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 2, 2015

BED BATH & BEYOND INC.

(Exact name of registrant as specified in its charter)

New York		0-20214	11-2250488
(State or other jurisdiction		(Commission	(I.R.S. Employer
of incorporation)	H	File Number)	Identification No.)

650 Liberty Avenue

Union, New Jersey 07083

(Address of principal executive offices)   (Zip Code)

(908) 688-0888

(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual Meeting of Shareholders of the Company held on July 2, 2015, the following items were voted upon:  (1) the election of ten directors of the Company for terms expiring in 2016; (2) the ratification of the appointment of KPMG LLP as the Company’s independent auditors for the fiscal year ending February 27, 2016; and (3) a proposal to consider the approval, by non-binding vote, of the 2014 compensation paid to the Company’s named executive officers.  The voting results with respect to each of the matters described were as follows:

1. The ten directors were elected based upon the following votes:

Nominee	For		Against		Abstain		Broker Non-Votes
Warren Eisenberg		139,376,974		1,900,704		256,472		11,264,137
Leonard Feinstein		139,379,910		1,898,164		256,076		11,264,137
Steven H. Temares		140,003,301		1,267,523		263,326		11,264,137
Dean S. Adler		132,889,219		8,393,480		251,451		11,264,137
Stanley F. Barshay		133,752,889		7,529,822		251,439		11,264,137
Geraldine T. Elliott		140,792,288		480,954		260,908		11,264,137
Klaus Eppler		136,580,150		4,700,785		253,215		11,264,137
Patrick R. Gaston		141,001,845		262,874		269,431		11,264,137
Jordan Heller		140,652,029		626,999		255,122		11,264,137
Victoria A. Morrison		133,179,811		8,111,632		242,707		11,264,137

2. The appointment of KPMG LLP as the Company’s independent auditors for the fiscal year ending February 27, 2016 was ratified based upon the following votes:

For	Against	Abstain
151,714,229	827,594	256,464

3. The proposal to consider the approval, by non-binding vote, of the 2014 compensation paid to the Company’s named executive officers was not approved, by the following votes:

For	Against	Abstain	Broker Non-Votes
49,375,965	91,814,438	343,747	11,264,137

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.

	BED BATH & BEYOND INC.
	(Registrant)
Date: July 2, 2015	By:	/s/  Susan E. Lattmann
		Susan E. Lattmann Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer)