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) July 28, 2023

BEST BUY CO., INC.

(Exact name of registrant as specified in its charter)

Minnesota	1-9595	41-0907483
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7601 Penn Avenue South
Richfield, Minnesota	55423
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (612) 291-1000

N/A

(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:

	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	Name of exchange on which registered
Common Stock, $0.10 par value per share	BBY	New York Stock Exchange

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 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.

(d) On July 28, 2023, the Board of Directors (the “Board”) of Best Buy Co., Inc. ("Best Buy" or the "registrant") elected David C. Kimbell as a director, effective immediately.

Mr. Kimbell is currently the Chief Executive Officer and a director of Ulta Beauty, Inc, a specialty beauty retailer. Prior to Mr. Kimbell’s appointment as Chief Executive Officer in 2021, he served as president of Ulta Beauty. Mr. Kimbell has over 25 years of operational and leadership experience in retail and consumer-driven businesses through his roles at Ulta Beauty and his prior roles at U.S. Cellular Corporation, Seventh Generation, Inc., PepsiCo’s Quaker Food Division and in the beauty division of The Procter & Gamble Company.

Mr. Kimbell will be appointed to serve on a Board committee at a later date. Committee assignment(s), once determined, will be disclosed by the registrant in a Current Report on Form 8-K.

Mr. Kimbell will be compensated in accordance with the registrant’s standard compensation policies and practices for the Board, the components of which were disclosed in the registrant’s Proxy Statement for its 2023 Regular Meeting of Shareholders filed with the Securities and Exchange Commission on May 2, 2023, in the section titled “Director Compensation”.

There are no arrangements or understandings between Mr. Kimbell and any other person pursuant to which Mr. Kimbell was appointed to serve as a director. There are no transactions or relationships between the registrant and Mr. Kimbell that are reportable under Item 404(a) of Regulation S-K.

Mr. Kimbell is expected to stand for election to the registrant's Board at the 2024 Regular Meeting of Shareholders.

Item 7.01 Regulation FD Disclosure.

On August 1, 2023, Best Buy issued a news release announcing the appointment of Mr. Kimbell to the Board as described above under Item 5.02. A copy of the news release is furnished as Exhibit 99.1 and incorporated herein by reference.

Best Buy's Annual Report to Shareholders and its reports on Forms 10-K, 10-Q and 8-K and other publicly available information should be consulted for other important information about the registrant.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following Exhibit 99.1 is furnished as an Exhibit to this Current Report on Form 8-K.

Exhibit No.	Description of Exhibit
99.1	News release issued August 1, 2023. Any internet address provided in this release is for information purposes only and is not intended to be a hyperlink. Accordingly, no information at any internet address is included herein.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

‎

2

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.

		BEST BUY CO., INC.
		(Registrant)
Date: August 1, 2023	By:	/s/ TODD G. HARTMAN
		Todd G. Hartman
		Executive Vice President, General Counsel, Chief Risk Officer and Secretary

3

EX-99.1

Best Buy Appoints Dave Kimbell to Board of Directors

MINNEAPOLIS –Best Buy Co., Inc. has appointed David C. Kimbell, a leading specialty retail executive, to its Board of Directors, effective immediately.

Kimbell is the Chief Executive Officer of Ulta Beauty, the largest specialty beauty retailer in the U.S., and has held the role since June 2021. He also sits on its Board of Directors. Since joining Ulta Beauty in 2014, he has served in leadership roles including President and Chief Merchandising and Marketing Officer.

Kimbell is a seasoned executive with more than 25 years of experience in retail and consumer-driven businesses. Prior to joining Ulta Beauty, he held leadership roles at U.S. Cellular, Seventh Generation, PepsiCo’s Quaker Food Division and in the beauty division of Procter & Gamble.

“Dave’s leadership experience in specialty retail and service is an incredible asset to our organization, and I am thrilled to welcome him to the Board,” said Corie Barry, Chief Executive Officer at Best Buy. “His proven record of leading and transforming numerous top brands and retailers, while focusing on what’s best for their employees and communities, will be invaluable as we continue to create the future of retail for evolving consumers.”

“I am honored to be joining Corie and Best Buy’s impressive Board of Directors during this important stage in the brand’s evolution. I am energized by the growth opportunities ahead for the Company, which shares my passion for consumer centricity and innovation,” said Dave Kimbell. “I look forward to supporting the highly talented leadership team as they bring to life Best Buy’s vision to personalize and humanize technology solutions for every stage of life.”

XML

Document And Entity Information	Jul. 28, 2023
Document And Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Jul. 28, 2023
Entity Registrant Name	BEST BUY CO., INC.
Entity Incorporation, State or Country Code	MN
Entity File Number	1-9595
Entity Tax Identification Number	41-0907483
Entity Address, Address Line One	7601 Penn Avenue South
Entity Address, City or Town	Richfield
Entity Address, State or Province	MN
Entity Address, Postal Zip Code	55423
City Area Code	612
Local Phone Number	291-1000
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.10 par value per share
Trading Symbol	BBY
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000764478
Amendment Flag	false