delivers against these priorities in fiscal 2026 and beyond.

About Sonos
Sonos (Nasdaq: SONO) is a leading audio company dedicated to elevating life through sound. Since pioneering multi-room wireless audio in 2005, Sonos has built a connected system that brings together every dimension of sound, including music, movies, stories, and conversations. Its portfolio of home theater speakers, components, plug-in and portable speakers, and headphones grows more powerful with every room and device added. Trusted by more than 17 million households in over 60 countries, Sonos is headquartered in Santa Barbara, California. Learn more at www.sonos.com.

Forward-Looking Statements
This press release contains forward-looking statements, including statements regarding Sonos’ strategy, priorities, and future performance. These statements are based on current expectations and involve risks and uncertainties that may cause actual results to differ materially. Additional information regarding these risks and uncertainties is included in Sonos’ filings with the Securities and Exchange Commission.

Investor Contact

James Baglanis

[email protected]

Media Contact

[email protected]

Source: Sonos