Welcome to our dedicated page for Rent The Runway SEC filings (Ticker: RENT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Rent the Runway, Inc. (NASDAQ: RENT) SEC filings page provides direct access to the company’s regulatory disclosures, including annual and quarterly reports, current reports, registration statements and proxy materials. As a Delaware corporation with Class A common stock listed on The Nasdaq Stock Market LLC, Rent the Runway files detailed information with the U.S. Securities and Exchange Commission about its business, financial condition, capital structure and governance.
Through Forms 10-K and 10-Q, investors can review discussions of Rent the Runway’s Closet in the Cloud business model, its Subscription, Reserve and Resale offerings, subscriber and customer metrics, risk factors, and management’s analysis of results. Current reports on Form 8-K document material events such as the 2025 recapitalization transactions, changes in credit agreements, rights offerings, changes in control, board composition updates and notices regarding Nasdaq listing requirements.
The company’s registration statements on Form S-1 describe offerings of Class A common stock and transferable subscription rights, including a rights offering to purchase shares at a specified subscription price and a resale registration for shares held by selling stockholders. Proxy statements, such as the definitive proxy for the 2025 special meeting, outline proposals related to recapitalization approvals, incentive plan amendments and charter amendments.
On Stock Titan, these filings are complemented by AI-powered summaries that highlight key points from lengthy documents, helping readers quickly understand topics like debt reduction, maturity extensions, rights offering terms, equity issuance and governance changes. Real-time updates from EDGAR ensure that new 8-Ks, S-1 amendments and other filings appear promptly, while Form 4 and related insider transaction reports can be used to track trading activity by directors, officers and significant shareholders.
By using this page, investors gain a structured view of Rent the Runway’s official disclosures, from high-level strategy and risk discussions to detailed terms of credit agreements and equity transactions, all supported by AI tools that make complex filings easier to interpret.
Rent the Runway, Inc. established an at-the-market equity program allowing sales of up to $40,000,000 of its Class A common stock. The company entered into an At-the-Market Sales Agreement with BTIG, LLC, which may act as agent or principal for these sales under an effective Form S-3 shelf registration.
Under General Instruction I.B.6 of Form S-3, public primary offerings are limited to no more than one-third of the aggregate market value of common stock held by non-affiliates, or $9,964,551 in any twelve-month period while that market value remains below $75,000,000. BTIG will use commercially reasonable efforts to execute sales and may receive a commission of up to 3.0% of the gross sales price.
Rent the Runway, Inc. is offering up to $40,000,000 of Class A common stock in an at-the-market offering under a Sales Agreement with BTIG, LLC acting as sales agent. Under Form S-3 rules, sales are limited to one-third of the public float while the public float is below $75,000,000, which currently limits sales under this prospectus supplement to $9,964,551.
The prospectus supplement states the public float was $29,893,655 calculated as of April 14, 2026 based on 4,649,091 Class A shares at $6.43 per share (closing price on February 24, 2026. The document also cites 33,419,413 total Class A shares outstanding as of April 2, 2026. Proceeds are intended for general corporate purposes, and the Agent’s commission is 3.0% of gross sales.
Rent the Runway, Inc. files its annual report describing its fashion rental platform, capital structure changes, and key risks. The company runs a subscription, a‑la‑carte rental, and resale model, serving about 3.5 million lifetime customers and 143,796 active subscribers as of January 31, 2026, with 90% of fiscal 2025 revenue from subscribers.
Rent the Runway emphasizes data, logistics, and AI-driven personalization to manage a large rotating inventory sourced through wholesale, consignment-style “Share by RTR,” and Exclusive Designs. A 2025 recapitalization significantly reduced indebtedness but introduced new credit agreement covenants that may restrict operations if not carefully managed.
The filing highlights material weaknesses in internal control over financial reporting, Nasdaq audit committee noncompliance, and heavy reliance on discretionary consumer spending. It also outlines growth plans focused on customer retention, AI-enabled efficiency, community-driven marketing, and potential new revenue streams such as a marketplace and B2B cleaning services.
Rent the Runway reported its strongest quarter ever by revenue but mixed full-year profitability trends. Q4 2025 revenue reached $91.7 million, up 20% year over year, with ending active subscribers rising 20.1% to 143,796. Gross margin in the quarter improved modestly to 38.6%, and the net loss narrowed sharply to $(1.4) million from $(13.4) million.
For fiscal 2025, revenue grew 7.7% to $329.8 million, while gross margin declined to 32.6% as the company increased inventory investment to support growth. Reported net income was $22.6 million, primarily driven by a $96.3 million gain on debt restructuring, while Adjusted EBITDA fell to $24.9 million from $46.9 million and free cash flow was a negative $46.0 million.
Management highlighted a “transformed” balance sheet, with long‑term debt reduced to $156.6 million from $333.7 million and the equity deficit improving to $(36.1) million. For fiscal 2026, the company targets double‑digit revenue growth, an Adjusted EBITDA margin of 4%–7%, and lower rental product acquisitions of $45–$50 million. Q1 2026 revenue is expected between $85 million and $87 million with an Adjusted EBITDA margin of -5% to -7%.
Rent the Runway, Inc. filed an update describing a Second Amendment to its Amended and Restated Credit Agreement. The amendment, entered on April 1, 2026, allows the company to capitalize interest instead of making cash interest payments under the credit facility until May 3, 2027, subject to the agreement’s terms. The amendment is between the company as borrower, certain lenders, and CHS (US) Management LLC as administrative agent.
Fonseca Dhiren R. reported acquisition or exercise transactions in this Form 4 filing.
Rent the Runway, Inc. reported that Executive Chair Dhiren R. Fonseca received a grant of 802,395 restricted stock units (RSUs). Each RSU represents one share of Class A common stock. The award was granted as a material inducement to commence employment, with 25% vesting on October 28, 2026 and the remaining 75% vesting in 6.25% quarterly installments thereafter.
Rent the Runway, Inc. received an amended Schedule 13G from several Bain Capital Venture entities showing that they no longer hold any Class A common stock. As of the close of business on December 31, 2025, the reporting persons disclose beneficial ownership of 0 shares, representing 0% of the class.
The filing is made jointly by Bain Capital Venture Fund 2009, L.P., BCIP Venture Associates and BCIP Venture Associates-B, along with related Bain Capital venture entities, and confirms they have no sole or shared voting or dispositive power over Rent the Runway shares.
Rent the Runway, Inc. received Amendment No. 3 to a Schedule 13G from several Highland-affiliated investment entities regarding their holdings of its Class A common stock. The main Highland Management Partners VIII entities report beneficial ownership of 212,820 shares, representing 0.6% of the Class A common stock, based on 33,390,904 shares outstanding as of December 5, 2025.
Subsidiary funds report smaller portions of this stake, including Highland Capital Partners VIII Limited Partnership with 154,428 shares (0.5%), Highland Capital Partners VIII-C Limited Partnership with 55,998 shares (0.2%), and Highland Leaders Fund I, L.P. with 42,398 shares (0.1%). Each reporting entity lists shared voting and dispositive power over its shares and no sole power, and the filing confirms that the group now holds 5 percent or less of the class.
Rent the Runway, Inc. entered into a First Amendment to its Amended and Restated Credit Agreement on January 28, 2026 with its existing lenders and CHS (US) Management LLC as administrative agent. The amendment removes the minimum liquidity covenant from the credit agreement originally dated October 28, 2025. This change eases one of the company’s financial constraints under its loan agreement, potentially giving Rent the Runway more flexibility in how it manages cash and short‑term funding while keeping the overall lending relationship in place.
Rent the Runway director receives new stock award
A director of Rent the Runway, Inc. reported receiving 16,759 restricted stock units (RSUs) of Class A common stock on 12/16/2025 as an annual equity grant under the company’s Non-Employee Director Compensation Program. Each RSU represents the right to receive one share of Class A common stock. The RSUs will vest on the earlier of the one-year anniversary of July 8, 2025 or the date of the company’s next annual meeting of stockholders, as long as the director continues to serve on the board. Following this grant, the director beneficially owns 21,715 Class A shares directly and 161 Class A shares indirectly through The Rosensweig 2012 Irrevocable Children’s Trust.