Beauty Health Co. Files 8-K: Board & Compensation Changes

Ticker: SKIN · Form: 8-K · Filed: Sep 30, 2025 · CIK: 1818093

Beauty Health Co 8-K Filing Summary
FieldDetail
CompanyBeauty Health Co (SKIN)
Form Type8-K
Filed DateSep 30, 2025
Risk Levelmedium
Pages8
Reading Time9 min
Key Dollar Amounts$0.0001, $800,000.00, $450,000, $2,556,000, $1,917,000
Sentimentneutral

Sentiment: neutral

Topics: governance, executive-compensation, filing-update

TL;DR

Beauty Health Co. 8-K: Board shakeup and pay changes filed 9/26.

AI Summary

Beauty Health Co. announced on September 26, 2025, changes in its board of directors and executive compensation arrangements. The filing also includes a Regulation FD Disclosure and financial statements. The company was formerly known as Vesper Healthcare Acquisition Corp. and changed its name on July 14, 2020.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in leadership and compensation can indicate internal shifts that may affect business operations and financial performance.

Key Players & Entities

  • Beauty Health Co (company) — Registrant
  • Vesper Healthcare Acquisition Corp. (company) — Former Company Name
  • September 26, 2025 (date) — Date of earliest event reported
  • July 14, 2020 (date) — Date of name change

FAQ

What specific changes were made to the board of directors?

The filing indicates changes related to the 'Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers', but the specific details of these changes are not provided in the excerpt.

What are the details of the new compensatory arrangements for certain officers?

The filing mentions 'Compensatory Arrangements of Certain Officers' as an item information, but the specific details of these arrangements are not included in the provided text.

What is the purpose of the Regulation FD Disclosure?

The purpose of a Regulation FD Disclosure is to ensure that material non-public information is broadly disseminated to the public, preventing selective disclosure.

When did Beauty Health Co. change its name from Vesper Healthcare Acquisition Corp.?

Beauty Health Co. changed its name from Vesper Healthcare Acquisition Corp. on July 14, 2020.

What is the principal business address of Beauty Health Co.?

The principal business address of Beauty Health Co. is 2165 Spring Street, Long Beach, CA 90806.

Filing Stats: 2,262 words · 9 min read · ~8 pages · Grade level 13 · Accepted 2025-09-30 16:32:58

Key Financial Figures

  • $0.0001 — tered Class A Common Stock, par value $0.0001 per share SKIN The Nasdaq Capital Marke
  • $800,000.00 — Malha will receive (i) a base salary of $800,000.00 per year (pro-rated for any partial yea
  • $450,000 — e-time cash bonus in an amount equal to $450,000 in a single lump sum amount within four
  • $2,556,000 — incentive initial equity grant award of $2,556,000, which shall be awarded (a) 75% ($1,917
  • $1,917,000 — 56,000, which shall be awarded (a) 75% ($1,917,000) in restricted stock units (the "Initia
  • $639,000 — date of such Initial RSUs, and (b) 25% ($639,000) in performance share units (the "Initi
  • $2,000,000 — ity grant award for fiscal year 2025 of $2,000,000, which grant shall be awarded (a) 75% (
  • $1,500,000 — , which grant shall be awarded (a) 75% ($1,500,000) in restricted stock units in Common St
  • $500,000 — of such 2025 Annual RSUs, and (b) 25% ($500,000) in performance share units in Common S
  • $4,000,000 — arget grant-date value of approximately $4,000,000, subject to the Compensation Committee'
  • $20,000 — nt Agreement in an amount not to exceed $20,000, and (iii) reimbursement for reasonable

Filing Documents

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On September 30, 2025, the Company issued a press release announcing Mr. Malha's appointment as President, CEO and director of the Company, a copy of which is attached to this Current Report as Exhibit 99.1 and is incorporated herein by reference. The information set forth in Item 7.01 of this Current Report and Exhibit 99.1 contains forward-looking statements. These forward-looking statements are not guarantees of future performance and involve risks, uncertainties, and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed in these forward-looking statements. The information set forth under Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Current Report, including Exhibit 99.1, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing, except as expressly set forth by specific reference in such a filing. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Employment Agreement with Pedro Malha, dated September 29, 2025 10.2 Form of Indemnification Agreement (incorporated by reference to Exhibit 10.13 to the Company's Current Report on Form 8-K filed on May 10, 2021) 99.1 Press Release, dated September 30 , 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: September 30, 2025 The Beauty Health Company By: /s/ Michael Monahan Name: Michael Monahan Title: Chief Financial Officer

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