On July 18, 2025, after the market closed, Barnes & Noble filed a current report with the SEC on Form 8-K. It stated that Barnes & Noble had “filed a Notification of Late Filing on Form 12b-25 (“Form 12b-25”) with the [SEC] to report that [Barnes & Noble] is unable to file its Annual Report on Form 10-K for the year ended May 3, 2025 within the prescribed time period without unreasonable effort or expense. The Form 12b-25 included selected preliminary and unaudited financial results for the fiscal year ended May 3, 2025 and included the following information: Certain information regarding the recording of cost of digital sales was brought to the attention of management in July 2025, which promptly informed the Audit Committee (the “Committee”) of the Board of Directors of the Company, that caused the Committee to commence an internal investigation with the assistance of outside counsel and advisors.”
On this news, Barnes & Noble’s stock fell $2.36 per share, or 21%, to close at $8.87 per share on July 21, 2025.
