Financial Analysis

Commitments and Contingencies BNED generally operates our physical bookstores pursuant to multi-year school management contracts under which a school designates us to operate the official school physical bookstore on campus and BNED provides the school with regular payments that represent a percentage of store sales and, in some cases, include a minimum fixed guaranteed payment. BNED accounts for these operating agreements for our physical bookstores under lease accounting. BNED recognizes lease assets and lease liabilities on the Consolidated Balance Sheets for substantially all fixed lease arrangements (excluding variable obligations) with a term greater than twelve months. For additional information on lease expense and minimum fixed lease obligations, excluding variable commissions, see Note 11. Leases . Purchase obligations, which includes information technology contracts, as of May 2, 2026, are as follows: Less Than 1 Year $ 14,845 1-3 Years 13,244 3-5 Years 1,645 Total $ 29,734

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"Debt As of Maturity Date May 2, 2026 May 3, 2025 Credit Facility June 9, 2028 $ 71,000 $ 103,100 Total long-term debt $ 71,000 $ 103,100 Balance Sheet classification: Long-term borrowings 71,000 103,100 Total long-term debt $ 71,000 $ 103,100 Transaction On June 10, 2024, BNED completed the Transactions, including the Rights Offering, the Private Investment, the Term Loan Debt Conversion, and the Credit Facility Refinancing, to substantially deleverage our Consolidated Balance Sheet. These Transactions raised additional capital for repayment of indebtedness and provide additional flexibility for working capital needs, which will also allow us to strategically invest in innovation and continue to execute our strategic initiatives, including but not limited to the growth of our First Day Complete program. Upon closing of the Transactions on June 10, 2024: BNED received gross proceeds of $95,000 of new equity capital through a $50,000 new equity investment (the Private Investment) led by Immersion Corporation (Immersion) and a $45,000 fully backstopped equity rights offering (the Rights Offering). The Transactions infused approximately $85,500 of net cash proceeds after transaction costs. The transaction resulted in Immersion obtaining controlling financial interest. Our existing Term Loan credit agreement lenders, TopLids LendCo, LLC and Vital Fundco, LLC, converted approximately $34,000 of outstanding principal and any accrued and unpaid interest into our common stock. BNED r …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The following table disaggregates the revenue associated with our major product and service offerings. 52 weeks ended 53 weeks ended May 2, 2026 May 3, 2025 Product and Other Sales Course Materials Product Sales $ 1,128,820 $ 1,021,456 General Merchandise Product Sales (a) 358,101 355,274 Service and Other Revenue (b) 77,444 86,515 Product and Other Sales sub-total 1,564,365 1,463,245 Course Materials Rental Income 150,405 146,925 Total Sales $ 1,714,770 $ 1,610,170 (a) Logo general merchandise sales are recognized on a net basis as commission revenue in the consolidated financial statements. (b) Service and other revenue primarily relates to brand marketing programs and other service revenues.

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"Long-Term Incentive Compensation Expense BNED has reserved 2,179,093 shares of our common stock for future grants in accordance with the Barnes & Noble Education Inc. Equity Incentive Plan. Types of equity awards that can be granted under the Equity Incentive Plan include options, restricted stock (RS), restricted stock units (RSU), performance shares (PS), performance share units (PSU), and phantom share units (or ""Phantom Shares""). BNED recognizes compensation expense for restricted stock awards and performance share awards ratably over the requisite service period of the award, which is generally three years. BNED recognizes compensation expense for these awards based on the number of awards expected to vest, which includes an estimated average forfeiture rate. BNED calculates the fair value of these awards based on the closing stock price on the date the award was granted. For those awards with market conditions, BNED has determined the grant date fair value using the Monte Carlo simulation model and compensation expense is recognized ratably over the requisite service period regardless of whether the market condition is satisfied. Restricted Stock Awards An RS award is an award of common stock that is subject to certain restrictions during a specified period. RS awards are generally subject to forfeiture if employment terminates prior to the release of the restrictions. The grantee cannot transfer the shares before the restricted shares vest. Shares of unvested re …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

Fair Value Measurements In accordance with ASC 820 , Fair Value Measurements and Disclosures , the fair value of an asset is considered to be the price at which the asset could be sold in an orderly transaction between unrelated knowledgeable and willing parties. A liabilitys fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. Assets and liabilities recorded at fair value are measured using a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1Observable inputs that reflect quoted prices in active markets Level 2Inputs other than quoted prices in active markets that are either directly or indirectly observable Level 3Unobservable inputs in which little or no market data exists, therefore requiring us to develop our own assumptions Our financial instruments include cash and cash equivalents, receivables, accrued liabilities, accounts payable, and long-term debt. The fair values of cash and cash equivalents, receivables, accrued liabilities, and accounts payable approximate their carrying values because of the short-term nature of these instruments, which are all considered Level 1 within the fair value hierarchy. The fair value of our short-term and long-term debt approximates its carrying value and is classified as Level 2, as it is estimated using observable market inputs such as curren …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

"Income Taxes The components of income (loss) before taxes are as follows: 52 weeks ended 53 weeks ended May 2, 2026 May 3, 2025 Domestic $ 20,030 $ (62,469) International 642 900 Total income (loss) before taxes $ 20,672 $ (61,569) Impact of U.S. Tax Reform On July 4, 2025, the One Big Beautiful Bill Act (""OBBB Act) was enacted into law. The OBBB Act includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The significant provisions of the OBBB Act is effective between Fiscal 2026 and Fiscal 2027. It did not have a material impact on the Fiscal 2026 effective tax rate and is not expected to have a material impact on the Fiscal 2027 effective tax rate. The components of Income tax expense are as follows: 52 weeks ended 53 weeks ended May 2, 2026 May 3, 2025 Current: Federal $ 3,224 $ 3,484 State 1,305 1,329 International 406 272 Total Current 4,935 5,085 Deferred: Federal (1,135) (829) State International Total Deferred (1,135) (829) Total $ 3,800 $ 4,256 Reconciliation between the effective income tax rate and the federal statutory income tax rate is as follows: 52 weeks ended 53 weeks ended May 2, 2026 May 3, 2025 % $ Amount % $ Amount US Federal Statutory Tax Rate 21.0 % $ 4,341 21.0 % $ (12,930) State and Local Income Taxes, Net of Federal Income Tax Effect (1) 5.8 % $ 1,193 ( …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Legal Proceedings BNED is involved in a variety of claims, suits, investigations and proceedings that arise from time to time in the ordinary course of our business, including actions with respect to contracts, intellectual property, taxation, employment, benefits, personal injuries and other matters. BNED records a liability when BNED believes that it is both probable that a loss has been incurred and the amount of loss can be reasonably estimated. Based on our current knowledge, BNED does not believe that there is a reasonable possibility that the final outcome of any pending or threatened legal proceedings to which BNED or any of our subsidiaries are a party, either individually or in the aggregate, will have a material adverse effect on our future financial results. However, legal matters are inherently unpredictable and subject to significant uncertainties, some of which are beyond our control. As such, there can be no assurance that the final outcome of these matters will not materially and adversely affect our business, financial condition, results of operations or cash flows.

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Leases BNED recognizes lease assets and lease liabilities on the Consolidated Balance Sheets for substantially all lease arrangements based on the present value of future lease payments as required by ASC Topic 842, Leases . Our portfolio of leases consists of operating leases comprised of operating agreements which grant us the right to operate on-campus bookstores at colleges and universities; real estate leases for office and warehouse operations; and vehicle leases. BNED has one immaterial finance lease and no short-term leases (i.e., those with a term of twelve months or less). BNED recognizes a right of use (ROU) asset and lease liability in our Consolidated Balance Sheets for leases with a term greater than twelve months. Options to extend or terminate a lease are included in the determination of the ROU asset and lease liability when it is reasonably certain that such options will be exercised. Our lease terms generally range from one year to fifteen years, and a number of agreements contain minimum annual guarantees, many of which are adjusted at the start of each contract year based on the actual sales activity of the leased premises for the most recently completed contract year. Payment terms are based on the fixed rates explicit in the lease, including minimum annual guarantees, and/or variable rates based on: (i) a percentage of revenues or sales arising at the relevant premises (variable commissions), and/or (ii) operating expenses, such as common area charges, …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

"Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements In September 2025, the Financial Accounting Standards Board (the ""FASB"") issued ASU No. 2025-07 (ASU 2025-07), Derivatives and Hedging (Topic 815) ( ""Topic 815"") and ""Revenue from Contracts with Customers (Topic 606)."" The guidance refines the scope of Topic 815 to clarify which contracts are subject to derivative accounting. This ASU also provides clarification under Topic 606 for share-based payments from a customer in a revenue contract. The amendments in ASU 2025-07 are effective for fiscal years beginning after December 15, 2026, and interim reporting periods, with early adoption permitted. The Company adopted ASU No. 2025-07 during the fiscal quarter ending November 2, 2025. See Note 9. Participation Interest Purchase Agreement for discussion on the impact of the adoption. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , which enhances annual income tax disclosure requirements, including additional information related to the effective tax rate reconciliation and income taxes paid. The Company adopted this guidance on a retrospective basis during the fourth quarter of fiscal 2026. Adoption of the ASU did not impact the Company's consolidated financial position, results of operations, cash flows, or earnings per share, but resulted in enhanced income tax disclosures in the notes to the consolidated financial statements. Se …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

Employees Benefit Plans The Company sponsors a defined contribution plan for the benefit of substantially all of the employees. The Company is responsible to fund the employer contributions directly. The 401(k)-retirement savings plan provides an annual end of plan year discretionary match, in lieu of the current pay period match. Total employee benefit expense for these plans was $0 during the 52 weeks ended May 2, 2026 and the 53 weeks ended May 3, 2025, respectively.

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Related Party Transactions TopLids LendCo, LLC In December 2020 (Fiscal 2021), BNED entered into the F/L Relationship to execute a merchandising agreement with Fanatics and Lids which included a strategic equity investment in the Company. Fanatics, Inc. and Lids Holdings, Inc., jointly as TopLids LendCo, LLC (TopLids), purchased an aggregate 2,307,692 of our common shares. On June 7, 2022, BNED entered into a Term Loan Credit Agreement with TopLids LendCo, LLC and Vital Fundco, LLC (see discussion below). On June 10, 2024, BNED completed the Transactions, including the Rights Offering, the Private Investment, the Term Loan Debt Conversion, and the Credit Facility Refinancing, to substantially deleverage our Consolidated Balance Sheet. TopLids ceased to be a related party during the fourth quarter of fiscal 2025. Total commission revenue from the F/L Relationship was $126,886, during the 53 weeks ended May 3, 2025. Total receivables from Fanatics was $1,208 as of May 3, 2025. VitalSource Technologies, Inc. On June 7, 2022, BNED entered into a Term Loan Credit Agreement with TopLids LendCo, LLC (see discussion above) and Vital Fundco, LLC (a subsidiary of Vital Technologies, Inc. (VitalSource)). BNED has contracted with VitalSource to provide digitally formatted courseware, from all major publishers. On June 10, 2024, BNED completed the Transactions, including the Rights Offering, the Private Investment, the Term Loan Debt Conversion, and the Credit Facility Refinancing, to sub …

RelatedPartyTransactionsDisclosureTextBlock · excerpt; the full note is in the filing

Revenue Revenue from sales of our products and services is recognized either at the point in time when control of the products is transferred to our customers or over time as services are provided in an amount that reflects the consideration BNED expects to be entitled to in exchange for the products or services. See Note 2. Basis of Presentation and Summary of Significant Accounting Policies for additional information related to our revenue recognition policies. Disaggregation of Revenue The following table disaggregates the revenue associated with our major product and service offerings. 52 weeks ended 53 weeks ended May 2, 2026 May 3, 2025 Product and Other Sales Course Materials Product Sales $ 1,128,820 $ 1,021,456 General Merchandise Product Sales (a) 358,101 355,274 Service and Other Revenue (b) 77,444 86,515 Product and Other Sales sub-total 1,564,365 1,463,245 Course Materials Rental Income 150,405 146,925 Total Sales $ 1,714,770 $ 1,610,170 (a) Logo general merchandise sales are recognized on a net basis as commission revenue in the consolidated financial statements. (b) Service and other revenue primarily relates to brand marketing programs and other service revenues. Contract Assets and Contract Liabilities Contract assets represent the sale of goods or services to a customer before BNED has the right to obtain consideration from the customer. Contract assets consist of unbilled amounts at the reporting date and are transferred to accounts receivable when the righ …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

Segment Reporting BNED identifies its segments in accordance with the way its business is managed. During fiscal year 2025, management realigned the Company's operating and reporting segments to better reflect a centralized management structure supporting company-wide procurement, marketing and selling, delivery, and customer service. The CODM reviews financial information on a consolidated basis to evaluate operational performance, allocate resources, and assess trends in financial performance. The CODM uses Net income (loss) as the primary measure of segment profit or loss. In evaluating performance, the CODM also reviews significant expense categories, including adjusted cost of sales, payroll expense, contract payments, direct expenses, and indirect expenses, which are considered material to understanding the segment's financial results. This measure provides a consistent basis for strategic decision-making, budgeting, and performance evaluation. Segment assets are not used by the CODM for evaluating performance as presented on our Consolidated Balance Sheet. The following table presents sales, profitability, and significant expense information about our segment. 52 weeks ended May 2, 2026 53 weeks ended May 3, 2025 Sales $ 1,714,770 $ 1,610,170 Adjusted Cost of sales (a) 1,123,513 1,046,615 Payroll expense 206,776 206,362 Contract payments 197,345 200,545 Direct expenses 101,976 96,599 Indirect expenses 1,351 659 Other segment expenses, net (b) 66,937 125,215 Net income …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

"Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Consolidation The results of operations reflected in our consolidated financial statements are presented on a consolidated basis. All material intercompany accounts and transactions have been eliminated in consolidation. Our consolidated financial statements reflect our consolidated financial position, results of operations and cash flows in conformity with accounting principles generally accepted in the United States (GAAP). Net income (loss) is equal to comprehensive income (loss) on our Consolidated Statements of Operations. Our fiscal year is comprised of 52 or 53 weeks, ending on the Saturday closest to the last day of April. The fiscal year periods for each of the last two fiscal years consisted of the 52 weeks ended May 2, 2026 (Fiscal 2026) and 53 weeks ended May 3, 2025 (Fiscal 2025). Seasonality Our business is highly seasonal, particularly with respect to textbook sales and rentals, with the major portion of sales and operating profit realized during the second and third fiscal quarters when college students generally purchase and rent textbooks for the upcoming semesters and lowest in the first and fourth fiscal quarters. Our quarterly results also may fluctuate depending on the timing of the start of the various schools semesters, as well as shifts in our fiscal calendar dates. As the concentration of digital product sales increases, revenue will be recognized earlier …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

"Equity Stock Authorization As of May 2, 2026, our authorized capital stock consists of 200,000,000 shares of common stock, par value $0.01 per share, and 5,000,000 shares of preferred stock, par value $0.01 per share. Our common stock trades on the New York Stock Exchange (NYSE) under the symbol BNED. On October 5, 2023, our shareholders approved an amendment and restatement of the Equity Incentive Plan to increase the number of shares available for issuance by an additional 4,500,000 of our Common Stock. BNED has reserved an aggregate of 2,179,093 shares of common stock for future grants in accordance with the Barnes & Noble Education Inc. Equity Incentive Plan. See Note 15. Long-Term Incentive Compensation Expense . On June 5, 2024, our shareholders approved an amendment to our Amended and Restated Certificate of Incorporation, as amended, to increase the aggregate number of authorized shares of Common Stock from 200,000,000 shares to 10,000,000,000 shares. On June 10, 2024, BNED completed the Transactions, including the Rights Offering, the Private Investment, the Term Loan Debt Conversion, and the Credit Facility Refinancing, to substantially deleverage our Consolidated Balance Sheet. These transactions raised additional capital for repayment of indebtedness and provide additional flexibility for working capital needs. See Note 10. Debt. On June 11, 2024, our shareholders approved an amendment to our Amended and Restated Certificate of Incorporation, as amended, to e …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing

Subsequent Event On June 24, 2026, the Company's Board of Directors declared a quarterly cash dividend on its common stock in the amount of $0.08 per share of common stock outstanding, which will be paid on July 30, 2026 to the holders of record as of July 16, 2026. The payment, amount and timing of future dividends remain within the discretion of the Board of Directors and will depend on the Company's results of operations, financial condition, cash requirements, and other factors.

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"Debt As of Maturity Date November 1, 2025 May 3, 2025 Credit Facility June 9, 2028 $ 122,500 $ 103,100 Total debt $ 122,500 $ 103,100 Balance Sheet classification: Long-term borrowings $ 122,500 $ 103,100 Total debt $ 122,500 $ 103,100 Transactions On June 10, 2024, the Company completed a series of Transactions, which together substantially deleveraged the Companys Consolidated Balance Sheet. In connection with the Transactions, the Company received gross proceeds of $95,000 of new equity capital, consisting of a $50,000 private investment led by Immersion Corporation and a $45,000 fully backstopped equity rights offering, resulting in approximately $85,500 of net cash proceeds after transaction costs. In addition, approximately $34,000 of outstanding principal and accrued interest under the Companys term loan was converted into common stock. The Company also refinanced its revolving credit facility, providing access to a $325 million facility maturing in 2028. Credit Facility In connection with the timing of the Companys financial statement filings, the Company entered into a series of limited consent and waiver agreements with the lenders under its asset-based revolving credit facility (the Credit Facility) to extend certain financial reporting deadlines. These waivers related solely to the timing of the Companys filings and did not arise from noncompliance with any financial covenants. The Investigation and related restatement of the Companys previously issued financial …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The following table disaggregates the revenue associated with the Company's major product and service offerings: 13 weeks ended 26 weeks ended November 1, 2025 October 26, 2024 November 1, 2025 October 26, 2024 Product and Other Sales As Restated As Restated Course Materials Product Sales $ 459,267 $ 421,999 $ 616,865 $ 553,427 General Merchandise Product Sales (a) 112,873 109,911 210,580 207,948 Service and Other Revenue (b) 26,071 27,764 44,945 49,225 Product and Other Sales sub-total 598,211 559,674 872,390 810,600 Course Materials Rental Income 46,203 42,448 60,184 54,953 Total Sales $ 644,414 $ 602,122 $ 932,574 $ 865,553 (a) Logo general merchandise sales are recognized on a net basis as commission revenue in the condensed consolidated financial statements. (b) Service and other revenue primarily relates to brand partnership marketing and other service revenues.

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Long-Term Incentive Compensation Expense During the 13 and 26 weeks ended November 1, 2025, the Company did not grant any long-term incentive plan awards. The Company recognizes compensation expense for long-term incentive plan awards in selling and administrative expenses as follows: 13 weeks ended 26 weeks ended November 1, 2025 October 26, 2024 November 1, 2025 October 26, 2024 Stock-based awards Restricted stock expense $ 133 $ 200 $ 333 $ 267 Restricted stock units expense 100 315 278 232 Performance share units expense 1,528 748 3,658 748 Stock option expense 20 (8) 48 (855) Sub-total stock-based awards: $ 1,781 $ 1,255 $ 4,317 $ 392 Cash settled awards Phantom share units expense $ $ 1 $ $ (4) Total compensation expense for long-term incentive awards (a) $ 1,781 $ 1,256 $ 4,317 $ 388 (a) The long-term incentive plan for the 13 and 26 weeks ended October 26, 2024 was impacted due to forfeitures of $1,562 resulting from the resignation of the Company's former Chief Executive Officer on June 11, 2024. Total unrecognized compensation cost related to unvested awards as of November 1, 2025 was $6,630 and is expected to be recognized over a weighted-average period of 1.84 years. …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

"Fair Value Measurements In accordance with ASC 820, Fair Value Measurements and Disclosures (""ASC 820"") , the fair value of an asset is considered to be the price at which the asset could be sold in an orderly transaction between unrelated knowledgeable and willing parties. A liabilitys fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. Assets and liabilities recorded at fair value are measured using a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1Observable inputs that reflect quoted prices in active markets Level 2Inputs other than quoted prices in active markets that are either directly or indirectly observable Level 3Unobservable inputs in which little or no market data exists, therefore requiring the Company to develop its own assumptions The Company's financial instruments include cash and cash equivalents, receivables, accrued liabilities, accounts payable, and long-term debt. The fair values of cash and cash equivalents, receivables, accrued liabilities, and accounts payable approximate their carrying values because of the short-term nature of these instruments, which are all considered Level 1 within the fair value hierarchy. The fair value of the Company's long-term debt approximates its carrying value and is classified as Level 2, as it is estimated using observable …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

Income Taxes The Company recorded an income tax expense of $11,907 on pre-tax income of $36,911 during the 13 weeks ended November 1, 2025, which represented an effective income tax rate of 32.3% and an income tax benefit of $(1,480) on pre -tax income of $41,682 during the 13 weeks ended October 26, 2024, which represented an effective income tax rate of (3.6)%. The Company recorded an income tax expense of $3,267 on pre-tax income of $10,000 during the 26 weeks ended November 1, 2025, which represented an effective income tax rate of 32.7% and an income tax expense of $878 on pre-tax loss of $(59,885) during the 26 weeks ended October 26, 2024, which represented an effective income tax rate of (1.5)%. The effective tax rate for the 13 and 26 weeks ended November 1, 2025 is higher than the prior year comparable period due to the Internal Revenue Code (IRC) 382 limitation on attribute utilization, increased projections of taxable income, and decrease in the valuation allowance. In assessing the realizability of the deferred tax assets, management considered whether it is more likely than not that some or all of the deferred tax assets would be realized. As of November 1, 2025, the Company determined that it was more likely than not that it would not realize all deferred tax assets and the Company's tax rate for the current fiscal year reflects this determination. The Company will continue to evaluate this position. Under Sections 382 and 383 of the Internal Revenue Code of 19 …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Leases Lease assets and lease liabilities are recognized on the condensed Consolidated Balance Sheets for substantially all lease arrangements based on the present value of future lease payments as required by ASC 842, Leases . The lease portfolio consists of operating leases comprised of operating agreements which grant the Company the right to operate on-campus bookstores at colleges and universities; real estate leases for office and warehouse operations; and vehicle leases. There is one immaterial finance lease and no short-term leases (i.e., those with a term of twelve months or less). A right of use (ROU) asset and lease liability are recognized in the condensed Consolidated Balance Sheets for leases with a term greater than twelve months. Options to extend or terminate a lease are included in the determination of the ROU asset and lease liability when it is reasonably certain that such options will be exercised. Lease terms generally range from one year to fifteen years and a number of agreements contain minimum annual guarantees, many of which are adjusted at the start of each contract year based on the actual sales activity of the leased premises for the most recently completed contract year. Payment terms are based on the fixed rates explicit in the lease, including minimum annual guarantees, and/or variable rates based on: i) a percentage of revenues or sales arising at the relevant premises (variable commissions), and/or ii) operating expenses, such as common area …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

"Accounting Pronouncements Recently Issued Accounting Pronouncements There were no new accounting pronouncements issued during the quarter ended November 1, 2025, that are expected to have a material impact on the Companys condensed consolidated financial statements. Recently Issued Accounting Pronouncements Adopted In September 2025, Financial Accounting Standards Board (the ""FASB"") issued ASU No. 2025-07 (ASU 2025-07), "" Derivatives and Hedging (Topic 815): Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract."" The guidance refines the scope of Topic 815 to clarify which contracts are subject to derivative accounting. The guidance also provides clarification under Topic 606 related to share-based payments from a customer in a revenue contract. The amendments in ASU 2025-07 are effective for fiscal years beginning after December 15, 2026, and interim periods within those fiscal years, with early adoption permitted. The Company elected to early adopt ASU 2025-07 effective May 4, 2025, the first day of fiscal 2026. The adoption did not have a material impact on the Companys condensed consolidated financial statements."

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Employee Benefit Plans The Company sponsors defined contribution plans for the benefit of substantially all of the employees of BNC. The Company is responsible to fund the employer contributions directly. The 401(k)-retirement savings plan provides an annual end of plan year discretionary match, in lieu of the current pay period match. Total employee benefit expense for these plans was $0 for the 13 and 26 weeks ended November 1, 2025 and October 26, 2024, respectively.

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Revenue Revenue from sales of the Company's products and services is recognized either at the point in time when control of the products is transferred to its customers or over time as services are provided in an amount that reflects the consideration the Company expects to be entitled to in exchange for the products or services. See Note 2. Basis of Presentation and Summary of Significant Accounting Policies for additional information related to the Company's revenue recognition policies. Disaggregation of Revenue The following table disaggregates the revenue associated with the Company's major product and service offerings: 13 weeks ended 26 weeks ended November 1, 2025 October 26, 2024 November 1, 2025 October 26, 2024 Product and Other Sales As Restated As Restated Course Materials Product Sales $ 459,267 $ 421,999 $ 616,865 $ 553,427 General Merchandise Product Sales (a) 112,873 109,911 210,580 207,948 Service and Other Revenue (b) 26,071 27,764 44,945 49,225 Product and Other Sales sub-total 598,211 559,674 872,390 810,600 Course Materials Rental Income 46,203 42,448 60,184 54,953 Total Sales $ 644,414 $ 602,122 $ 932,574 $ 865,553 (a) Logo general merchandise sales are recognized on a net basis as commission revenue in the condensed consolidated financial statements. (b) Service and other revenue primarily relates to brand partnership marketing and other service revenues. Contract Assets and Contract Liabilities Contract assets represent the sale of goods or services t …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

"Segment Reporting The Company identifies its segments in accordance with the way its business is managed. During the 26 weeks ended October 26, 2024, management determined that a realignment of the Company's operating and reporting segments was necessary to better reflect the operations of the organization. Following the change in Chief Executive Officer and financing transactions in June 2024, the Company streamlined operations to focus on a centralized management structure to support company-wide procurement, marketing and selling, delivery and customer service. Given the change in how the overall business is managed and how the current Chief Executive Officer (the current Chief Operating Decision Maker (""CODM"")) assesses performance and allocates resources, the Company combined the operating results of the prior two segments, Retail and Wholesale, into one operating and reporting segment. Prior period disclosures have been restated to reflect the change to one segment. The CODM reviews financial information on a consolidated basis to evaluate operational performance, allocate resources, and assess trends over time. The CODM uses Net income (loss) as the primary measure of segment profit or loss. In evaluating performance, the CODM also reviews significant expense categories, including adjusted cost of sales, payroll expense, contract payments, direct and indirect expenses, which are considered material to understanding the segments financial results. This measure provid …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

"Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Consolidation The results of operations reflected in the Company's condensed consolidated financial statements are presented on a consolidated basis. The accompanying condensed consolidated financial statements reflect the Company's condensed consolidated financial position, results of operations and cash flows in conformity with accounting principles generally accepted in the United States (GAAP) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X under the Securities Exchange Act of 1934, as amended (""Exchange Act""). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to Securities and Exchange Commission (""SEC"") rules. The Company had no other comprehensive income (loss) for the periods presented; accordingly, comprehensive income (loss) is equal to Net income (loss) on the Company's condensed consolidated statements of operations. In the opinion of the Companys management, the accompanying unaudited condensed consolidated financial statements of the Company contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly its consolidated financial position and the results of its operations and cash flows for the periods reported. All material intercompany accounts and transact …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

"Equity Stock Authorization As of November 1, 2025, the Company's authorized capital stock consists of 200,000,000 shares of common stock, par value $0.01 per share, and 5,000,000 shares of preferred stock, par value $0.01 per share. As of November 1, 2025, 34,081,114 shares of the Company's common stock were issued, of which 34,053,847 shares were outstanding, and 0 shares of the Company's preferred stock were both issued and outstanding. The Company's common stock trades on the New York Stock Exchange (NYSE) under the symbol BNED. On October 5, 2023, the Company's stockholders approved an amendment and restatement of the Equity Incentive Plan to increase the number of shares available for issuance by an additional 4,500,000 of the Company's Common Stock. The Company has reserved an aggregate of 2,179,093 shares of common stock for future grants in accordance with the Barnes & Noble Education Inc. Equity Incentive Plan. On June 5, 2024, the Company's stockholders approved an amendment to its Amended and Restated Certificate of Incorporation, as amended, to increase the aggregate number of authorized shares of Common Stock from 200,000,000 shares to 10,000,000,000 shares. On June 10, 2024, the Company completed various transactions (the ""Transactions""), including an equity rights offering (the ""Rights Offering""), private equity investment (the ""Private Investment""), a term loan debt conversion (the ""Term Loan Debt Conversion""), and credit facility refinancing (the …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing