Every material Form 8-K Grocery Outlet filed with the SEC in 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Grocery Outlet reported second-quarter fiscal 2026 net sales up 1.1% to $1.19 billion and GAAP net income of $5.6 million, or $0.06 per diluted share, versus $5.0 million a year earlier. Adjusted net income fell to $20.3 million from $22.8 million, and the first half included a $158.0 million goodwill impairment that produced a net loss of $174.7 million. The company narrowed its fiscal 2026 guidance, raising the low end of its adjusted EBITDA and adjusted diluted EPS ranges.
Q2 net sales rose 1.1% to $1.19 billion, but comparable store sales fell 0.3% and gross margin declined to 30.2% from 30.6%.
First-half net loss of $174.7 million, or $(1.77) per diluted share, reflects a $158.0 million non-cash goodwill impairment recorded in Q1.
Fiscal 2026 guidance now calls for adjusted EBITDA of $225 million to $235 million (previously $220 million to $235 million) and diluted adjusted EPS of $0.51 to $0.55 (previously $0.45 to $0.55).
Grocery Outlet appointed Ian Ferry as Executive Vice President, Chief Financial Officer and Treasurer, effective June 9, 2026, succeeding Christopher Miller, who leaves June 26, 2026. The company also named Paul Miller Executive Vice President, Chief Purchasing and Merchandising Officer, replacing Matthew Delly, who departs June 12, 2026, and affirmed its second quarter and fiscal 2026 outlook first provided May 13, 2026. The finance and purchasing leadership changes matter to shareholders because they reshape two senior roles, while the outlook was reaffirmed rather than changed.
Ian Ferry, 45, joined in June 2025 and becomes CFO with a $475,000 base salary and a target bonus of 60% of base salary.
Christopher Miller's departure is effective June 26, 2026; Matthew Delly's is effective June 12, 2026.
Paul Miller, a former Grocery Outlet executive who retired in 2024, returns full-time after serving as an advisor.
Susan Leary was promoted to Senior Vice President, Accounting and designated Principal Accounting Officer, with a $300,000 base salary.
Grocery Outlet reported a first-quarter fiscal 2026 net loss of $180.3 million, or $(1.83) per diluted share, compared with a net loss of $23.3 million, or $(0.24), a year earlier. The loss reflects a $158.0 million non-cash goodwill impairment, while net sales rose 3.6% to $1.17 billion, and the company reaffirmed its fiscal 2026 guidance. For shareholders, sales growth was offset by a sharp decline in profit and a much larger per-share loss.
Net sales rose 3.6% to $1.17 billion, but comparable store sales declined 1.0%.
Net loss was $180.3 million, or $(1.83) per diluted share, versus $23.3 million, or $(0.24), a year earlier, including the $158.0 million goodwill impairment.
Adjusted EBITDA was $43.1 million, or 3.7% of net sales, compared with $51.9 million, or 4.6%, last year.
Fiscal 2026 guidance was reaffirmed, including adjusted EBITDA of $220 million to $235 million and diluted adjusted EPS of $0.45 to $0.55.
Grocery Outlet Holding Corp. increased its board from ten to twelve directors and appointed Frances L. Allen and Felicia D. Thornton, effective April 1, 2026. The filing reports no financial results, guidance, or transaction terms, so the change is an governance update for shareholders rather than a change in company performance.
Board expanded from ten to twelve directors; Allen and Thornton appointed effective April 1, 2026.
Both directors were determined by the Board to be independent under Nasdaq requirements.
Each director's term effectively expires at the 2026 annual meeting, when the Board is declassified.
Press release dated April 2, 2026 (Exhibit 99.1) announced the appointments.
Grocery Outlet reported a fourth-quarter fiscal 2025 net loss of $218.2 million, or $(2.22) per diluted share, compared with net income of $2.3 million a year earlier, after $149.0 million of goodwill impairment and $110.2 million of long-lived asset impairment. Net sales rose 10.7% to $1.22 billion, although comparable store sales fell 0.8%, and the company's board adopted a plan on March 2, 2026 to close 36 underperforming stores. Fiscal 2026 guidance calls for adjusted EBITDA of $220 million to $235 million and diluted adjusted earnings per share of $0.45 to $0.55, versus $0.76 in fiscal 2025.
Q4 net sales rose 10.7% to $1.22 billion, including $82.4 million from the 53rd week; comparable store sales declined 0.8%.
Q4 net loss was $218.2 million, or $(2.22) per diluted share, versus net income of $2.3 million, or $0.02, a year earlier.
Board adopted the Optimization Plan on March 2, 2026 to close 36 stores; estimated fiscal 2026 net restructuring charges are $14 million to $25 million.
Fiscal 2026 outlook: net sales of $4.60 billion to $4.72 billion and adjusted EBITDA of $220 million to $235 million.
Grocery Outlet said Executive Vice President and Chief Purchasing Officer Steve Wilson will retire effective March 20, 2026, after 31 years of service. Matt Delly, who joined the company in 2025 as Chief Merchandising Officer, will lead the combined purchasing and merchandising functions, which the company says is expected to increase efficiency.
Steve Wilson, EVP and Chief Purchasing Officer, retires effective March 20, 2026, after 31 years of service.
Matt Delly becomes Chief Merchandising and Purchasing Officer, leading purchasing and merchandising as one function.
Wilson will receive separation benefits under the Executive Severance Plan, described in the 2025 proxy statement filed April 17, 2025.
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