{"url_path":"/sec/bbby/8-k/2026-06-17/item-9-01","section_key":"item-9-01","section_title":"Item 9.01 Financial Statements and Exhibits","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-17","source_url":"https://www.sec.gov/Archives/edgar/data/1130713/0001140361-26-025607-index.html","accession_number":"0001140361-26-025607","cik":"0001130713","ticker":"BBBY","issuer_name":"NEIGHBORHOOD INTELLIGENCE, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1130713/0001140361-26-025607-index.html","primary_entity_key":"0001130713","primary_entity_name":"BED BATH & BEYOND, INC."},"word_count":1276,"has_tables":true,"body_markdown":"Item 9.01.\n\nFinancial Statements and Exhibits\n\n(d) Exhibits.\n\nExhibit Number\n\nExhibit Description\n\n[2.1*](ef20076327_ex2-1.htm)\n\nMerger Agreement and Plan of Reorganization, dated as of June 16, 2026, by and among Bed Bath & Beyond, Inc., Fathom Merger Sub, Inc.,\nand Fathom Holdings Inc.\n\n[10.1](ef20076327_ex10-1.htm)\n\nForm of Voting and Support Agreement, dated as of June 16, 2026, by and among Bed Bath & Beyond, Inc., Fathom Holdings Inc., and certain stockholders of\nFathom Holdings Inc.\n\n104\n\nThe cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101)\n\n* Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Reporting Company agrees to furnish supplementally a copy of any\nomitted schedule or exhibit to the SEC upon request.\n\n4\n\nCautionary Note Regarding Forward-Looking Statements\n\nThis Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended\n(the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange\n\nAct”). Such forward-looking statements include all statements other than statements of historical fact, including but not limited to statements regarding the Merger, its consummation, stockholder approval and listing requirements,\ntermination fees if the Merger is not consummated, our anticipated financial performance, including the anticipated closing of and synergies related to the Merger, our industry, business strategy, plans, goals and expectations concerning our market\nposition, future operations and other financial and operating information, and the timing of any of the foregoing. Forward-looking statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other\nimportant factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to\nuncertainties as to the timing of the consummation of the proposed transaction and the ability of the parties to consummate the proposed transactions; the satisfaction of the conditions precedent to consummation of the proposed transaction,\nincluding the approval of FTHM’s stockholders; the ability to obtain required regulatory approvals at all or in a timely manner; any litigation related to the proposed transaction; disruption of the Company’s or FTHM’s current plans and operations\nas a result of the proposed transaction; the ability the Company or FTHM to retain and hire key personnel; competitive responses to the proposed transaction; unexpected costs, charges or expenses resulting from the proposed transaction; the ability\nof the Company to successfully integrate FTHM’s operations; the ability of the Company to implement its plans, forecasts and other expectations with respect to FTHM’s business after the completion of the transaction, if consummated; the ability of\nthe Company to realize the anticipated synergies and related benefits from the proposed transaction in the anticipated amounts or within the anticipated timeframes or at all; and the ability to maintain relationships with the Company’s and FTHM’s\nrespective employees, customers, other business partners and governmental authorities. Other important factors are discussed under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025,\nfiled with the Securities and Exchange Commission (the “SEC”) on February 24, 2026, Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, filed with\nthe SEC on April 27, 2026, and in our subsequent filings with the SEC.\n\nImportant Additional Information Regarding the Transaction Will Be Filed With the SEC\n\nIn connection with the proposed Merger, the Company and FTHM will file relevant materials with the SEC, including a Company registration statement on Form S-4 that\nwill include a proxy statement of FTHM and will also constitute a prospectus of the Company, and a definitive proxy statement will be mailed to stockholders of FTHM. INVESTORS AND SECURITY HOLDERS OF THE COMPANY AND FTHM ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS THAT WILL BE INCLUDED IN THE REGISTRATION STATEMENT ON FORM S-4, AND OTHER RELEVANT DOCUMENTS\nFILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE IN THE PROXY STATEMENT/PROSPECTUS (IF ANY) CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT\nINFORMATION ABOUT THE PROPOSED TRANSACTION, THE PARTIES TO THE PROPOSED TRANSACTION AND THE RISKS ASSOCIATED WITH THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain, without charge, a copy of the registration\nstatement, the proxy statement/prospectus and other relevant documents filed with the SEC (when available) from the SEC’s website at www.sec.gov. Copies of the documents filed with the SEC by the Company will be available free of charge on the\nCompany’s investor relations website at investors.beyond.com. Copies of the documents filed with the SEC by FTHM will be available free of charge on FTHM’s investor relations website at ir.fathominc.com.\n\n5\n\nParticipants in the Solicitation\n\nThe Company, FTHM and certain of their directors, executive officers and other members of management may be deemed to be participants in the solicitation of proxies\nwith respect to the proposed transactions. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the stockholders of FTHM in\nconnection with the proposed transactions, including a description of their direct or indirect interests, by security holdings or otherwise, will be set forth in the proxy statement/prospectus when it is filed with the SEC. Information regarding\nthe Company’s directors and executive officers is contained in the Company’s definitive proxy statement in connection with its annual meeting of stockholders held in 2026, which was filed with the SEC on March 27, 2026. Information regarding FTHM’s\ndirectors and executive officers is contained in FTHM’s Annual Report on Form 10-K/A for its fiscal year ended December 31, 2025, which was filed with the SEC on April 30, 2026. Security holders and investors may obtain additional information\nregarding the interests of such persons, which may be different than those of the Company’s security holders generally, by reading the proxy statement/prospectus and other relevant documents regarding the transaction, which will be filed with the\nSEC. You may obtain these documents (when they become available) free of charge through the website maintained by the SEC at www.sec.gov and the Company’s or FTHM’s investor relations websites as described above.\n\nNo Offer or Solicitation\n\nThis communication is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or\nsubscribe for any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the proposed transactions or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of\napplicable law. This communication does not constitute a prospectus or prospectus equivalent document.\n\nNo offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act. In connection with the proposed\ntransactions, the Company will file a registration statement on Form S-4 that will include a proxy statement of FTHM and will also constitute a prospectus of the Company. INVESTORS AND SECURITY\nHOLDERS OF THE COMPANY AND FTHM ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.\n\n6\n\nSIGNATURES\n\nPursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on\nits behalf by the undersigned hereunto duly authorized.\n\nBED BATH & BEYOND, INC.\n\nBy:\n\n/s/ Brian LaRose\n\nBrian LaRose\n\nChief Financial Officer\n\nDate:\n\nJune 17, 2026"}