BJ 8-K Filed 2026-08-21 Execution disclosure

BJ's Wholesale repurchased 3.5M shares for $330.7M in first half of fiscal 2026

Retailer continues executing existing program with $422.1M remaining; raised full-year EPS guidance on strong Q2 results

Shares repurchased3.5M
Avg price paid$94.46
Remaining$422M
MechanismRule 10b-18 open-market purcha

What the filing says

BJ's Wholesale Club Holdings, Inc. reported execution of its existing share repurchase program during the first six months of fiscal 2026 (ended August 1, 2026). The Company repurchased 3,498,278 shares of common stock for a total of $330.7 million, inclusive of associated costs, through the period. In the second quarter alone, BJ's repurchased 1,384,278 shares for $124.1 million.

As of the filing date (August 21, 2026), approximately $422.1 million remained available to purchase under the existing program. The company did not announce a new authorization or expansion of its buyback program in this filing. Rather, the repurchase activity disclosed represents execution under a previously established authorization.

The share repurchases occurred in the context of strong operational performance: comparable club sales (excluding gasoline) increased 2.3% in the first six months and 3.1% in Q2; membership reached a record 8.5 million; and the company raised its full-year adjusted EPS guidance to a range of $4.60 to $4.80. Weighted-average diluted shares outstanding declined from 132.6 million in the first six months of fiscal 2025 to 128.6 million in the comparable 2026 period, reflecting the impact of the repurchases on share count.

Under its existing share repurchase program, the Company repurchased 1,384,278 shares of common stock, totaling $124.1 million, inclusive of associated costs, in the second quarter of fiscal 2026. In the first six months of fiscal 2026, the Company repurchased 3,498,278 shares of common stock, totaling $330.7 million, inclusive of associated costs. Approximately $422.1 million remained available to purchase under such program. — BJ's Wholesale Club Holdings, Inc. 8-K filing  ·  View on SEC EDGAR →

What this means

BJ's disclosed execution of 3.5 million shares repurchased for $330.7 million in the first half of fiscal 2026, averaging approximately $94.46 per share. With $422.1 million remaining in the authorization, the company has deployed roughly 44% of its available buyback capacity year-to-date. The repurchase activity contributed to a reduction in diluted weighted-average share count of approximately 4 million shares compared to the prior-year period, an effect that accreates to remaining shareholders on a per-share earnings basis. This execution occurs against a backdrop of accelerating comps, record membership, and raised earnings guidance, signaling management confidence in capital allocation. The buyback program serves to offset share dilution from equity compensation while returning capital to shareholders.

Frequently asked questions

How much of BJ's buyback authorization has been used?
As of August 21, 2026, BJ's had repurchased 3.5 million shares for $330.7 million in the first six months of fiscal 2026, with $422.1 million remaining available under the existing program. This means the company has deployed approximately 44% of its authorized capacity year-to-date, leaving substantial room to continue repurchases in the second half of the fiscal year.
What was the average price paid per share in the repurchases?
Based on the disclosed figures, BJ's paid an average of approximately $94.46 per share ($330.7 million ÷ 3,498,278 shares) in the first six months of fiscal 2026. In Q2 specifically, the average was approximately $89.65 per share ($124.1 million ÷ 1,384,278 shares).
How does this repurchase program affect share count and EPS?
The 3.5 million shares repurchased reduced diluted weighted-average shares outstanding from 132.6 million in the prior year to 128.6 million in the current first half, a reduction of roughly 4 million shares or 3%. By reducing the share count, each remaining share owns a larger percentage of earnings, which mechanically supports per-share EPS growth independent of operational performance.
Is this a new buyback authorization?
No, this disclosure reports execution under an existing share repurchase program previously authorized by the board. The filing does not announce a new authorization or program expansion—it simply reports repurchase activity and the remaining balance available for future repurchases.
Why is BJ's continuing to repurchase shares amid strong growth?
BJ's is returning capital to shareholders while the company delivers strong operational results (11.9% comparable sales growth, record membership, 14.3% adjusted EBITDA growth in Q2). Share repurchases offset dilution from equity compensation, return excess cash to shareholders, and support per-share earnings accretion during periods of healthy cash generation.
What is the company's financial position relative to this buyback activity?
BJ's maintained a net debt-to-LTM adjusted EBITDA ratio of 0.5x as of August 1, 2026, indicating modest leverage and substantial financial flexibility. Operating cash flow for the first six months was $541.4 million, providing ample liquidity for both capital investment ($359.3 million in property and equipment additions planned) and share repurchases.
execution retail open-market share-count-reduction Q2-2026 mid-cap
Source. This editorial summary is based on the SEC filing linked above. BuybackStocks aggregates and editorializes publicly available SEC EDGAR filings. Not investment advice. Past authorization announcements do not guarantee future repurchase activity or share price performance. See our full disclosures policy.