GameStop Corp. Press Releases

GameStop Reminds Holders of October 30, 2026 Warrant Expiration Date

Mon, 19 Oct 2026 16:05:00 -0400

GRAPEVINE, Texas--(BUSINESS WIRE)-- GameStop Corp. (NYSE: GME) (“GameStop” or the “Company”) today reminds holders that its warrants to purchase shares of Class A common stock (“Common Stock”) will expire at 5:00 p.m., New York City time, on October 30, 2026. Each warrant is exercisable for one share of Common Stock at an exercise price of $32.00 in cash. Warrants not exercised by that time will expire worthless.

In connection with the foregoing expiration, the warrants will cease trading under the symbol “GME WS” on the New York Stock Exchange (the “NYSE”) before the markets open on October 30, 2026. Holders wishing to exercise their warrants should contact their broker (or, if their warrants are held in a registered account with the Company’s transfer agent, Computershare) sufficiently in advance of the expiration date to confirm applicable exercise instructions and deadlines. Brokers may impose earlier exercise deadlines.

As an accommodation to warrant holders who are unable to deliver their warrants by the expiration deadline, the Company will permit exercises using a Notice of Guaranteed Delivery. The Notice, together with payment of the $32.00 per warrant exercise price, must be received before 5:00 p.m., New York City time, on October 30, 2026, and the warrants must then be delivered by 5:00 p.m., New York City time, on November 2, 2026.

The NYSE confirmed with the Company that it intends to file a Form 25 with the Securities and Exchange Commission to effect the delisting of the warrants and the deregistration of the warrants under Section 12(b) of the Securities Exchange Act of 1934, as amended.

The Company’s Common Stock will continue to trade on the NYSE under the symbol “GME.”

Cautionary Statement Regarding Forward-Looking Statements – Safe Harbor

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on GameStop’s current assumptions, expectations and beliefs and are subject to substantial risks, uncertainties and changes in circumstances that may cause actual results to differ materially, including market risks, trends and conditions. These and other risks are more fully described in GameStop’s filings with the Securities and Exchange Commission, including the “Risk Factors” sections of its Annual Report on Form 10-K for the fiscal year ended January 31, 2026 and its Quarterly Reports on Form 10-Q for the fiscal quarters ended May 2, 2026 and August 1, 2026. Forward-looking statements speak only as of the date of this press release, and GameStop disclaims any obligation to update them.

GameStop Corp. Investor Relations
(817) 424-2001
ir@gamestop.com

Source: GameStop Corp.

GameStop Discloses Second Quarter 2026 Results

Tue, 08 Sep 2026 09:00:00 -0400

GRAPEVINE, Texas--(BUSINESS WIRE)-- GameStop Corp. (NYSE: GME) (“GameStop” or the “Company”) today released financial results for the second quarter ended August 1, 2026. The Company’s condensed and consolidated financial statements, including GAAP and non-GAAP results, are below.

SECOND QUARTER HIGHLIGHTS

Operating income of $160.2 million was the highest second quarter operating income in GameStop's history. Collectibles net sales grew 57% year over year to $356.3 million and now represent 45.1% of net sales. The Company had cash, cash equivalents, marketable securities and digital assets and related receivables of $5.4 billion, and investment in eBay Inc. ("eBay") common stock of $4.9 billion as of August 1, 2026. The Company raised its fiscal year 2026 Adjusted EBITDA outlook to in excess of $650 million.

SECOND QUARTER OVERVIEW

Net sales were $790.2 million for the second quarter, compared to $972.2 million in the prior year's second quarter. The decrease primarily reflects the prior-year launch of Nintendo Switch 2, planned store closures, and the divestiture of the Company's France operations.
Collectibles net sales were $356.3 million for the second quarter, or 45.1% of net sales, compared to $227.6 million, or 23.4% of net sales, in the prior year's second quarter.
Selling, general and administrative (“SG&A”) expenses were $187.1 million for the second quarter, compared to $218.8 million in the prior year's second quarter.
Operating income was $160.2 million for the second quarter, the highest second quarter operating income in GameStop's history, compared to operating income of $66.4 million in the prior year's second quarter.
- Excluding impairment and other items, adjusted operating income was $158.7 million for the second quarter compared to adjusted operating income of $64.7 million in the prior year's second quarter.
Net income was $298.7 million for the second quarter, compared to net income of $168.6 million for the prior year’s second quarter.
- Excluding impairments, loss (gain) on digital assets and related receivables, gain on derivative asset, unrealized gain on equity investment, and other items, adjusted net income was $161.1 million for the second quarter compared to adjusted net income of $138.3 million for the prior year's second quarter.
Adjusted EBITDA was $174.0 million for the second quarter, compared to $75.7 million in the prior year's second quarter.
Total cash, cash equivalents, marketable securities, digital assets and related receivables were $5.4 billion at the close of the second quarter. This included $5.1 billion of cash, cash equivalents, and marketable securities (compared to $8.7 billion at the close of the prior year's second quarter) and $0.3 billion in digital assets and related receivables.
As of August 1, 2026, the Company held approximately 43.4 million shares of eBay common stock with a fair value of approximately $4.9 billion.
As previously announced, on September 3, 2026, the Company completed privately negotiated exchanges retiring approximately $1.4 billion aggregate principal amount of its 0.00% Convertible Senior Notes due 2030 and 0.00% Convertible Senior Notes due 2032, reducing total long-term debt to approximately $2.8 billion.

Beginning with this quarter, the Company reports net sales in three categories (Collectibles, Video Games, and Pre-Owned and Refurbished), which aligns with how management views and operates the business. Prior-period amounts have been recast to conform to the new presentation. See “Sales Mix” in Schedule I below.

FISCAL YEAR 2026 OUTLOOK

For the fiscal year ending January 30, 2027, the Company now expects to generate Adjusted EBITDA in excess of $650 million, an increase from its prior outlook of Adjusted EBITDA in excess of $600 million provided on June 26, 2026. Adjusted EBITDA for the first six months of fiscal year 2026 was $339.7 million.

NON-GAAP MEASURES AND OTHER METRICS

As a supplement to the Company’s financial results presented in accordance with U.S. generally accepted accounting principles ("GAAP"), GameStop may use certain non-GAAP measures, such as adjusted SG&A expenses, adjusted operating income (loss), adjusted net income (loss), adjusted net income (loss) per share, adjusted EBITDA and free cash flow. The Company believes these non-GAAP financial measures provide useful information to investors in evaluating the Company’s core operating performance. Adjusted SG&A expenses, adjusted operating income (loss), adjusted net income (loss), adjusted net income (loss) per share and adjusted EBITDA exclude the effect of discretely managed items such as certain transformation costs (including severance and other costs), asset impairments, (gain) loss on digital assets and related receivables, (gain) loss on written options on digital assets, (gain) loss on derivative asset, unrealized (gain) loss on equity investment, as well as divestiture costs, which we believe is useful in providing period to period comparisons. Free cash flow excludes capital expenditures otherwise included in net cash flows provided by (used in) operating activities, and therefore measures our ability to generate additional cash from our business operations, which we believe is an important financial measure for use by investors in evaluating the Company's financial performance. The Company’s definition and calculation of non-GAAP financial measures may differ from that of other companies. Non-GAAP financial measures should be viewed as supplementing, and not as an alternative or substitute for, the Company’s financial results prepared in accordance with GAAP. Certain of the items that may be excluded or included in non-GAAP financial measures may be significant items that could impact the Company’s financial position, results of operations or cash flows and should therefore be considered in assessing the Company’s actual and future financial condition and performance.

With regard to the Company's fiscal year 2026 Adjusted EBITDA outlook, the Company is not able to reconcile this forward-looking non-GAAP measure to the closest corresponding GAAP measure, net income, without unreasonable efforts because it is unable to predict the ultimate outcome of certain significant items.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS - SAFE HARBOR

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by the use of terms such as "anticipates," "believes," "continues," "could," "estimates," "expects," "intends," "may," "plans," "potential," "predicts," "pro forma," "seeks," "should," "will" or similar expressions. Forward-looking statements are subject to significant risks and uncertainties and actual developments, business decisions, outcomes and results may differ materially from those reflected or described in the forward-looking statements. The following factors, among others, could cause actual developments, business decisions, outcomes and results to differ materially from those reflected or described in the forward-looking statements: the performance of our business and our ability to generate earnings in line with our guidance; economic, social, and political conditions in the markets in which we operate; the competitive nature of the Company’s industry; the cyclicality of the video game industry; the Company’s dependence on the timely delivery of new and innovative products from its vendors; the impact of technological advances in the video game industry and related changes in consumer behavior on the Company’s sales; interruptions to the Company’s supply chain or the supply chain of our suppliers; the Company’s dependence on sales during the holiday selling season and on the popularity and sale of trading cards; the Company’s ability to obtain favorable terms from its current and future suppliers and service providers; the Company’s ability to anticipate, identify and react to trends in pop culture with regard to its sales of collectibles; the Company’s ability to maintain strong retail and ecommerce experiences for its customers; the Company’s ability to keep pace with changing industry technology and consumer preferences; how the Company incorporates artificial intelligence into workflows and processes, including customer-facing and operational activities, and challenges with properly managing its use; the Company’s ability to manage its profitability and cost reduction initiatives; the Company’s ability to complete its proposed acquisition of eBay; changes in senior management or the Company’s ability to attract and retain qualified personnel; the Company is highly dependent on the services of the Company’s Chairman of the Board and Chief Executive Officer, Ryan Cohen; potential damage to the Company’s reputation or customers' perception of the Company; the Company's ability, or the ability of the third parties with whom we work, to maintain the security of our information technology systems or data (including customer, associate or Company information); the Company's compliance with stringent and evolving laws and other obligations related to data privacy and security; occurrence of weather events, natural disasters, public health crises and other unexpected events; risks associated with inventory shrinkage; potential failure or inadequacy of the Company's computerized systems; the ability of the Company’s third party delivery services to deliver products to the Company’s retail locations, fulfillment centers and consumers and changes in the terms the Company has with such service providers; the ability and willingness of the Company’s vendors to provide marketing and merchandising support at historical or anticipated levels; restrictions on the Company’s ability to purchase and sell pre-owned products; the Company’s ability to renew or enter into new leases on favorable terms; unfavorable changes in the Company’s global tax rate; legislative actions; the Company’s ability to comply with federal, state, local and international laws and regulations and statutes; changes to tariff and import/export regulations; potential litigation and other legal proceedings; the value of the Company's investment holdings; concentration of the Company's investment portfolio into one or fewer holdings; the recognition of losses in a particular investment even if the Company has not sold the investment; the execution and timing of share repurchases, if any, under the share repurchase authorization; volatility in the Company’s stock price, including volatility due to potential short squeezes; continued high degrees of media coverage by third parties; the availability and future sales of substantial amounts of the Company’s Class A common stock; the issuance of the Company's Class A common stock upon the exercise of the warrants declared as part of the October 7, 2025 distribution to the holders of record of the Company's Class A common stock and holders of the Convertible Notes, in the form of warrants to purchase shares of common stock (the “Warrants”), may depress our stock price; future issuance of additional warrants may adversely affect the market price of the Warrants and the market price of the Company’s Class A common stock; the Warrants do not automatically exercise, and any Warrant that is not exercised prior to their expiration date will lose all financial value; fluctuations in the Company’s results of operations from quarter to quarter; the Company’s ability to generate sufficient cash flow to fund its operations; the $1.5 billion 0.00% Convertible Senior Notes due 2030 (the “2030 Notes") and $2,700 million 0.00% Convertible Senior Notes due 2032 (the "2032 Notes" and, collectively with the 2030 Notes, the "Convertible Notes") are the Company’s obligations only, and substantially all of our operations are conducted through, and a portion of our consolidated assets are held by, our subsidiaries; servicing the Convertible Notes requires a significant amount of cash, and the Company may not have sufficient cash flow from our business to make such payments, and we may incur additional indebtedness in the future; the Company’s ability to incur additional debt; risks associated with the Company’s investment in marketable, nonmarketable and interest-bearing securities, including the impact of such investments on Company’s financial results; the Company's investment policy permits investments in certain cryptocurrency assets, including Bitcoin and U.S. dollar-denominated stable coins, and to the extent the Company holds Bitcoin or U.S. dollar denominated stable coins, the Company will be exposed to certain risks associated with Bitcoin or stable coins, respectively; the Company’s derivative strategy can expose it to counterparty risk; and the Company’s ability to maintain effective internal control over financial reporting. Additional factors that could cause results to differ materially from those reflected or described in the forward-looking statements can be found in GameStop's most recent Annual Report on Form 10-K and other filings made from time to time with the SEC and available at www.sec.gov or on the Company’s investor relations website (https://investor.gamestop.com). Forward-looking statements contained in this press release speak only as of the date of this press release. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.

Preliminary Financial Information

With respect to the Company's fiscal year 2026 outlook set forth above, all such projected financial information is preliminary and forward-looking. This estimate is not a comprehensive statement of the Company's financial position or results of operations, and there is no assurance that the Company will achieve its forecasted results within the relevant period or otherwise. Actual results may differ materially from this estimate.

GameStop Corp.
Condensed Consolidated Statements of Operations
(in millions, except per share data)
(unaudited)

	13 Weeks Ended August 1, 2026			13 Weeks Ended August 2, 2025
Net sales	$	790.2		$	972.2
Cost of sales		445.2			689.1
Gross profit		345.0			283.1
Selling, general and administrative expenses		187.1			218.8
Asset impairments		(2.3	)		(2.1	)
Operating income		160.2			66.4
Interest income, net		(77.1	)		(79.6	)
Gain on derivative asset, net		(166.3	)		—
Loss (gain) on digital assets and related receivables		75.0			(28.6	)
Unrealized gain on equity investment		(72.1	)		—
Other income, net		(19.5	)		—
Income before income taxes		420.2			174.6
Income tax expense		121.5			6.0
Net income	$	298.7		$	168.6

Net income per share:
Basic income per share	$	0.67		$	0.38
Diluted income per share	$	0.51		$	0.31

Weighted-average common shares outstanding:
Basic		448.8			447.4
Diluted		592.6			546.5

Percentage of Net sales:

Net sales		100.0	%		100.0	%
Cost of sales		56.3			70.9
Gross profit		43.7			29.1
Selling, general and administrative expenses		23.7			22.5
Asset impairments		(0.3	)		(0.2	)
Operating income		20.3			6.8
Interest income, net		(9.8	)		(8.2	)
Gain on derivative asset, net		(21.0	)		—
Loss (gain) on digital assets and related receivables		9.5			(2.9	)
Unrealized gain on equity investment		(9.1	)		—
Other income, net		(2.5	)		—
Income before income taxes		53.2			18.0
Income tax expense		15.4			0.6
Net income		37.8	%		17.3	%

	26 Weeks Ended August 1, 2026			26 Weeks Ended August 2, 2025
Net sales		1,625.5			1,704.6
Cost of sales		940.2			1,168.7
Gross profit		685.3			535.9
Selling, general and administrative expenses		388.7			446.9
Asset impairments		(6.9	)		33.4
Operating income		303.5			55.6
Interest income, net		(160.8	)		(136.5	)
Gain on derivative asset, net		(434.7	)		—
Loss (gain) on digital assets and related receivables		73.9			(28.6	)
Unrealized gain on equity investment		(72.1	)		—
Other income, net		(29.4	)		(2.2	)
Income before income taxes		926.6			222.9
Income tax expense		238.3			9.5
Net income	$	688.3		$	213.4

Net income per share:
Basic income per share	$	1.53		$	0.48
Diluted income per share	$	1.17		$	0.42

Weighted-average common shares outstanding:
Basic		448.6			447.3
Diluted		592.5			506.2

Percentage of Net sales:

Net sales		100.0	%		100.0	%
Cost of sales		57.8			68.6
Gross profit		42.2			31.4
Selling, general and administrative expenses		23.9			26.2
Asset impairments		(0.4	)		2.0
Operating income		18.7			3.3
Interest income, net		(9.9	)		(8.0	)
Gain on derivative asset, net		(26.7	)		—
Loss (gain) on digital assets and related receivables		4.5			(1.7	)
Unrealized gain on equity investment		(4.4	)		—
Other income, net		(1.8	)		(0.1	)
Income before income taxes		57.0			13.1
Income tax expense		14.7			0.6
Net income		42.3	%		12.5	%

GameStop Corp.
Condensed Consolidated Statements of Operations by Segment
(in millions, except per share data)
(unaudited)

	United States		Australia		Europe			Total
As of and for the three months ended August 1, 2026
Net sales	$	608.2	$	120.9	$	61.1		$	790.2
Cost of sales		325.1		76.8		43.3			445.2
Gross profit		283.1		44.1		17.8			345.0
Selling, general and administrative expenses:		129.9		35.9		21.3			187.1
Store related		104.2		28.3		17.4			149.9
Other		25.7		7.6		3.9			37.2
Asset impairments		—		0.1		(2.4	)		(2.3	)
Operating income (loss)		153.2		8.1		(1.1	)		160.2
Interest income, net									(77.1	)
Gain on derivative asset, net									(166.3	)
Loss on digital assets and related receivables									75.0
Unrealized gain on equity investment									(72.1	)
Other income, net									(19.5	)
Income before income taxes									420.2
Income tax expense									121.5
Net income									298.7

Property and equipment, net		34.1		16.0		—			50.1
Capital expenditures		—		1.7		—			1.7

	United States		Australia		Europe			Total
As of and for the three months ended August 2, 2025
Net sales	$	724.6	$	140.9	$	106.7		$	972.2
Cost of sales		509.3		99.1		80.7			689.1
Gross profit		215.3		41.8		26.0			283.1
Selling, general and administrative expenses:		151.6		35.8		31.4			218.8
Store related		129.2		28.6		26.8			184.6
Other		22.4		7.2		4.6			34.2
Asset impairments		—		—		(2.1	)		(2.1	)
Operating income (loss)		63.7		6.0		(3.3	)		66.4
Interest income, net									(79.6	)
Unrealized gain on digital assets									(28.6	)
Income before income taxes									174.6
Income tax expense									6.0
Net income									168.6

Property and equipment, net⁽¹⁾		35.8		16.5		—			52.3
Capital expenditures		2.6		1.5		—			4.1

(1) Property and equipment, net for France (Europe) was classified in Assets held for sale on our Condensed Consolidated Balance Sheets.

	United States		Australia		Europe			Total
As of and for the six months ended August 1, 2026
Net sales	$	1,259.3	$	220.5	$	145.7		$	1,625.5
Cost of sales		693.9		142.1		104.2			940.2
Gross profit		565.4		78.4		41.5			685.3
Selling, general and administrative expenses:		267.6		69.9		51.2			388.7
Store related		216.4		55.1		43.7			315.2
Other		51.2		14.8		7.5			73.5
Asset impairments		—		0.4		(7.3	)		(6.9	)
Operating income (loss)		297.8		8.1		(2.4	)		303.5
Interest income, net									(160.8	)
Gain on derivative asset, net									(434.7	)
Loss on digital assets and related receivables									73.9
Unrealized gain on equity investment									(72.1	)
Other income, net									(29.4	)
Income before income taxes									926.6
Income tax expense									238.3
Net income									688.3

Property and equipment, net		34.1		16.0		—			50.1
Capital expenditures		3.4		2.8		—			6.2

	United States		Canada			Australia		Europe			Total
As of and for the six months ended August 2, 2025
Net sales	$	1,262.1	$	38.2		$	222.8	$	181.5		$	1,704.6
Cost of sales		852.9		28.2			154.1		133.5			1,168.7
Gross profit		409.2		10.0			68.7		48.0			535.9
Selling, general and administrative expenses:		311.9		13.9			68.1		53.0			446.9
Store related		260.8		11.3			55.2		49.2			376.5
Other		51.1		2.6			12.9		3.8			70.4
Asset impairments		—		18.3			—		15.1			33.4
Operating income (loss)		97.3		(22.2	)		0.6		(20.1	)		55.6
Interest income, net												(136.5	)
Unrealized gain on digital assets												(28.6	)
Other income, net												(2.2	)
Income before income taxes												222.9
Income tax expense												9.5
Net income												213.4

Property and equipment, net⁽¹⁾		35.8		—			16.5		—			52.3
Capital expenditures		3.8		0.1			2.5		0.6			7.0

(1) Property and equipment, net for France (Europe) was classified in Assets held for sale on our Condensed Consolidated Balance Sheets.

GameStop Corp.
Condensed Consolidated Balance Sheets
(in millions)
(unaudited)

	August 1, 2026		August 2, 2025
ASSETS:
Current assets:
Cash and cash equivalents	$	4,854.3	$	8,694.4
Marketable securities		206.0		—
Receivables, net of allowance of $3.8 and $0.9, respectively		95.4		45.5
Digital assets and related receivables		294.1		—
Merchandise inventories, net		439.0		484.9
Prepaid expenses and other current assets		36.8		36.6
Assets held for sale		—		177.0
Total current assets		5,925.6		9,438.4
Property and equipment, net of accumulated depreciation of $487.3 and $567.2, respectively		50.1		52.3
Digital assets		—		528.6
Equity investment		4,946.9		—
Operating lease right-of-use assets		158.9		249.9
Deferred income taxes		16.9		18.8
Other noncurrent assets		46.4		53.1
Total assets	$	11,144.8	$	10,341.1

LIABILITIES AND STOCKHOLDERS’ EQUITY:
Current liabilities:
Accounts payable	$	214.9	$	292.9
Accrued liabilities and other current liabilities		385.1		283.8
Current portion of operating lease liabilities		79.7		101.5
Liabilities held for sale		—		151.7
Total current liabilities		679.7		829.9
Long-term debt		4,167.8		4,160.9
Operating lease liabilities		85.7		155.5
Other long-term liabilities		70.2		18.4
Total liabilities		5,003.4		5,164.7
Total stockholders’ equity		6,141.4		5,176.4
Total liabilities and stockholders’ equity	$	11,144.8	$	10,341.1

GameStop Corp.
Condensed Consolidated Statements of Cash Flows
(in millions)
(unaudited)

	13 Weeks Ended August 1, 2026			13 Weeks Ended August 2, 2025
Cash flows from operating activities:
Net income	$	298.7		$	168.6
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization		4.6			4.7
Stock-based compensation expense, net		7.3			6.3
Loss (gain) on digital assets and related receivables		75.0			(28.6	)
Gain on derivative asset		(203.6	)		—
Unrealized gain on equity investment		(72.1	)		—
Deferred income taxes		62.1			—
Loss on disposal of property and equipment, net		0.3			0.9
Asset impairments		(2.3	)		(2.1	)
Other, net		(18.1	)		3.0
Changes in operating assets and liabilities:
Receivables, net		(37.8	)		(2.2	)
Merchandise inventories, net		(19.2	)		(72.1	)
Prepaid expenses and other current assets		1.3			(0.8	)
Prepaid income taxes and income taxes payable		(42.8	)		(8.8	)
Accounts payable and accrued liabilities		7.5			53.6
Operating lease right-of-use assets and liabilities		(1.5	)		(1.1	)
Changes in other long-term liabilities		3.0			(4.0	)
Net cash flows provided by operating activities		62.4			117.4
Cash flows from investing activities:
Capital expenditures		(1.7	)		(4.1	)
Purchases of marketable securities		—			(52.5	)
Proceeds from maturities and sales of marketable securities		763.3			41.4
Purchase of digital assets		—			(500.0	)
Proceeds from collateral pledged for derivative asset		983.3			—
Proceeds from written options on digital assets		12.4			—
Cash paid for equity investment		(4,386.3	)		—
Proceeds from other divestitures, net of cash disposed		—			(5.6	)
Other		21.7			(2.5	)
Net cash flows used in investing activities		(2,608.0	)		(523.3	)
Cash flows from financing activities:
Proceeds from the issuance of convertible debt		—			2,700.0
Debt issuance costs from convertible debt		—			(21.6	)
Repayments of debt		—			(3.1	)
Repayments of French term loans		(1.4	)		—
Proceeds from equity awards directly withheld from employees for tax purposes		2.6			2.3
Payments to tax authorities for equity awards directly withheld from employees		(2.6	)		(2.3	)
Net cash flows (used in) provided by financing activities		(1.4	)		2,675.3
Exchange rate effect on cash, cash equivalents and restricted cash		3.5			0.1
Less: Net change in cash balance classified as assets held for sale		—			40.3
(Decrease) Increase in cash, cash equivalents, and restricted cash		(2,543.5	)		2,309.8
Cash, cash equivalents and restricted cash at beginning of period		7,411.8			6,424.1
Cash, cash equivalents and restricted cash at end of period	$	4,868.3		$	8,733.9

	26 Weeks Ended August 1, 2026			26 Weeks Ended August 2, 2025
Cash flows from operating activities:
Net income	$	688.3		$	213.4
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization		9.1			10.3
Stock-based compensation expense, net		15.8			11.8
Loss (gain) on digital assets and related receivables		73.9			(28.6	)
Gain on derivative asset		(488.9	)		—
Unrealized gain on equity investment		(72.1	)		—
Deferred income taxes		123.5			—
Loss (gain) on disposal of property and equipment, net		0.4			(0.6	)
Asset impairments		(6.9	)		33.4
Other, net		(25.9	)		2.6
Changes in operating assets and liabilities:
Receivables, net		(44.7	)		9.8
Merchandise inventories, net		(35.8	)		(82.2	)
Prepaid expenses and other current assets		10.3			5.9
Prepaid income taxes and income taxes payable		(3.3	)		(10.4	)
Accounts payable and accrued liabilities		161.0			163.9
Operating lease right-of-use assets and liabilities		(8.2	)		(1.7	)
Changes in other long-term liabilities		3.3			(17.7	)
Net cash flows provided by operating activities		399.8			309.9
Cash flows from investing activities:
Capital expenditures		(6.2	)		(7.0	)
Purchases of marketable securities		(7.1	)		(67.2	)
Proceeds from maturities and sales of marketable securities		2,491.2			64.0
Cash paid for equity investment		(4,386.3	)		—
Collateral pledged for derivative asset		(983.3	)		—
Proceeds from collateral pledged for derivative asset		983.3			—
Proceeds from written options on digital assets		18.2			—
Purchase of digital assets		—			(500.0	)
Proceeds from other divestitures, net of cash disposed		—			(3.4	)
Other		25.1			(2.4	)
Net cash flows used in investing activities		(1,865.1	)		(516.0	)
Cash flows from financing activities:
Proceeds from the issuance of convertible debt		—			4,200.0
Debt issuance costs from convertible debt		—			(40.9	)
Repayments of debt		—			(5.8	)
Proceeds from the exercise of warrants		0.1			—
Proceeds from equity awards directly withheld from employees for tax purposes		5.5			4.6
Payments to tax authorities for equity awards directly withheld from employees		(5.5	)		(4.6	)
Net cash flows provided by financing activities		0.1			4,153.3
Exchange rate effect on cash, cash equivalents and restricted cash		5.4			6.0
Less: Net change in cash balance classified as assets held for sale		—			(9.1	)
(Decrease) Increase in cash, cash equivalents, and restricted cash		(1,459.8	)		3,944.1
Cash, cash equivalents and restricted cash at beginning of period		6,328.1			4,789.8
Cash, cash equivalents and restricted cash at end of period	$	4,868.3		$	8,733.9

Schedule I
Sales Mix
(in millions)
(unaudited)

Beginning in the second quarter of fiscal 2026, the Company presents net sales in the categories below. Prior-period amounts have been recast to conform.

	13 Weeks Ended August 1, 2026				13 Weeks Ended August 2, 2025
	13 Weeks Ended August 1, 2026				13 Weeks Ended August 2, 2025
	Net		Percent		Net		Percent
Net Sales:	Sales		of Total		Sales		of Total
Collectibles⁽¹⁾	$	356.3	45.1	%	$	227.6	23.4	%
Video Games⁽²⁾		263.2	33.3	%		494.6	50.9	%
Pre-Owned and Refurbished⁽³⁾		170.7	21.6	%		250.0	25.7	%
Total	$	790.2	100.0	%	$	972.2	100.0	%

	26 Weeks Ended August 1, 2026				26 Weeks Ended August 2, 2025
	26 Weeks Ended August 1, 2026				26 Weeks Ended August 2, 2025
	Net		Percent		Net		Percent
Net Sales:	Sales		of Total		Sales		of Total
Collectibles⁽¹⁾	$	705.2	43.4	%	$	439.1	25.7	%
Video Games⁽²⁾		549.8	33.8	%		844.8	49.6	%
Pre-Owned and Refurbished⁽³⁾		370.5	22.8	%		420.7	24.7	%
Total	$	1,625.5	100.0	%	$	1,704.6	100.0	%

(1) Includes new and pre-owned trading cards and other collectible products; action figures, statues, replicas and other figures; apparel; plush, board games, building sets, and other toys; home goods; and other retail products for collectors and enthusiasts of gaming, entertainment and pop culture; and fees earned from facilitating the submission of customers' trading cards to a third-party authentication and grading service. Collectible products are classified in this category based on the nature of the product, irrespective of whether the product is new or pre-owned.

(2) Includes new video game hardware, accessories, and software (both physical and digital); digital currency, including platform points and gift cards redeemable for digital games and content; PC gaming products; and extended product warranties sold on new product.

(3) Includes pre-owned and refurbished video game hardware, physical video game software, accessories, and consumer electronics, acquired primarily through our customer trade-in programs and extended product warranties sold on pre-owned product. This category excludes pre-owned collectible products, which are included in Collectibles.

GameStop Corp.
Schedule II
(in millions, except per share data)
(unaudited)

Non-GAAP results

The following tables reconcile the Company's selling, general and administrative expenses (“SG&A expense”), operating income (loss), net income (loss) and net income (loss) per share as presented in its unaudited consolidated statements of operations and prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) to its adjusted SG&A expense, adjusted operating income (loss), adjusted net income (loss), adjusted net income (loss) per share and adjusted EBITDA. The diluted weighted-average shares outstanding used to calculate adjusted net income per share may differ from GAAP weighted-average shares outstanding. Under GAAP, basic and diluted weighted-average shares outstanding are the same in periods where there is a net loss. The tax adjustments below for the 13 and 26 weeks ended August 1, 2026 include provisions for the tax effects of non-GAAP adjustments. There was no tax impact of non-GAAP adjustments for the 13 and 26 weeks ended August 2, 2025 due to the availability of net operating loss carryforwards and related valuation allowances. The reconciliations below are from continuing operations only.

	13 Weeks Ended			13 Weeks Ended			26 Weeks Ended			26 Weeks Ended
	August 1, 2026			August 2, 2025			August 1, 2026			August 2, 2025
Adjusted SG&A expense
SG&A expense	$	187.1		$	218.8		$	388.7		$	446.9
Transformation costs⁽¹⁾		(0.8	)		(0.4	)		(2.6	)		(3.2	)
Adjusted SG&A expense	$	186.3		$	218.4		$	386.1		$	443.7

Adjusted Operating Income
Operating income	$	160.2		$	66.4		$	303.5		$	55.6
Transformation costs⁽¹⁾		0.8			0.4			2.6			3.2
Asset impairments⁽²⁾		(2.3	)		(2.1	)		(6.9	)		33.4
Adjusted operating income	$	158.7		$	64.7		$	299.2		$	92.2

Adjusted Net Income
Net Income	$	298.7		$	168.6		$	688.3		$	213.4
Transformation costs⁽¹⁾		0.8			0.4			2.6			3.2
Divestitures and other		—			—			—			(2.2	)
Asset impairments⁽²⁾		(2.3	)		(2.1	)		(6.9	)		33.4
Loss (gain) on digital assets and related receivables		75.0			(28.6	)		73.9			(28.6	)
(Gain) loss on written options on digital assets		(16.1	)		—			(13.8	)		—
Gain on derivative asset, net		(166.3	)		—			(434.7	)		—
Unrealized gain on equity investment		(72.1	)		—			(72.1	)		—
Income tax impact of adjustments⁽³⁾		43.4			—			108.2			—
Adjusted net income	$	161.1		$	138.3		$	345.5		$	219.2

Adjusted net income per share
Basic	$	0.36		$	0.31		$	0.77		$	0.49
Diluted		0.27			0.25			0.58			0.43

Number of shares used in adjusted calculation
Basic		448.8			447.4			448.6			447.3
Diluted		592.6			546.5			592.5			506.2

(1) Transformation costs include severance, stock-based compensation forfeitures related to workforce optimization efforts and departures of key personnel, adjustments to reserves for expenses for consultants and advisors related to transformation initiatives, and other costs in connection with the transformation initiatives.

(2) Asset impairments in the current year include amounts incurred in connection with the divestiture of our operations in France and the closure of our operations in New Zealand. Asset impairments in the prior year include amounts incurred in connection with the divestiture of France and Canada.

(3) Calculated using the Company’s blended statutory tax rate of approximately 24%.

	13 Weeks Ended			13 Weeks Ended			26 Weeks Ended			26 Weeks Ended
	August 1, 2026			August 2, 2025			August 1, 2026			August 2, 2025
Reconciliation of Net Income to Adjusted EBITDA
Net income	$	298.7		$	168.6		$	688.3		$	213.4
Interest income, net		(77.1	)		(79.6	)		(160.8	)		(136.5	)
Depreciation and amortization		4.6			4.7			9.1			10.3
Income tax expense		121.5			6.0			238.3			9.5
EBITDA	$	347.7		$	99.7		$	774.9		$	96.7
Stock-based compensation		7.3			6.3			15.8			11.8
Transformation costs⁽¹⁾		0.8			0.4			2.6			3.2
Divestitures and other		—			—			—			(2.2	)
Asset impairments⁽²⁾		(2.3	)		(2.1	)		(6.9	)		33.4
Loss (gain) on digital assets and related receivables		75.0			(28.6	)		73.9			(28.6	)
(Gain) loss on written options on digital assets		(16.1	)		—			(13.8	)		—
Gain on derivative asset		(166.3	)		—			(434.7	)		—
Unrealized gain on equity investment		(72.1	)		—			(72.1	)		—
Adjusted EBITDA	$	174.0		$	75.7		$	339.7		$	114.3

(1) Transformation costs include severance, stock-based compensation forfeitures related to workforce optimization efforts and departures of key personnel, adjustments to reserves for expenses for consultants and advisors related to transformation initiatives, and other costs in connection with the transformation initiatives.

(2) Asset impairments in the current year include amounts incurred in connection with the divestiture of our operations in France and the closure of our operations in New Zealand. Asset impairments in the prior year include amounts incurred in connection with the divestiture of France and Canada.

GameStop Corp.
Schedule III
(in millions)
(unaudited)

Non-GAAP results

The following table reconciles the Company's cash flows provided by operating activities as presented in its unaudited Consolidated Statements of Cash Flows and prepared in accordance with GAAP to its free cash flow. Free cash flow is considered a non-GAAP financial measure. Management believes, however, that free cash flow, which measures our ability to generate additional cash from our business operations, is an important financial measure for use by investors in evaluating the Company’s financial performance.

	13 Weeks Ended			13 Weeks Ended			26 Weeks Ended			26 Weeks Ended
	August 1, 2026			August 2, 2025			August 1, 2026			August 2, 2025
Net cash flows provided by operating activities	$	62.4		$	117.4		$	399.8		$	309.9
Capital expenditures		(1.7	)		(4.1	)		(6.2	)		(7.0	)
Free cash flow	$	60.7		$	113.3		$	393.6		$	302.9

Non-GAAP Measures and Other Metrics

Adjusted EBITDA, adjusted SG&A expense, adjusted operating income (loss), adjusted net income (loss) and adjusted net income (loss) per share are supplemental financial measures of the Company’s performance that are not required by, or presented in accordance with, GAAP. We believe that the presentation of these non-GAAP financial measures provides useful information to investors in assessing our financial condition and results of operations. We define adjusted EBITDA as net income before income taxes, plus interest income, net and depreciation and amortization, excluding stock-based compensation, certain transformation costs (including severance and other costs), business divestitures, asset impairments, (gain) loss on digital assets and related receivables, (gain) loss on written options on digital assets, (gain) loss on derivative asset, unrealized gain on equity investment, and other non-cash charges. Net income is the GAAP financial measure most directly comparable to adjusted EBITDA. Our non-GAAP financial measures should not be considered as an alternative to the most directly comparable GAAP financial measure. Furthermore, non-GAAP financial measures have limitations as an analytical tool because they exclude some but not all items that affect the most directly comparable GAAP financial measures. Some of these limitations include:

certain items excluded from adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure;
adjusted EBITDA does not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments;
adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs;
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and adjusted EBITDA does not reflect any cash requirements for such replacements; and
our computations of adjusted EBITDA may not be comparable to other similarly titled measures of other companies.

We compensate for the limitations of adjusted EBITDA, adjusted SG&A expense, adjusted operating income (loss), adjusted net income (loss) and adjusted net income (loss) per share as analytical tools by reviewing the comparable GAAP financial measure, understanding the differences between the GAAP and non-GAAP financial measures and incorporating these data points into our decision-making process. Adjusted EBITDA, adjusted SG&A expense, adjusted operating income (loss), adjusted net income (loss) and adjusted net income (loss) per share are provided in addition to, and not as an alternative to, the Company’s financial results prepared in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Because adjusted EBITDA, adjusted SG&A expense, adjusted operating income (loss), adjusted net income (loss) and adjusted net income (loss) per share may be defined and determined differently by other companies in our industry, our definitions of these non-GAAP financial measures may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.

GameStop Investor Relations
817-424-2001
ir@gamestop.com

Source: GameStop Corp.

GameStop Announces Amendment to Convertible Notes Exchange; Approximately $358.4 Million to be Settled in Cash in Lieu of Stock

Mon, 31 Aug 2026 06:11:00 -0400

GRAPEVINE, Texas--(BUSINESS WIRE)-- GameStop Corp. (NYSE: GME) (“GameStop”) today announced that it has entered into amendments (the “Amendments”) to its previously announced exchange agreements (the “Exchange Agreements”) with certain existing holders (the “Existing Noteholders”) of its 0.00% Convertible Senior Notes due 2030 (the “2030 Notes”) and 0.00% Convertible Senior Notes due 2032 (the “2032 Notes” and, together with the 2030 Notes, the “Exchange Notes”), pursuant to which approximately $1.4 billion aggregate principal amount of Exchange Notes will be exchanged and canceled (the “Exchange”).

As originally structured, the Exchange was to be settled entirely in shares of GameStop’s Class A common stock (the “Common Stock”), with the number of shares based in part on the volume-weighted average price of the Common Stock over a 35 trading day reference period that began on August 3, 2026 (the “Reference Period”).

As amended, the remainder of the Reference Period is terminated. Consideration attributable to the elapsed portion of the Reference Period will still be settled in shares, and the remaining consideration will be settled in cash, in an amount based on trading prices on the last trading day prior to the Amendments. By settling the remaining consideration in cash, GameStop has fixed the total number of shares issuable in respect of the Exchange. No additional shares are issuable in respect of the Exchange.

In total, Existing Noteholders will receive in the aggregate approximately 55.5 million shares of Common Stock (approximately 73% of the consideration attributable to the Exchange Agreements, as amended by the Amendments) and approximately $358.4 million in cash (approximately 27%), which GameStop expects to fund from cash on hand.

Following the closing of the Exchange, approximately $1.1 billion of 2030 Notes and $1.7 billion of 2032 Notes, or approximately $2.8 billion in aggregate, will remain outstanding.

The Exchange, as amended, is now expected to close on or about September 3, 2026, subject to customary closing conditions.

Additional information regarding the Amendments is included in GameStop’s Current Report on Form 8-K filed today with the Securities and Exchange Commission.

The offering, issuance and sale of the Common Stock have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state or other jurisdiction, and the Common Stock may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and such other securities laws.

GameStop expects that participating noteholders may purchase or sell shares of Common Stock or enter into or unwind derivative transactions to adjust their positions, including purchases of Common Stock to close out short positions. These activities could increase or decrease the market price of the Common Stock or the Exchange Notes, and the effect may be material.

This press release is neither an offer to sell nor a solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation or sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Cautionary Statement Regarding Forward-Looking Statements – Safe Harbor

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements concerning the timing of the closing of the Exchange, the number of shares issuable and amount of cash payable in respect of the Exchange Agreements, as amended by the Amendments, and the expected effects of the Amendments on GameStop’s outstanding indebtedness and capital structure. These statements are based on GameStop’s current assumptions, expectations and beliefs and are subject to substantial risks, uncertainties and changes in circumstances that may cause actual results to differ materially, including market risks, trends and conditions. These and other risks are more fully described in GameStop’s filings with the Securities and Exchange Commission, including the “Risk Factors” sections of its Annual Report on Form 10-K for the fiscal year ended January 31, 2026 and its Quarterly Report on Form 10-Q for the fiscal quarter ended May 2, 2026. Forward-looking statements speak only as of the date of this press release, and GameStop disclaims any obligation to update them.

GameStop Corp. Investor Relations
(817) 424-2001
ir@gamestop.com

Source: GameStop Corp.

GameStop Announces Second Quarter 2026 Preliminary Results

Mon, 31 Aug 2026 06:05:00 -0400

GRAPEVINE, Texas--(BUSINESS WIRE)-- GameStop Corp. (NYSE: GME) (“GameStop” or the “Company”) today announced certain preliminary unaudited financial information for the second quarter ended August 1, 2026. The Company is providing this preliminary information in connection with the amendments to its convertible notes exchange announced separately today.

On a preliminary basis for the 13 weeks ended August 1, 2026 compared to the 13 weeks ended August 2, 2025:

Net sales are expected to be in the range of $780 million to $800 million compared to $972.2 million in the prior year’s second quarter. The decrease primarily reflects the prior-year launch of Nintendo Switch 2, planned store closures, and the divestiture of the Company's France operations.
Operating income is expected to be in the range of $150 million to $170 million, compared to $66.4 million in the prior year’s second quarter.
Net income is expected to be in the range of $290 million to $310 million, compared to net income of $168.6 million in the prior year’s second quarter.
Cash, cash equivalents and marketable securities are expected to be in the range of $5.050 billion to $5.070 billion, compared to $8.694 billion at the close of the prior year’s second quarter.
During the quarter, the Company converted its previously disclosed derivative position related to eBay Inc. into a direct equity investment, resulting in a decrease in cash, cash equivalents, and marketable securities. The Company's net income for the quarter includes approximately $238 million of net gains related to its eBay Inc. derivative asset and equity investment, partially offset by a loss of approximately $75 million on digital assets and related receivables. As of August 1, 2026, the Company held approximately 43.4 million shares of eBay common stock with a fair value of approximately $4.947 billion. The Company expects to release its complete second quarter results on September 8, 2026.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS - SAFE HARBOR

This Press Release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by the use of terms such as "anticipates," "believes," "continues," "could," "estimates," "expects," "intends," "may," "plans," "potential," "predicts," "pro forma," "seeks," "should," "will" or similar expressions. Forward-looking statements are subject to significant risks and uncertainties and actual developments, business decisions, outcomes and results may differ materially from those reflected or described in the forward-looking statements. The following factors, among others, could cause actual developments, business decisions, outcomes and results to differ materially from those reflected or described in the forward-looking statements: the performance of our business and our ability to generate earnings in line with our guidance; economic, social, and political conditions in the markets in which we operate; the competitive nature of the Company’s industry; the cyclicality of the video game industry; the Company’s dependence on the timely delivery of new and innovative products from its vendors; the impact of technological advances in the video game industry and related changes in consumer behavior on the Company’s sales; interruptions to the Company’s supply chain or the supply chain of our suppliers; the Company’s dependence on sales during the holiday selling season and on the popularity and sale of trading cards; the Company’s ability to obtain favorable terms from its current and future suppliers and service providers; the Company’s ability to anticipate, identify and react to trends in pop culture with regard to its sales of collectibles; the Company’s ability to maintain strong retail and ecommerce experiences for its customers; the Company’s ability to keep pace with changing industry technology and consumer preferences; how the Company incorporates artificial intelligence into workflows and processes, including customer-facing and operational activities, and challenges with properly managing its use; the Company’s ability to manage its profitability and cost reduction initiatives; the Company’s ability to complete its proposed acquisition of eBay Inc.; changes in senior management or the Company’s ability to attract and retain qualified personnel; the Company is highly dependent on the services of the Company’s Chairman of the Board and Chief Executive Officer, Ryan Cohen; potential damage to the Company’s reputation or customers' perception of the Company; the Company's ability, or the ability of the third parties with whom we work, to maintain the security of our information technology systems or data (including customer, associate or Company information); the Company's compliance with stringent and evolving laws and other obligations related to data privacy and security; occurrence of weather events, natural disasters, public health crises and other unexpected events; risks associated with inventory shrinkage; potential failure or inadequacy of the Company's computerized systems; the ability of the Company’s third party delivery services to deliver products to the Company’s retail locations, fulfillment centers and consumers and changes in the terms the Company has with such service providers; the ability and willingness of the Company’s vendors to provide marketing and merchandising support at historical or anticipated levels; restrictions on the Company’s ability to purchase and sell pre-owned products; the Company’s ability to renew or enter into new leases on favorable terms; unfavorable changes in the Company’s global tax rate; legislative actions; the Company’s ability to comply with federal, state, local and international laws and regulations and statutes; changes to tariff and import/export regulations; potential litigation and other legal proceedings; the value of the Company's investment holdings; concentration of the Company's investment portfolio into one or fewer holdings; the recognition of losses in a particular investment even if the Company has not sold the investment; the execution and timing of share repurchases, if any, under the share repurchase authorization; volatility in the Company’s stock price, including volatility due to potential short squeezes; continued high degrees of media coverage by third parties; the availability and future sales of substantial amounts of the Company’s Class A common stock; the issuance of common stock upon the exercise of the warrants declared as part of the October 7, 2025 distribution to the holders of record of the Company's Class A common stock and holders of the Convertible Notes, in the form of warrants to purchase shares of common stock (the “Warrants”), may depress our stock price; future issuance of additional warrants may adversely affect the market price of the Warrants and the market price of the Company’s common stock; the Warrants do not automatically exercise, and any Warrant that is not exercised prior to their expiration date will lose all financial value; fluctuations in the Company’s results of operations from quarter to quarter; the Company’s ability to generate sufficient cash flow to fund its operations; the $1.5 billion 0.00% Convertible Senior Notes due 2030 (the “Convertible 2030 Notes") and $2.7 billion 0.00% Convertible Senior Notes due 2032 (the "Convertible 2032 Notes" and, collectively with the Convertible 2030 Notes, the "Convertible Notes") are the Company’s obligations only, and substantially all of our operations are conducted through, and a portion of our consolidated assets are held by, our subsidiaries; servicing the Convertible Notes requires a significant amount of cash, and the Company may not have sufficient cash flow from our business to make such payments, and we may incur additional indebtedness in the future; the Company’s ability to incur additional debt; risks associated with the Company’s investment in marketable, nonmarketable and interest-bearing securities, including the impact of such investments on Company’s financial results; the Company's investment policy permits investments in certain cryptocurrency assets, including Bitcoin and U.S. dollar-denominated stable coins, and to the extent the Company holds Bitcoin or U.S. dollar denominated stable coins, the Company will be exposed to certain risks associated with Bitcoin or stable coins, respectively; the Company’s derivative strategy can expose it to counterparty risk; and the Company’s ability to maintain effective internal control over financial reporting. Additional factors that could cause results to differ materially from those reflected or described in the forward-looking statements can be found in GameStop's most recent Annual Report on Form 10-K and other filings made from time to time with the Securities and Exchange Commission and available at www.sec.gov or on the Company’s investor relations website (https://investor.gamestop.com). Forward-looking statements contained in this Press Release speak only as of the date of this Press Release. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.

Preliminary Financial Information

We report our financial results in accordance with U.S. generally accepted accounting principles. All projected financial information in this Press Release is preliminary. These estimates are not a comprehensive statement of our financial position and results of operations. There is no assurance that the Company will achieve its forecasted results within the relevant period or otherwise. Actual results may differ materially from these estimates as a result of actual quarter-end results, the completion of normal quarter-end accounting procedures and adjustments, including the execution of our internal control over financial reporting, the completion of the preparation and management’s review of our financial statements for the relevant period and the subsequent occurrence or identification of events prior to the filing of our financial results for the relevant period with the Securities and Exchange Commission.

GameStop Corp. Investor Relations
(817)-424-2001
ir@gamestop.com

Source: GameStop Corp.

GameStop Announces Private Exchange of $1.4 Billion of Convertible Senior Notes for Equity

Mon, 03 Aug 2026 06:00:00 -0400

GRAPEVINE, Texas--(BUSINESS WIRE)-- GameStop Corp. (NYSE: GME) (“GameStop”) today announced that it has agreed to exchange approximately $1.4 billion aggregate principal amount of its outstanding convertible senior notes for shares of its Class A common stock (the “Common Stock”), pursuant to privately negotiated exchange agreements (the “Exchange Agreements”) entered into with certain existing holders (the “Existing Noteholders”) of its 0.00% Convertible Senior Notes due 2030 (the “2030 Notes”) and 0.00% Convertible Senior Notes due 2032 (the “2032 Notes”). The Existing Noteholders are exchanging approximately $400 million aggregate principal amount of 2030 Notes and $1.0 billion aggregate principal amount of 2032 Notes (collectively, the “Exchange Notes”).

Pursuant to the Exchange Agreements, GameStop will issue shares of its Common Stock to the Existing Noteholders for their Exchange Notes (the “Exchange”). GameStop will not receive any cash proceeds from the issuance of the Common Stock in the Exchange. Following the closing of the Exchange, the Exchange Notes will be cancelled and no longer outstanding, and the Company’s outstanding long-term debt will be reduced by approximately $1.4 billion (with approximately $1.1 billion aggregate principal amount of 2030 Notes and $1.7 billion aggregate principal amount of 2032 Notes remaining outstanding). The Exchange retires this debt without the use of cash. The Exchange is expected to close on or about September 23, 2026, subject to customary closing conditions. The number of shares of Common Stock issuable in the Exchange will be based in part on the average volume-weighted average price of the Common Stock over a 35 consecutive trading day reference period beginning on August 3, 2026, subject to a per share price floor.

The offering, issuance and sale of the Common Stock has not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state or other jurisdiction, and the Common Stock may not be offered or sold in the United States absent registration under the Securities Act or an applicable exemption from the registration requirements of the Securities Act and such other securities laws.

GameStop expects that some or all of the Existing Noteholders that participate in the Exchange may purchase or sell shares of Common Stock in open market transactions or enter into or unwind various derivative transactions with respect to Common Stock to hedge or unwind their investments in the Exchange Notes. These activities could increase or decrease the market price of the Common Stock or the Exchange Notes, the effect of which may be material.

Cautionary Statement Regarding Forward-Looking Statements – Safe Harbor

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements concerning the timing of consummation of the Exchange on the terms described above or at all, the number of shares of Common Stock issuable in the Exchange, which will not be determined until the completion of the applicable reference period. These forward-looking statements are based on GameStop’s current assumptions, expectations and beliefs and are subject to substantial risks, uncertainties, assumptions and changes in circumstances that may cause GameStop’s actual results, performance or achievements to differ materially from those expressed or implied in any forward-looking statement. These risks include, but are not limited to market risks, trends and conditions. These and other risks are more fully described in GameStop’s filings with the Securities and Exchange Commission (“SEC”), including in the section entitled “Risk Factors” in its Annual Report on Form 10-K for the fiscal year ended January 31, 2026 and its Quarterly Report on Form 10-Q for the fiscal quarter ended May 2, 2026, and other filings and reports that GameStop may file from time to time with the SEC. Forward-looking statements represent GameStop’s beliefs and assumptions only as of the date of this press release. GameStop disclaims any obligation to update forward-looking statements.

GameStop Corp. Investor Relations
(817) 424-2001
ir@gamestop.com

Source: GameStop Corp.

GameStop Stockholders Approve Proposals at 2026 Annual Meeting, Including Increased Share Authorization

Tue, 07 Jul 2026 16:05:00 -0400

GRAPEVINE, Texas--(BUSINESS WIRE)-- GameStop Corp. (NYSE: GME) ("GameStop" or the "Company") today announced that its stockholders approved all proposals presented at the Company's 2026 Annual Meeting of Stockholders, including an amendment to the Company's certificate of incorporation increasing the number of authorized shares of Class A common stock. The amendment received the affirmative vote of 68.7% of votes cast, and provides the Company with the capacity to issue common stock in connection with strategic transactions, including its proposed acquisition of eBay, Inc.

The Company's stockholders also re-elected all five director nominees, approved the advisory vote on executive compensation, and ratified the appointment of the Company's independent registered public accounting firm.

Final voting results will be filed with the Securities and Exchange Commission on a Current Report on Form 8-K.

IMPORTANT INFORMATION FOR INVESTORS AND STOCKHOLDERS

No Offer or Solicitation

This communication relates to a business combination involving GameStop Corp. and eBay, Inc. (“eBay”) that has been proposed by GameStop (the “Proposed Transaction”). This communication is for informational purposes only and is neither an offer to sell or purchase, nor the solicitation of an offer to buy or sell, any securities (or the solicitation of any proxy or vote with respect to any matter), nor shall there be any sale or purchase, issuance or other transfer of securities (or the solicitation of any proxy or other vote) with respect to the Proposed Transaction or otherwise in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.

Additional Information and Where to Find It

This communication may be deemed to be solicitation material in respect of the Proposed Transaction. In connection with the Proposed Transaction, GameStop (and, potentially, eBay) may file one or more registration statements, proxy statements, proxy statement/prospectuses or other documents with the Securities and Exchange Commission (“SEC”). This communication is not a substitute for any proxy statement, registration statement, proxy statement/prospectus or other document GameStop and/or eBay may file with the SEC or send to stockholders in connection with the Proposed Transaction.

INVESTORS AND SECURITY HOLDERS OF GAMESTOP AND EBAY ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING ANY PROXY STATEMENT(S), REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUSES AND/OR OTHER DOCUMENTS, CAREFULLY IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Any definitive proxy statement(s) and/or proxy statement/prospectuses or other applicable definitive materials (if and when available) will be mailed to stockholders of GameStop and/or eBay, as applicable. Investors and security holders will be able to obtain free copies of these documents (if and when available) and other documents filed with the SEC by GameStop or eBay through the website maintained by the SEC at http://www.sec.gov. Copies of documents filed with the SEC by GameStop will also be made available free of charge on GameStop’s website at https://investor.gamestop.com/.

Certain Information Regarding Participants

GameStop and its directors and certain of its executive officers may be considered participants in the solicitation of proxies in connection with the Proposed Transaction, should the Proposed Transaction and any such solicitation occur. Information about the directors and executive officers of GameStop is set forth in GameStop’s definitive proxy statement for the 2026 Annual Meeting of Stockholders that was held July 7, 2026 at 10:00 a.m. CDT, which was filed with the SEC on May 22, 2026, as supplemented by Supplement No. 1 on June 8, 2026 and Supplement No. 2 on June 23, 2026 (as supplemented, the “2026 Proxy Statement”), which is available here, including under the headings “Proposal 1: Election of Directors”, “Director Nomination Process”, “The Director Nominees”, “Director Nominee Qualifications and Experience”, “Biographies of Director Nominees”, “The Board of Directors”, “Corporate Governance”, “Director Compensation”, “Executive Officers”, “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters”, “Compensation Committee Interlocks and Insider Participation”, “Proposal No. 2: Advisory Vote on Executive Compensation”, “Compensation Discussion and Analysis”, “Offer Letters and Severance/Change in Control Benefits”, “Compensation Committee Report on Executive Compensation”, “Executive Compensation Tables”, “CEO Pay Ratio”, “Pay Versus Performance”, “Equity Grant Practices”, “Securities Authorized for Issuance Under Equity Compensation Plans”, “Audit Committee Matters”, “Certain Relationships and Related Transactions”, “Proposal 4: Approval of CEO Performance Award”, “Summary of the Proposed CEO Performance Award”, “Reasons for Approval of the CEO Performance Award”, “Market Capitalization Hurdles with Cumulative Performance EBITDA Hurdles Create Real Value for Stockholders”, “Background of the CEO Performance Award”, “Key Terms of the Proposed CEO Performance Award”, “Other Details Regarding the Proposed CEO Performance Award”, “The Compensation Committee’s Assessment of the CEO Performance Award”, “Practical Implications of the CEO Performance Award” and “Appendix A: CEO Performance Award Agreement”. To the extent holdings of such persons in the Company’s securities have changed since the amounts described in the 2026 Proxy Statement, such changes have been reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC. Additional information can also be found in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026, filed with the SEC on March 24, 2026, which is available here.

As of the date hereof, GameStop directly beneficially owns 4,343,725 shares of common stock of eBay, par value $0.001 per share (the “Common Stock”), and has further entered into the long-side of a series of American-style put/call option transactions (the “Put/Call Pairs”), expiring February 23, 2028, with an unaffiliated financial institution counterparty that provide economic exposure to a further 39,046,658 shares of Common Stock. The Put/Call Pairs were only settleable in cash until such time as GameStop provided the unaffiliated financial institution counterparty with reasonable evidence that all applicable filings had been made and any applicable waiting periods had expired or approvals had been received, as applicable, under the Hart Scott Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act Condition”). On June 3, 2026, the HSR Act Condition was satisfied, and as a result, GameStop (in the case of the call portion of the Put/Call Pairs) and the unaffiliated financial institution counterparty (in the case of the put portion of the Put/Call Pairs) electing to settle the Put/Call Pairs now have the option, but not the obligation, to elect for physical settlement of the shares of Common Stock underlying such Put/Call Pairs in lieu of cash settlement. GameStop does not have voting power or dispositive power with respect to the shares of Common Stock underlying such Put/Call Pairs unless and until such Put/Call Pairs are physically settled for Common Stock. On May 3, 2026, GameStop delivered to the board of directors of eBay a non-binding proposal to acquire all of the outstanding Common Stock that it does not already own at a price of $125 per share of Common Stock, to be paid in a combination of cash and GameStop common stock. As a result of the foregoing, GameStop may be deemed to have direct or indirect interests with respect to eBay that are in addition to, or different from, those of other eBay stockholders.

Further information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in any proxy statement/prospectus and/or other relevant materials to be filed with the SEC in connection with the Proposed Transaction when they become available.

Disclaimer

Any information concerning eBay contained in this communication has been taken from, or based upon, publicly available information. Although GameStop does not have any information that would indicate that any information contained in this communication that has been taken from such documents is inaccurate or incomplete, GameStop does not take any responsibility for the accuracy or completeness of such information. To date, GameStop has not had access to the books and records of eBay.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical facts and can be identified by terms such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “estimate,” “expect,” “predict,” “project,” “future,” “potential,” “intend,” “plan,” “assume,” “believe,” “forecast,” “look,” “build,” “focus,” “create,” “work,” “continue” or the negative of such terms or other variations thereof and words and terms of similar substance. Such statements also include, among others, statements with respect to GameStop’s proposed acquisition of eBay, such as statements about whether or not the transaction will occur, expected cost reductions, operational benefits, financing, the timing and structure of the transaction, anticipated benefits of the combination, leadership of the combined company, and similar statements. These forward-looking statements are based on GameStop’s current beliefs, expectations and assumptions and involve significant known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Such risks and uncertainties include, but are not limited to: the failure of eBay’s Board of Directors to engage with the proposal; the failure to negotiate or execute a definitive agreement providing for the consummation of a transaction on the terms described or at all; failure to obtain required financing on the expected terms; failure to obtain required regulatory approvals; failure to obtain required stockholder approvals of GameStop and/or eBay; failure to realize anticipated cost reductions, operational benefits, or operating efficiencies; risks related to integration of the businesses; the impact of the announcement of the proposal on GameStop’s and eBay’s respective businesses, customers, suppliers, and employees; the diversion of management attention; competitive responses; market and economic conditions; and other risks described from time to time in GameStop’s filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended January 31, 2026 and subsequent filings. GameStop undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law. Final terms and conditions of any transaction are subject to negotiation and execution of a definitive agreement providing for the consummation of a transaction.

GameStop Corp. Investor Relations
(817) 424-2001
ir@gamestop.com

Source: GameStop Corp.

GameStop Provides Fiscal Year 2026 Outlook

Fri, 26 Jun 2026 17:45:00 -0400

GRAPEVINE, Texas--(BUSINESS WIRE)-- GameStop Corp. (NYSE: GME) (“GameStop” or the “Company”) today announced that, for the fiscal year ending January 30, 2027 ("fiscal year 2026"), the Company currently expects to generate Adjusted EBITDA in excess of $600 million, compared to Adjusted EBITDA of $345.4 million in fiscal year 2025.

GameStop's leadership team remains focused on advancing the proposed acquisition of eBay, Inc. ("eBay"). Additional materials regarding the proposed transaction are forthcoming.

A Current Report on Form 8-K furnishing the Company's fiscal year 2026 outlook has been filed with the Securities and Exchange Commission and is available at www.sec.gov and on the Company's investor relations website at investor.gamestop.com.

NON-GAAP MEASURES AND OTHER METRICS

As a supplement to the Company’s financial results presented in accordance with U.S. generally accepted accounting principles ("GAAP"), GameStop may use certain non-GAAP measures, including adjusted EBITDA. Adjusted EBITDA is a supplemental financial measure of the Company’s performance that is not required by, or presented in accordance with, GAAP. We believe that the presentation of this non-GAAP financial measure provides useful information to investors in assessing our core operating performance, financial condition and results of operations. We define adjusted EBITDA as net income before income taxes, plus interest income, net and depreciation and amortization, excluding stock-based compensation, certain transformation costs (including severance and other costs), business divestitures, asset impairments, gain (loss) on digital assets and related receivables, unrealized gain (loss) on derivative assets, and other non-cash charges. Net income is the GAAP financial measure most directly comparable to adjusted EBITDA. Our non-GAAP financial measures should not be considered as an alternative to the most directly comparable GAAP financial measure. Furthermore, non-GAAP financial measures have limitations as an analytical tool because they exclude some but not all items that affect the most directly comparable GAAP financial measures. Some of these limitations include:

certain items excluded from adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, results of operations or cash flows;
adjusted EBITDA does not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments;
adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs;
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and adjusted EBITDA does not reflect any cash requirements for such replacements; and
our computations of adjusted EBITDA may not be comparable to other similarly titled measures of other companies.

We compensate for the limitations of adjusted EBITDA as analytical tools by reviewing the comparable GAAP financial measure, understanding the differences between the GAAP and non-GAAP financial measures and incorporating these data points into our decision-making process. Adjusted EBITDA is provided in addition to, and not as an alternative to, the Company’s financial results prepared in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Because adjusted EBITDA may be defined and determined differently by other companies in our industry, our definitions of this non-GAAP financial measure may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.

With regards to forward-looking guidance for adjusted EBITDA, we are not able to reconcile the forward-looking non-GAAP measure of adjusted EBITDA to the closest corresponding GAAP measure, net income, without unreasonable efforts because we are unable to predict the ultimate outcome of certain significant items.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS - SAFE HARBOR

This Press Release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by the use of terms such as "anticipates," "believes," "continues," "could," "estimates," "expects," "intends," "may," "plans," "potential," "predicts," "pro forma," "seeks," "should," "will" or similar expressions. Forward-looking statements are subject to significant risks and uncertainties and actual developments, business decisions, outcomes and results may differ materially from those reflected or described in the forward-looking statements. The following factors, among others, could cause actual developments, business decisions, outcomes and results to differ materially from those reflected or described in the forward-looking statements: the performance of our business and our ability to generate earnings in line with our guidance; economic, social, and political conditions in the markets in which we operate; the competitive nature of the Company’s industry; the cyclicality of the video game industry; the Company’s dependence on the timely delivery of new and innovative products from its vendors; the impact of technological advances in the video game industry and related changes in consumer behavior on the Company’s sales; interruptions to the Company’s supply chain or the supply chain of our suppliers; the Company’s dependence on sales during the holiday selling season and on the popularity and sale of trading cards; the Company’s ability to obtain favorable terms from its current and future suppliers and service providers; the Company’s ability to anticipate, identify and react to trends in pop culture with regard to its sales of collectibles; the Company’s ability to maintain strong retail and ecommerce experiences for its customers; the Company’s ability to keep pace with changing industry technology and consumer preferences; how the Company incorporates artificial intelligence into workflows and processes, including customer-facing and operational activities, and challenges with properly managing its use; the Company’s ability to manage its profitability and cost reduction initiatives; the Company’s ability to complete its proposed acquisition of eBay Inc.; changes in senior management or the Company’s ability to attract and retain qualified personnel; the Company is highly dependent on the services of the Company’s Chairman of the Board and Chief Executive Officer, Ryan Cohen; if the grant of a 100% performance-based nonqualified stock option award (the “CEO Performance Award”) to Mr. Cohen is not approved by the Company’s stockholders or if the Company is unable to adequately incentivize Mr. Cohen to maintain his focus and priorities on the Company, the Company's ability to execute on its strategy and achieve its growth goals may be adversely impacted; the CEO Performance Award, if and to the extent the stock options associated become vested and are exercised, would result in dilution to the Company’s stockholders and could impact the Company’s stock price; potential damage to the Company’s reputation or customers' perception of the Company; the Company's ability, or the ability of the third parties with whom we work, to maintain the security of our information technology systems or data (including customer, associate or Company information); the Company's compliance with stringent and evolving laws and other obligations related to data privacy and security; occurrence of weather events, natural disasters, public health crises and other unexpected events; risks associated with inventory shrinkage; potential failure or inadequacy of the Company's computerized systems; the ability of the Company’s third party delivery services to deliver products to the Company’s retail locations, fulfillment centers and consumers and changes in the terms the Company has with such service providers; the ability and willingness of the Company’s vendors to provide marketing and merchandising support at historical or anticipated levels; restrictions on the Company’s ability to purchase and sell pre-owned products; the Company’s ability to renew or enter into new leases on favorable terms; unfavorable changes in the Company’s global tax rate; legislative actions; the Company’s ability to comply with federal, state, local and international laws and regulations and statutes; changes to tariff and import/export regulations; potential litigation and other legal proceedings; the value of the Company's investment holdings; concentration of the Company's investment portfolio into one or fewer holdings; the recognition of losses in a particular investment even if the Company has not sold the investment; the execution and timing of share repurchases, if any, under the share repurchase authorization; volatility in the Company’s stock price, including volatility due to potential short squeezes; continued high degrees of media coverage by third parties; the availability and future sales of substantial amounts of the Company’s Class A common stock; the issuance of common stock upon the exercise of the warrants declared as part of the October 7, 2025 distribution to the holders of record of the Company's Class A common stock and holders of the Convertible Notes, in the form of warrants to purchase shares of common stock (the “Warrants”), may depress our stock price; future issuance of additional warrants may adversely affect the market price of the Warrants and the market price of the Company’s common stock; the Warrants do not automatically exercise, and any Warrant that is not exercised prior to their expiration date will lose all financial value; fluctuations in the Company’s results of operations from quarter to quarter; the Company’s ability to generate sufficient cash flow to fund its operations; the $1.5 billion 0.00% Convertible Senior Notes due 2030 (the “Convertible 2030 Notes") and $2,250.0 million 0.00% Convertible Senior Notes due 2032 (the "Convertible 2032 Notes" and, collectively with the Convertible 2030 Notes, the "Convertible Notes") are the Company’s obligations only, and substantially all of our operations are conducted through, and a portion of our consolidated assets are held by, our subsidiaries; servicing the Convertible Notes requires a significant amount of cash, and the Company may not have sufficient cash flow from our business to make such payments, and we may incur additional indebtedness in the future; the Company’s ability to incur additional debt; risks associated with the Company’s investment in marketable, nonmarketable and interest-bearing securities, including the impact of such investments on Company’s financial results; the Company's investment policy permits investments in certain cryptocurrency assets, including Bitcoin and U.S. dollar-denominated stable coins, and to the extent the Company holds Bitcoin or U.S. dollar denominated stable coins, the Company will be exposed to certain risks associated with Bitcoin or stable coins, respectively; the Company’s derivative strategy can expose it to counterparty risk; and the Company’s ability to maintain effective internal control over financial reporting. Additional factors that could cause results to differ materially from those reflected or described in the forward-looking statements can be found in GameStop's most recent Annual Report on Form 10-K and other filings made from time to time with the Securities and Exchange Commission and available at www.sec.gov or on the Company’s investor relations website (https://investor.gamestop.com). Forward-looking statements contained in this Press Release speak only as of the date of this Press Release. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.

Preliminary Financial Information

No Offer or Solicitation

This communication relates to a business combination involving GameStop and eBay that has been proposed by GameStop (the “Proposed Transaction”). This communication is for informational purposes only and is neither an offer to sell or purchase, nor the solicitation of an offer to buy or sell, any securities (or the solicitation of any proxy or vote with respect to any matter), nor shall there be any sale or purchase, issuance or other transfer of securities (or the solicitation of any proxy or other vote) with respect to the Proposed Transaction or otherwise in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.

Certain Information Regarding Participants

GameStop and its directors and certain of its executive officers may be considered participants in the solicitation of proxies in connection with the Proposed Transaction, should the Proposed Transaction and any such solicitation occur. Information about the directors and executive officers of GameStop is set forth in GameStop’s definitive proxy statement for the 2026 Annual Meeting of Stockholders to be held July 7, 2026 at 10:00 a.m. CDT, which was filed with the SEC on May 22, 2026 (as supplemented from time to time, the “2026 Proxy Statement”), which is available here, including under the headings “Proposal 1: Election of Directors”, “Director Nomination Process”, “The Director Nominees”, “Director Nominee Qualifications and Experience”, “Biographies of Director Nominees”, “The Board of Directors”, “Corporate Governance”, “Director Compensation”, “Executive Officers”, “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters”, “Compensation Committee Interlocks and Insider Participation”, “Proposal No. 2: Advisory Vote on Executive Compensation”, “Compensation Discussion and Analysis”, “Offer Letters and Severance/Change in Control Benefits”, “Compensation Committee Report on Executive Compensation”, “Executive Compensation Tables”, “CEO Pay Ratio”, “Pay Versus Performance”, “Equity Grant Practices”, “Securities Authorized for Issuance Under Equity Compensation Plans”, “Audit Committee Matters”, “Certain Relationships and Related Transactions”, “Proposal 4: Approval of CEO Performance Award”, “Summary of the Proposed CEO Performance Award”, “Reasons for Approval of the CEO Performance Award”, “Market Capitalization Hurdles with Cumulative Performance EBITDA Hurdles Create Real Value for Stockholders”, “Background of the CEO Performance Award”, “Key Terms of the Proposed CEO Performance Award”, “Other Details Regarding the Proposed CEO Performance Award”, “The Compensation Committee’s Assessment of the CEO Performance Award”, “Practical Implications of the CEO Performance Award” and “Appendix A: CEO Performance Award Agreement”. To the extent holdings of such persons in the Company’s securities have changed since the amounts described in the 2026 Proxy Statement, such changes have been reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC. Additional information can also be found in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026, filed with the SEC on March 24, 2026, which is available here.

Disclaimer

GameStop Corp. Investor Relations
(817) 424-2001
ir@gamestop.com

Source: GameStop Corp.

Ryan Cohen Withdraws CEO Performance Award; GameStop Focuses on eBay

Tue, 23 Jun 2026 16:20:00 -0400

GRAPEVINE, Texas--(BUSINESS WIRE)-- GameStop Corp. (NYSE: GME) (“GameStop” or the “Company”) today announced that its Board of Directors (the "Board") has granted the request of Ryan Cohen, Chairman and CEO, to amend the Company's proxy statement to remove the proposed CEO Performance Award. When the Board approved the CEO Performance Award in January 2026, the Company had not yet decided to pursue the acquisition of eBay, Inc. ("eBay").

Mr. Cohen stated that he wants leadership fully focused on GameStop's operating performance and its proposed eBay acquisition.

Additional details can be found in a supplement to the Company's proxy statement filed with the Securities and Exchange Commission. GameStop will release additional materials regarding its proposed acquisition of eBay this week, including a detailed presentation of the strategic rationale and operational plan for the combined company.

No Offer or Solicitation

Certain Information Regarding Participants

GameStop and its directors and certain of its executive officers may be considered participants in the solicitation of proxies in connection with the Proposed Transaction, should the Proposed Transaction and any such solicitation occur. Information about the directors and executive officers of GameStop is set forth in GameStop’s definitive proxy statement for the 2026 Annual Meeting of Stockholders to be held July 7, 2026 at 10:00 a.m. CDT, which was filed with the SEC on May 22, 2026 (as supplemented from time to time, the “2026 Proxy Statement”), which is available here, including under the headings “Proposal 1: Election of Directors”, “Director Nomination Process”, “The Director Nominees”, “Director Nominee Qualifications and Experience”, “Biographies of Director Nominees”, “The Board of Directors”, “Corporate Governance”, “Director Compensation”, “Executive Officers”, “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters”, “Compensation Committee Interlocks and Insider Participation”, “Proposal No. 2: Advisory Vote on Executive Compensation”, “Compensation Discussion and Analysis”, “Offer Letters and Severance/Change in Control Benefits”, “Compensation Committee Report on Executive Compensation”, “Executive Compensation Tables”, “CEO Pay Ratio”, “Pay Versus Performance”, “Equity Grant Practices”, “Securities Authorized for Issuance Under Equity Compensation Plans”, “Audit Committee Matters”, “Certain Relationships and Related Transactions”, “Proposal 4: Approval of CEO Performance Award”, “Summary of the Proposed CEO Performance Award”, “Reasons for Approval of the CEO Performance Award”, “Market Capitalization Hurdles with Cumulative Performance EBITDA Hurdles Create Real Value for Stockholders”, “Background of the CEO Performance Award”, “Key Terms of the Proposed CEO Performance Award”, “Other Details Regarding the Proposed CEO Performance Award”, “The Compensation Committee’s Assessment of the CEO Performance Award”, “Practical Implications of the CEO Performance Award” and “Appendix A: CEO Performance Award Agreement”. To the extent holdings of such persons in the Company’s securities have changed since the amounts described in the 2026 Proxy Statement, such changes have been reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC. Additional information can also be found in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026, filed with the SEC on March 24, 2026, which is available here.

Disclaimer

Cautionary Statement Regarding Forward-Looking Statements – Safe Harbor

Certain statements in this communication may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical facts and can be identified by terms such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “estimate,” “expect,” “predict,” “project,” “future,” “potential,” “intend,” “plan,” “assume,” “believe,” “forecast,” “look,” “build,” “focus,” “create,” “work,” “continue” or the negative of such terms or other variations thereof and words and terms of similar substance. Such statements also include, among others, statements with respect to GameStop’s proposed acquisition of eBay, such as statements about whether or not the transaction will occur, expected cost reductions, operational benefits, financing, the timing and structure of the transaction, anticipated benefits of the combination, leadership of the combined company, and similar statements. These forward-looking statements are based on GameStop’s current beliefs, expectations and assumptions and involve significant known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Such risks and uncertainties include, but are not limited to: the failure of eBay’s Board of Directors to engage with the proposal; the failure to negotiate or execute a definitive agreement providing for the consummation of a transaction on the terms described or at all; failure to obtain required financing on the expected terms; failure to obtain required regulatory approvals; failure to obtain required shareholder approvals of GameStop and/or eBay; failure to realize anticipated cost reductions, operational benefits, or operating efficiencies; risks related to integration of the businesses; the impact of the announcement of the proposal on GameStop’s and eBay’s respective businesses, customers, suppliers, and employees; the diversion of management attention; competitive responses; market and economic conditions; and other risks described from time to time in GameStop’s filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended January 31, 2026 and subsequent filings. GameStop undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law. Final terms and conditions of any transaction are subject to negotiation and execution of a definitive agreement providing for the consummation of a transaction.

GameStop Corp. Investor Relations
(817) 424-2001
ir@gamestop.com

Source: GameStop Corp.

GameStop Discloses First Quarter 2026 Results

Tue, 02 Jun 2026 16:41:00 -0400

GRAPEVINE, Texas--(BUSINESS WIRE)-- GameStop Corp. (NYSE: GME) (“GameStop” or the “Company”) today released financial results for the first quarter ended May 2, 2026. The Company’s condensed and consolidated financial statements, including GAAP and non-GAAP results, are below.

FIRST QUARTER HIGHLIGHTS

Highest quarterly net income in GameStop’s history of $389.6 million. Highest first quarter operating income in GameStop’s history of $143.3 million. Net sales grew 14% year-over-year, driven by collectibles. Cash, marketable securities, digital assets and related receivables, and collateral pledged for derivative asset of $9.7 billion.

FIRST QUARTER OVERVIEW

Net sales were $835.3 million for the first quarter, compared to $732.4 million in the prior year's first quarter.
Selling, general and administrative (“SG&A”) expenses were $201.6 million for the first quarter, compared to $228.1 million in the prior year's first quarter.
Operating income was $143.3 million for the first quarter, the highest first quarter operating income in GameStop's history, compared to an operating loss of $10.8 million in the prior year's first quarter.
- Excluding impairment and other items, adjusted operating income was $140.5 million for the first quarter compared to an adjusted operating income of $27.5 million in the prior year's first quarter.
Net income was $389.6 million for the first quarter, compared to net income of $44.8 million for the prior year’s first quarter.
- Excluding impairments, gain on digital assets and related receivables, unrealized gain on derivative asset, and other items, adjusted net income was $179.3 million for the first quarter compared to an adjusted net income of $73.1 million for the prior year's first quarter.
Total cash, cash equivalents, marketable securities, digital assets and related receivables, and collateral pledged for derivative asset were $9.7 billion at the close of the first quarter. This included $8.4 billion of cash, cash equivalents, and marketable securities (compared to $6.4 billion at the close of the prior year's first quarter), $1.0 billion in collateral pledged for derivative asset during the quarter, and approximately $0.4 billion in digital assets and related receivables.
On June 2, 2026, the Company's Board of Directors unanimously approved a discretionary $2.0 billion share repurchase authorization through June 2, 2029, replacing the prior authorization from March 2019.

NON-GAAP MEASURES AND OTHER METRICS

As a supplement to the Company’s financial results presented in accordance with U.S. generally accepted accounting principles ("GAAP"), GameStop may use certain non-GAAP measures, such as adjusted SG&A expenses, adjusted operating income (loss), adjusted net income (loss), adjusted net income (loss) per share, adjusted EBITDA and free cash flow. The Company believes these non-GAAP financial measures provide useful information to investors in evaluating the Company’s core operating performance. Adjusted SG&A expenses, adjusted operating income (loss), adjusted net income (loss), adjusted net income (loss) per share and adjusted EBITDA exclude the effect of discretely managed items such as certain transformation costs (including severance and other costs), asset impairments, gain (loss) on digital assets and related receivables, unrealized gain (loss) on derivative asset, as well as divestiture costs, which we believe is useful in providing period to period comparisons. Free cash flow excludes capital expenditures otherwise included in net cash flows provided by (used in) operating activities, and therefore measures our ability to generate additional cash from our business operations, which we believe is an important financial measure for use by investors in evaluating the Company's financial performance. The Company’s definition and calculation of non-GAAP financial measures may differ from that of other companies. Non-GAAP financial measures should be viewed as supplementing, and not as an alternative or substitute for, the Company’s financial results prepared in accordance with GAAP. Certain of the items that may be excluded or included in non-GAAP financial measures may be significant items that could impact the Company’s financial position, results of operations or cash flows and should therefore be considered in assessing the Company’s actual and future financial condition and performance.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS - SAFE HARBOR

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by the use of terms such as "anticipates," "believes," "continues," "could," "estimates," "expects," "intends," "may," "plans," "potential," "predicts," "pro forma," "seeks," "should," "will" or similar expressions. Forward-looking statements are subject to significant risks and uncertainties and actual developments, business decisions, outcomes and results may differ materially from those reflected or described in the forward-looking statements. The following factors, among others, could cause actual developments, business decisions, outcomes and results to differ materially from those reflected or described in the forward-looking statements: economic, social, and political conditions in the markets in which we operate; the competitive nature of the Company’s industry; the cyclicality of the video game industry; the Company’s dependence on the timely delivery of new and innovative products from its vendors; the impact of technological advances in the video game industry and related changes in consumer behavior on the Company’s sales; interruptions to the Company’s supply chain or the supply chain of our suppliers; the Company’s dependence on sales during the holiday selling season and on the popularity and sale of trading cards; the Company’s ability to obtain favorable terms from its current and future suppliers and service providers; the Company’s ability to anticipate, identify and react to trends in pop culture with regard to its sales of collectibles; the Company’s ability to maintain strong retail and ecommerce experiences for its customers; the Company’s ability to keep pace with changing industry technology and consumer preferences; how the Company incorporates artificial intelligence into workflows and processes, including customer-facing and operation activities, and challenges with properly managing its use; the Company’s ability to manage its profitability and cost reduction initiatives; the Company’s ability to complete its proposed acquisition of eBay Inc.; changes in senior management or the Company’s ability to attract and retain qualified personnel; the Company is highly dependent on the services of the Company’s Chairman of the Board and Chief Executive Officer, Ryan Cohen; if the grant of a 100% performance-based nonqualified stock option award (the “CEO Performance Award”) to Mr. Cohen is not approved by the Company’s stockholders or if the Company is unable to adequately incentivize Mr. Cohen to maintain his focus and priorities on the Company, the Company's ability to execute on its strategy and achieve its growth goals may be adversely impacted; the CEO Performance Award, if and to the extent the stock options associated become vested and are exercised, would result in dilution to the Company’s stockholders and could impact the Company’s stock price; potential damage to the Company’s reputation or customers' perception of the Company; the Company's ability, or the ability of the third parties with whom we work, to maintain the security of our information technology systems or data (including customer, associate or Company information); the Company's compliance with stringent and evolving laws and other obligations related to data privacy and security; occurrence of weather events, natural disasters, public health crises and other unexpected events; risks associated with inventory shrinkage; potential failure or inadequacy of the Company's computerized systems; the ability of the Company’s third party delivery services to deliver products to the Company’s retail locations, fulfillment centers and consumers and changes in the terms the Company has with such service providers; the ability and willingness of the Company’s vendors to provide marketing and merchandising support at historical or anticipated levels; restrictions on the Company’s ability to purchase and sell pre-owned products; the Company’s ability to renew or enter into new leases on favorable terms; unfavorable changes in the Company’s global tax rate; legislative actions; the Company’s ability to comply with federal, state, local and international laws and regulations and statutes; changes to tariff and import/export regulations; potential litigation and other legal proceedings; the value of the Company's investment holdings; concentration of the Company's investment portfolio into one or fewer holdings; the recognition of losses in a particular investment even if the Company has not sold the investment; the execution and timing of share repurchases, if any, under the share repurchase authorization; volatility in the Company’s stock price, including volatility due to potential short squeezes; continued high degrees of media coverage by third parties; the availability and future sales of substantial amounts of the Company’s Class A common stock; the issuance of common stock upon the exercise of the warrants declared as part of the October 7, 2025 distribution to the holders of record of the Company's Class A common stock and holders of the Convertible Notes, in the form of warrants to purchase shares of common stock (the “Warrants”), may depress our stock price; future issuance of additional warrants may adversely affect the market price of the Warrants and the market price of the Company’s common stock; the Warrants do not automatically exercise, and any Warrant that is not exercised prior to their expiration date will lose all financial value; fluctuations in the Company’s results of operations from quarter to quarter; the Company’s ability to generate sufficient cash flow to fund its operations; the $1.5 billion 0.00% Convertible Senior Notes due 2030 (the “Convertible 2030 Notes") and $2,250.0 million 0.00% Convertible Senior Notes due 2032 (the "Convertible 2032 Notes" and, collectively with the Convertible 2030 Notes, the "Convertible Notes") are the Company’s obligations only, and substantially all of our operations are conducted through, and a portion of our consolidated assets are held by, our subsidiaries; servicing the Convertible Notes requires a significant amount of cash, and the Company may not have sufficient cash flow from our business to make such payments, and we may incur additional indebtedness in the future; the Company’s ability to incur additional debt; risks associated with the Company’s investment in marketable, nonmarketable and interest-bearing securities, including the impact of such investments on Company’s financial results; the Company's investment policy permits investments in certain cryptocurrency assets, including Bitcoin and U.S. dollar-denominated stable coins, and to the extent the Company holds Bitcoin or U.S. dollar denominated stable coins, the Company will be exposed to certain risks associated with Bitcoin or stable coins, respectively; the Company’s derivative strategy can expose it to counterparty risk; and the Company’s ability to maintain effective internal control over financial reporting. Additional factors that could cause results to differ materially from those reflected or described in the forward-looking statements can be found in GameStop's most recent Annual Report on Form 10-K and other filings made from time to time with the SEC and available at www.sec.gov or on the Company’s investor relations website (https://investor.gamestop.com). Forward-looking statements contained in this press release speak only as of the date of this press release. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.




GameStop Corp. Condensed Statements of Operations (in millions, except per share data) (unaudited)

	13 Weeks Ended May 2, 2026			13 Weeks Ended May 3, 2025
Net sales	$	835.3		$	732.4
Cost of sales		495.0			479.6
Gross profit		340.3			252.8
Selling, general and administrative expenses		201.6			228.1
Asset impairments		(4.6	)		35.5
Operating income (loss)		143.3			(10.8	)
Interest income, net		(83.7	)		(56.9	)
Unrealized gain on derivative asset, net⁽¹⁾		(268.4	)		—
Gain on digital assets and related receivables		(1.1	)		—
Other income, net		(9.9	)		(2.2	)
Income before income taxes		506.4			48.3
Income tax expense		116.8			3.5
Net income	$	389.6		$	44.8

Net income per share:
Basic income per share	$	0.87		$	0.10
Diluted income per share	$	0.66		$	0.09

Weighted-average common shares outstanding:
Basic		448.4			447.1
Diluted		592.3			497.9

Percentage of Net sales:

Net sales		100.0	%		100.0	%
Cost of sales		59.3			65.5
Gross profit		40.7			34.5
Selling, general and administrative expenses		24.1			31.1
Asset impairments		(0.6	)		4.8
Operating income (loss)		17.2			(1.5	)
Interest income, net		(10.0	)		(7.8	)
Unrealized gain on derivative asset, net		(32.1	)		—
Gain on digital assets and related receivables		(0.1	)		—
Other income, net		(1.2	)		(0.3	)
Income before income taxes		60.6			6.6
Income tax expense		14.0			0.5
Net income		46.6	%		6.1	%

(1) Represents unrealized gain on put and call option transactions, net of related expenses, entered into by the Company that provide economic exposure to shares of eBay Inc. common stock.





GameStop Corp. Condensed Statements of Operations by Segment (in millions, except per share data) (unaudited)

	United States		Australia		Europe			Total
As of and for the three months ended May 2, 2026
Net sales	$	651.1	$	99.6	$	84.6		$	835.3
Cost of sales		368.8		65.3		60.9			495.0
Gross profit		282.3		34.3		23.7			340.3
Selling, general and administrative expenses:		137.7		34.0		29.9			201.6
Store related		112.2		26.8		28.8			167.8
Other		25.5		7.2		1.1			33.8
Asset impairments		—		0.3		(4.9	)		(4.6	)
Operating income (loss)		144.6		—		(1.3	)		143.3
Interest income, net									(83.7	)
Unrealized gain on derivative asset, net									(268.4	)
Gain on digital assets and related receivables									(1.1	)
Other income, net									(9.9	)
Income before income taxes									506.4
Income tax expense									116.8
Net income									389.6

Property and equipment, net⁽¹⁾		35.8		16.1		—			51.9
Capital expenditures		3.4		1.1		—			4.5

(1) Property and equipment, net for France (Europe) is classified in Assets held for sale on our Condensed Consolidated Balance Sheets.


	United States		Canada			Australia			Europe			Total
As of and for the three months ended May 3, 2025
Net sales	$	537.5	$	38.2		$	81.9		$	74.8		$	732.4
Cost of sales		343.6		28.2			55.0			52.8			479.6
Gross profit		193.9		10.0			26.9			22.0			252.8
Selling, general and administrative expenses:		160.3		13.9			32.3			21.6			228.1
Store related		131.6		11.3			26.6			22.4			191.9
Other		28.7		2.6			5.7			(0.8	)		36.2
Asset impairments		—		18.3			—			17.2			35.5
Operating income (loss)		33.6		(22.2	)		(5.4	)		(16.8	)		(10.8	)
Interest income, net													(56.9	)
Other income, net													(2.2	)
Income before income taxes													48.3
Income tax expense													3.5
Net income													44.8

Property and equipment, net⁽¹⁾		37.5		—			16.7			—			54.2
Capital expenditures		1.2		0.1			1.0			0.6			2.9

(1) Property and equipment, net for Canada and France (Europe) is classified in Assets held for sale on our Condensed Consolidated Balance Sheets.





GameStop Corp. Condensed Consolidated Balance Sheets (in millions) (unaudited)

	May 2, 2026		May 3, 2025
ASSETS:
Current assets:
Cash and cash equivalents	$	7,397.6	$	6,385.8
Marketable securities		970.5		—
Receivables, net of allowance of $3.9 and $0.9, respectively		58.8		44.1
Derivative asset		285.3		—
Collateral pledged for derivative asset		983.3		—
Digital assets and related receivables		369.6		—
Merchandise inventories, net		423.3		421.3
Prepaid expenses and other current assets		27.7		29.3
Assets held for sale		152.4		226.2
Total current assets		10,668.5		7,106.7
Property and equipment, net of accumulated depreciation of $492.6 and $572.5, respectively		51.9		54.2
Operating lease right-of-use assets		164.7		272.5
Deferred income taxes		26.0		18.7
Other noncurrent assets		63.2		50.5
Total assets	$	10,974.3	$	7,502.6

LIABILITIES AND STOCKHOLDERS’ EQUITY:
Current liabilities:
Accounts payable	$	263.4	$	198.4
Accrued liabilities and other current liabilities		372.5		328.4
Current portion of operating lease liabilities		81.4		113.3
Liabilities held for sale		143.0		207.2
Total current liabilities		860.3		847.3
Long-term debt		4,166.1		1,480.7
Operating lease liabilities		91.6		167.8
Other long-term liabilities		14.2		19.4
Total liabilities		5,132.2		2,515.2
Total stockholders’ equity		5,842.1		4,987.4
Total liabilities and stockholders’ equity	$	10,974.3	$	7,502.6





GameStop Corp. Condensed Consolidated Statements of Cash Flows (in millions) (unaudited)

	13 Weeks Ended May 2, 2026			13 Weeks Ended May 3, 2025
Cash flows from operating activities:
Net income	$	389.6		$	44.8
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization		4.5			5.6
Stock-based compensation expense, net		8.5			5.5
Gain on digital assets and related receivables		(1.1	)		—
Unrealized gain on derivative asset		(285.1	)		—
Deferred income taxes		61.4			—
Loss (gain) on disposal of property and equipment, net		0.1			(1.5	)
Asset impairments		(4.6	)		35.5
Other, net		(7.8	)		(0.4	)
Changes in operating assets and liabilities:
Receivables, net		(6.9	)		12.0
Merchandise inventories, net		(16.6	)		(10.1	)
Prepaid expenses and other current assets		9.0			6.7
Prepaid income taxes and income taxes payable		39.5			(1.6	)
Accounts payable and accrued liabilities		153.5			110.3
Operating lease right-of-use assets and liabilities		(6.7	)		(0.6	)
Changes in other long-term liabilities		0.3			(13.7	)
Net cash flows provided by operating activities		337.6			192.5
Cash flows from investing activities:
Capital expenditures		(4.5	)		(2.9	)
Purchases of marketable securities		(6.4	)		(14.7	)
Proceeds from maturities and sales of marketable securities		1,727.9			22.6
Collateral pledged for derivative asset		(983.3	)		—
Proceeds from written options on digital assets		5.8			—
Proceeds from other divestitures, net of cash disposed		—			2.2
Other		3.4			0.1
Net cash flows provided by investing activities		742.9			7.3
Cash flows from financing activities:
Proceeds from the issuance of convertible debt		—			1,500.0
Debt issuance costs from convertible debt		—			(19.3	)
Repayments of debt		—			(2.7	)
Proceeds from French term loans		1.4			—
Proceeds from the exercise of warrants		0.1			—
Proceeds from equity awards directly withheld from employees for tax purposes		2.9			2.3
Payments to tax authorities for equity awards directly withheld from employees		(2.9	)		(2.3	)
Net cash flows provided by financing activities		1.5			1,478.0
Exchange rate effect on cash, cash equivalents and restricted cash		1.7			5.9
Less: Net change in cash balance classified as assets held for sale		—			(49.4	)
Increase in cash, cash equivalents, and restricted cash		1,083.7			1,634.3
Cash, cash equivalents and restricted cash at beginning of period		6,328.1			4,789.8
Cash, cash equivalents and restricted cash at end of period	$	7,411.8		$	6,424.1





Schedule I Sales Mix (in millions) (unaudited)

	13 Weeks Ended May 2, 2026				13 Weeks Ended May 3, 2025
	13 Weeks Ended May 2, 2026				13 Weeks Ended May 3, 2025
	Net		Percent		Net		Percent
Net Sales:	Sales		of Total		Sales		of Total
Hardware and accessories⁽¹⁾	$	333.7	39.9	%	$	345.3	47.1	%
Software⁽²⁾		152.7	18.3	%		175.6	24.0	%
Collectibles⁽³⁾		348.9	41.8	%		211.5	28.9	%
Total	$	835.3	100.0	%	$	732.4	100.0	%

(1) Includes sales of new and pre-owned hardware, accessories, hardware bundles in which hardware and digital or physical software are sold together in a single SKU, interactive game figures, strategy guides, mobile and consumer electronics.
(2) Includes sales of new and pre-owned video game software, digital software and PC entertainment software.
(3) Includes the sale of apparel, toys, trading cards, gadgets, other retail products for pop culture and technology enthusiasts, and submission services for the authentication and grading of trading cards.

GameStop Corp.
Schedule II
(in millions, except per share data)
(unaudited)

Non-GAAP results

The following tables reconcile the Company's selling, general and administrative expenses (“SG&A expense”), operating income (loss), net income (loss) and net income (loss) per share as presented in its unaudited consolidated statements of operations and prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) to its adjusted SG&A expense, adjusted operating income (loss), adjusted net income (loss), adjusted net income (loss) per share and adjusted EBITDA. The diluted weighted-average shares outstanding used to calculate adjusted net income per share may differ from GAAP weighted-average shares outstanding. Under GAAP, basic and diluted weighted-average shares outstanding are the same in periods where there is a net loss. The tax adjustments below for the 13 weeks ended May 2, 2026 and 13 weeks ended May 3, 2025 include provisions for the tax effects of non-GAAP adjustments. The reconciliations below are from continuing operations only.

	13 Weeks Ended			13 Weeks Ended
	May 2, 2026			May 3, 2025
Adjusted SG&A expense
SG&A expense	$	201.6		$	228.1
Transformation costs⁽¹⁾		(1.8	)		(2.8	)
Adjusted SG&A expense	$	199.8		$	225.3

Adjusted Operating Income (Loss)
Operating income (loss)	$	143.3		$	(10.8	)
Transformation costs⁽¹⁾		1.8			2.8
Asset impairments⁽²⁾		(4.6	)		35.5
Adjusted operating income (loss)	$	140.5		$	27.5

Adjusted Net Income
Net Income	$	389.6		$	44.8
Transformation costs⁽¹⁾		1.8			2.8
Divestitures and other		—			—
Asset impairments⁽²⁾		(4.6	)		35.5
Gain on digital assets and related receivables		(1.1	)		—
Unrealized gain on derivative asset		(268.4	)		—
Income tax impact of adjustments		62.0			—
Adjusted net income	$	179.3		$	83.1

Adjusted net income per share
Basic	$	0.40		$	0.19
Diluted		0.30			0.17

Number of shares used in adjusted calculation
Basic		448.4			447.1
Diluted		592.3			497.9

(1) Transformation costs include severance, stock-based compensation forfeitures related to workforce optimization efforts and departures of key personnel, adjustments to reserves for expenses for consultants and advisors related to transformation initiatives, and other costs in connection with the transformation initiatives.
(2) Asset impairments include amounts incurred in connection with the divestiture of our operations in France and New Zealand in the current year, and France and Canada in the prior year.



	13 Weeks Ended			13 Weeks Ended
	May 2, 2026			May 3, 2025
Reconciliation of Net Income to Adjusted EBITDA
Net income	$	389.6		$	44.8
Interest income, net		(83.7	)		(56.9	)
Depreciation and amortization		4.5			5.6
Income tax expense		116.8			3.5
EBITDA	$	427.2		$	(3.0	)
Stock-based compensation		8.5			5.5
Transformation costs⁽¹⁾		1.8			2.8
Divestitures and other		—			(2.2	)
Asset impairments⁽²⁾		(4.6	)		35.5
Gain on digital assets and related receivables		(1.1	)		—
Unrealized gain on derivative asset		(268.4	)		—
Adjusted EBITDA	$	163.4		$	38.6

(1) Transformation costs include severance, stock-based compensation forfeitures related to workforce optimization efforts and departures of key personnel, adjustments to reserves for expenses for consultants and advisors related to transformation initiatives, and other costs in connection with the transformation initiatives.
(2) Asset impairments include amounts incurred in connection with the divestiture of our operations in France and New Zealand in the current year, and France and Canada in the prior year.

GameStop Corp.
Schedule III
(in millions)
(unaudited)

Non-GAAP results

	13 Weeks Ended			13 Weeks Ended
	May 2, 2026			May 3, 2025
Net cash flows provided by operating activities	$	337.6		$	192.5
Capital expenditures		(4.5	)		(2.9	)
Free cash flow	$	333.1		$	189.6

Non-GAAP Measures and Other Metrics

Adjusted EBITDA, adjusted SG&A expense, adjusted operating income (loss), adjusted net income (loss) and adjusted net income (loss) per share are supplemental financial measures of the Company’s performance that are not required by, or presented in accordance with, GAAP. We believe that the presentation of these non-GAAP financial measures provides useful information to investors in assessing our financial condition and results of operations. We define adjusted EBITDA as net income before income taxes, plus interest income, net and depreciation and amortization, excluding stock-based compensation, certain transformation costs (including severance and other costs), business divestitures, asset impairments, gain (loss) on digital assets and related receivables, unrealized gain (loss) on derivative asset, and other non-cash charges. Net income is the GAAP financial measure most directly comparable to adjusted EBITDA. Our non-GAAP financial measures should not be considered as an alternative to the most directly comparable GAAP financial measure. Furthermore, non-GAAP financial measures have limitations as an analytical tool because they exclude some but not all items that affect the most directly comparable GAAP financial measures. Some of these limitations include:

certain items excluded from adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure;
adjusted EBITDA does not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments;
adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs;
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and adjusted EBITDA does not reflect any cash requirements for such replacements; and
our computations of adjusted EBITDA may not be comparable to other similarly titled measures of other companies.

GameStop Investor Relations
817-424-2001
ir@gamestop.com

Source: GameStop Corp.

GameStop Proposes to Acquire eBay at $125.00 Per Share

Sun, 03 May 2026 20:38:00 -0400

GRAPEVINE, Texas--(BUSINESS WIRE)-- GameStop Corp. (NYSE: GME) today submitted a non-binding proposal to acquire 100% of eBay Inc. (NASDAQ: EBAY) at $125.00 per share in cash and stock. The offer represents a 46% premium to eBay’s unaffected closing price on February 4, 2026, the day GameStop started accumulating its position in eBay. GameStop has built a 5% economic stake in eBay through derivatives and beneficial ownership of common stock. GameStop is filing a Schedule 13D and HSR notification tomorrow. The full proposal letter and accompanying materials are available at investor.gamestop.com/ebay.

The proposed offer is $125.00 per share, comprising 50% cash and 50% GameStop common stock, with full shareholder election rights as to consideration type and pro-rata allocation. Aggregate undiluted equity value is approximately $55.5 billion, based on eBay’s most recently disclosed undiluted share count, representing a 27% premium to the 30-day VWAP and a 36% premium to the 90-day VWAP. The transaction is conditioned on customary closing conditions. The cash consideration is expected to be funded from a combination of (i) cash and liquid investments on GameStop’s balance sheet, which totaled ~$9.4 billion as of January 31, 2026, and (ii) third-party acquisition financing, in respect of which GameStop has received a highly-confident letter from TD Securities for up to $20 billion.

eBay spent $2.4 billion on Sales & Marketing in fiscal 2025 while only adding one million net active buyers (134M to 135M - a net increase of less than 0.75%). GameStop will deliver $2 billion of annualized cost reductions within twelve months of closing:

~$1.2 billion from Sales & Marketing. More spend is not producing more users on a marketplace with near-universal brand recognition.
~$300 million from Product Development. Product Development expense grew 11% in fiscal 2025 against revenue growth of 8%.
~$500 million from General & Administrative. Consolidated finance, HR, real estate, legal, IT, and professional services across the combined company.

On cost reductions alone, eBay’s diluted GAAP earnings per share from continuing operations would increase from $4.26 to $7.79 in year one. Beyond cost, GameStop’s ~1,600 US retail locations give eBay a national network for authentication, intake, fulfillment, and live commerce.

Following close, Ryan Cohen will serve as Chief Executive Officer of the combined company.

Mr. Cohen has led GameStop since January 2021. Over that period, GameStop moved from a $381 million net loss in fiscal 2021 to $418 million of net income in fiscal 2025, reduced SG&A by ~$800 million (47%), retired its legacy debt, and raised $4.2 billion of long-term debt at 0% coupon. He owns ~9% of GameStop and receives no salary, no cash bonuses, and no golden parachute. He will be compensated solely based on the performance of the combined company.

Contacts

GameStop Corp. Investor Relations
(817) 424-2001
ir@gamestop.com

Important Information for Investors and Stockholders

No Offer or Solicitation

This communication relates to a business combination between GameStop and that has been proposed by GameStop (the “Proposed Transaction”). This communication is for informational purposes only and is neither an offer to sell or purchase, nor the solicitation of an offer to buy or sell, any securities (or the solicitation of any proxy or vote with respect to any matter), nor shall there be any sale or purchase, issuance or other transfer of securities (or the solicitation of any proxy or other vote) with respect to the Proposed Transaction or otherwise in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.

Additional Information and Where to Find It

Investors and security holders of GameStop and eBay are urged to read all relevant documents filed with the SEC, including any proxy statement(s), registration statement, proxy statement/prospectuses and/or other documents, carefully in their entirety if and when they become available as they will contain important information about the proposed transaction. Any definitive proxy statement(s) and/or proxy statement/prospectuses or other applicable definitive materials (if and when available) will be mailed to stockholders of GameStop and/or eBay, as applicable. Investors and security holders will be able to obtain free copies of these documents (if and when available) and other documents filed with the SEC by GameStop or eBay through the website maintained by the SEC at http://www.sec.gov. Copies of documents filed with the SEC by GameStop will also be made available free of charge on GameStop’s website at https://investor.gamestop.com/.

Certain Information Regarding Participants

GameStop and its directors and certain of its executive officers may be considered participants in the solicitation of proxies in connection with the Proposed Transaction, should the Proposed Transaction and any such solicitation occur. Information about the directors and executive officers of GameStop is set forth in (i) GameStop’s proxy statement for the 2025 Annual Meeting of Stockholders, which was filed with the SEC on April 24, 2025 (the “2025 Proxy Statement”), which is available here, including under the headings “Proposal 1: Election of Directors”, “The Director Nominees”, “Director Nominee Qualifications and Experience”, “Biographies of Director Nominees”, “The Board of Directors”, “Corporate Governance”, “Director Compensation”, “Executive Officers”, “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters”, “Compensation Committee Interlocks and Insider Participation”, “Proposal No. 2 – Advisory Vote on Executive Compensation”, “Compensation Discussion and Analysis”, “Compensation Committee Report on Executive Compensation”, “Executive Compensation Tables”, “CEO Pay Ratio”, “Pay Versus Performance”, “Certain Relationships and Related Transactions”, (ii) under Item 5.02 “Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers” in the Current Report on Form 8-K filed by GameStop with the SEC on August 11, 2025 (available here), (iii) under Item 8.01 “Other Events” in the Current Report on Form 8-K filed by GameStop with the SEC on January 7, 2026 (available here) and (iv) under Item 8.01 “Other Events” in the Current Report on Form 8-K filed by GameStop with the SEC on January 8, 2026 (available here). To the extent holdings of such persons in the Company’s securities have changed since the amounts described in the 2025 Proxy Statement, such changes have been reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC, by Ryan Cohen on January 22, 2026 (available here), by Daniel W. Moore on April 3, 2026, January 6, 2026, December 29, 2025, October 2, 2025, September 3, 2025 and August 12, 2025 (available here, here, here, here, here and here respectively), by Mark H. Robinson on April 15, 2026, April 3, 2026, January 13, 2026, January 6, 2026, December 29, 2025, December 10, 2025 and October 2, 2025, (available here, here, here, here, here, here and here, respectively), by Alain Attal on January 21, 2026 and January 20, 2026 (available here and here, respectively), by Lawrence Cheng on January 26, 2026 (available here), and by James Grube on July 1, 2025 (available here). Additional information can also be found in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026, filed with the SEC on March 24, 2026, which is available here.

Further information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in a proxy statement for GameStop’s Board of Directors for election at the 2026 Annual Meeting .and in any proxy statement/prospectus and/or other relevant materials to be filed with the SEC in connection with the Proposed Transaction when they become available.

Disclaimer

Any information concerning eBay contained in this filing has been taken from, or based upon, publicly available information. Although GameStop does not have any information that would indicate that any information contained in this filing that has been taken from such documents is inaccurate or incomplete, GameStop does not take any responsibility for the accuracy or completeness of such information. To date, GameStop has not had access to the books and records of eBay.

Forward-Looking Statements

Certain statements in this communication may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical facts and can be identified by terms such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “estimate,” “expect,” “predict,” “project,” “future,” “potential,” “intend,” “plan,” “assume,” “believe,” “forecast,” “look,” “build,” “focus,” “create,” “work,” “continue” or the negative of such terms or other variations thereof and words and terms of similar substance. Such statements also include, among others, statements with respect to GameStop’s proposed acquisition of eBay, such as statements about whether or not the transaction will occur, expected cost reductions, operational benefits, financing, the timing and structure of the transaction, anticipated benefits of the combination, leadership of the combined company, and similar statements. These forward-looking statements are based on GameStop’s current beliefs, expectations and assumptions and involve significant known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Such risks and uncertainties include, but are not limited to: the failure of eBay’s Board of Directors to engage with the proposal; the failure to negotiate or execute a definitive agreement providing for the consummation of a transaction on the terms described or at all; failure to obtain required financing on the expected terms; failure to obtain required regulatory approvals (including under the Hart-Scott-Rodino Antitrust Improvements Act); failure to obtain required shareholder approvals of GameStop and/or eBay; failure to realize anticipated cost reductions, operational benefits, or operating efficiencies; risks related to integration of the businesses; the impact of the announcement of the proposal on GameStop’s and eBay’s respective businesses, customers, suppliers, and employees; the diversion of management attention; competitive responses; market and economic conditions; and other risks described from time to time in GameStop’s filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended January 31, 2026 and subsequent filings. GameStop undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law. Final terms and conditions of any transaction are subject to negotiation and execution of a definitive agreement providing for the consummation of a transaction.

GameStop Corp. Investor Relations
(817) 424-2001
ir@gamestop.com

Source: GameStop Corp.