Sleep Number (NASDAQ: SNBR) approves one-time executive retention awards
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Sleep Number Corporation approved one-time cash retention awards for key leaders, including its named executive officers, effective May 27, 2026. CEO Linda Findley received a $2,500,000 Retention Award while waiving $625,000 of a prior sign-on bonus, resulting in a net new retention amount of $1,875,000. CFO Amy O’Keefe received a $1,000,000 Retention Award with no prior awards waived. Other executives received awards of $700,000, $850,000, and $450,000 with partial waivers of earlier retention grants.
The awards were paid in cash on May 27, 2026, and must be repaid if an executive is terminated for “cause” or resigns within twelve months. The repayment obligation falls away after certain corporate events or if employment ends without cause, or due to death or disability.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 5.02, 9.01
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
CEO Retention Award: $2,500,000
CEO Waived Prior Bonus: $625,000
CEO Net New Retention Amount: $1,875,000
+5 more
8 metrics
CEO Retention Award
$2,500,000
One-time Retention Award for CEO Linda Findley on May 27, 2026
CEO Waived Prior Bonus
$625,000
Portion of previously granted sign-on bonus waived by CEO
CEO Net New Retention Amount
$1,875,000
Net new retention amount for CEO after waiver
CFO Retention Award
$1,000,000
One-time Retention Award for CFO Amy O’Keefe
Barra Retention Award
$700,000
Retention Award for EVP, Chief Product, Technology & Strategy Officer
Hellfeld Retention Award
$850,000
Retention Award for EVP and Chief Legal & Risk Officer
Krusmark Retention Award
$450,000
Retention Award for EVP and Chief Retail & People Officer
Repayment Period
12 months
Period during which termination for cause or resignation triggers repayment
Key Terms
Retention Awards, sign-on bonus, for “cause”, Emerging growth company, +1 more
5 terms
Retention Awards financial
"approved one-time cash retention awards (“Retention Awards”) to critical leaders"
sign-on bonus financial
"waived her right to receive payment of the outstanding portion of her previously-granted sign-on bonus"
for “cause” regulatory
"terminated by the Company for “cause” (as defined in the Retention Agreement)"
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Retention Agreement financial
"the effective date of the named executive officer’s letter agreement (the “Retention Agreement”)"
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): May 27, 2026
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation)
| (Commission File Number) | (IRS Employer Identification No.) | ||||
(Address of principal executive offices) (Zip Code)
(763 ) 551-7000
(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:
| 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(s) | Name of each exchange on which registered | ||||||||||||
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 the 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 | ||||
On May 27, 2026, the Board of Directors (the “Board”) of Sleep Number Corporation (the “Company”), with the advice of its independent compensation consultant and its financial advisors, approved one-time cash retention awards (“Retention Awards”) to critical leaders, including named executive officers. In connection with the grants of the Retention Awards, Ms. Findley waived her right to receive payment of the outstanding portion of her previously-granted sign-on bonus, and Messrs. Hellfeld and Krusmark and Ms. Barra waived their right to receive payment of any outstanding amounts under their previously-granted retention awards, including awards granted in March 2025. Ms. O’Keefe did not have any outstanding retention awards and thus did not waive any outstanding amounts. The table below sets forth the amounts of the Retention Awards as well as the amounts waived by our named executive officers:
| Name | Title | Retention Award | Waived Previous Sign-On Bonus or Retention Award | Net New Retention Amount | ||||||||||
| Linda Findley | President and Chief Executive Officer | $ | 2,500,000 | $ | 625,000 | $ | 1,875,000 | |||||||
| Amy O'Keefe | Executive Vice President and Chief Financial Officer | $ | 1,000,000 | $ | — | $ | 1,000,000 | |||||||
| Melissa Barra | Executive Vice President and Chief Product, Technology & Strategy Officer | $ | 700,000 | $ | 400,000 | $ | 300,000 | |||||||
| Samuel Hellfeld | Executive Vice President and Chief Legal & Risk Officer and Secretary | $ | 850,000 | $ | 400,000 | $ | 450,000 | |||||||
| Christopher Krusmark | Executive Vice President and Chief Retail & People Officer | $ | 450,000 | $ | 300,000 | $ | 150,000 | |||||||
The Retention Awards, less any necessary deductions, were paid by the Company to each named executive officer on May 27, 2026, the effective date of the named executive officer’s letter agreement (the “Retention Agreement”) which sets forth the terms and conditions of the respective Retention Award. The Retention Agreements require repayment of the Retention Award by each named executive officer if the named executive officer’s employment is terminated by the Company for “cause” (as defined in the Retention Agreement) or due to resignation by the executive, in each case within twelve months of the issuance date. Such repayment obligation will no longer apply in the event of certain corporate events, including certain corporate transactions, or in the event the named executive officer experiences a termination of employment by the Company without “cause” or due to death or disability.
The above description is a summary of the terms of the Retention Agreements and is subject to and qualified in its entirety by the terms of the Retention Agreements, copies of which will be filed with the Company’s Quarterly Report on Form 10-Q for the quarter ending July 4, 2026.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS | ||||
(d) Exhibits.
| Exhibit No. | Description of Exhibit | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SLEEP NUMBER CORPORATION | ||||||||||||||
| (Registrant) | ||||||||||||||
| Dated: June 2, 2026 | By: | /s/ Samuel R. Hellfeld | ||||||||||||
| Name: | Samuel R. Hellfeld | |||||||||||||
| Title: | Executive Vice President and Chief Legal and Risk Officer | |||||||||||||
FAQ
What executive retention awards did Sleep Number (SNBR) approve?
Sleep Number approved one-time cash Retention Awards for key leaders. CEO Linda Findley received $2,500,000, CFO Amy O’Keefe received $1,000,000, and three other executives received awards ranging from $450,000 to $850,000, all paid on May 27, 2026.
How do prior bonuses affect the new Sleep Number (SNBR) retention awards?
Several executives waived portions of earlier bonuses or retention awards in connection with the new Retention Awards. For example, CEO Linda Findley waived $625,000 of a prior sign-on bonus, while other executives waived between $300,000 and $400,000 from previously granted retention awards.
What are the repayment conditions for Sleep Number (SNBR) retention awards?
Executives must repay their Retention Awards if Sleep Number terminates them for “cause” or they resign within twelve months of May 27, 2026. The repayment obligation ends after certain corporate transactions or if termination occurs without cause, or due to death or disability.
When were Sleep Number (SNBR) retention awards paid to executives?
The Retention Awards were paid in cash on May 27, 2026, the effective date of each executive’s Retention Agreement. These agreements set detailed terms and conditions, including repayment triggers and circumstances in which repayment is no longer required.
Which Sleep Number (SNBR) executives received net new retention amounts?
CEO Linda Findley received a net new retention amount of $1,875,000, CFO Amy O’Keefe $1,000,000, Melissa Barra $300,000, Samuel Hellfeld $450,000, and Christopher Krusmark $150,000. These figures reflect each Retention Award after any waived prior bonuses or retention grants.