[Form 4] Bausch + Lomb Corporation Insider Trading Activity

Rhea-AI Filing Summary

Bausch + Lomb (BLCO) filed a Form 4 on 23-Jul-25 for CEO & Chairman Brent L. Saunders, recording an internal amendment to his February 23 2023 “New-Hire” performance-stock-unit (PSU) grant.

• Additional 150,000 PSUs were credited, lifting the minimum shares eligible to vest to 900,000, a 20 % increase over the originally reported 750,000.
• Vesting terms: PSUs can settle at 120-330 % of target on 23-Feb-29, subject to (i) specified share-price hurdles and (ii) a cumulative Adjusted EBITDA modifier, plus continued employment.
• Cost basis: $0; no cash outlay or open-market activity occurred.
• Post-transaction holdings: Saunders now directly holds 900,000 derivative securities linked to common shares.

The filing signals tighter alignment between executive pay and long-term performance but involves modest potential dilution relative to BLCO’s share count. No immediate earnings, cash-flow, or guidance implications are disclosed.

Positive

• Performance-based equity ties CEO compensation to share-price and EBITDA thresholds, reinforcing shareholder alignment.
• Vesting occurs in 2029, providing a long-term strategic horizon rather than short-term incentives.

Negative

• Amendment adds 150,000 additional PSUs, incrementally increasing future dilution potential.
• Extended vesting window means investors wait four years before knowing actual share issuance, adding uncertainty.

Insights

Corporate Governance Analyst

TL;DR: Internal PSU amendment adds 150k shares, tightening pay-for-performance; limited near-term impact.

The board increased the CEO’s minimum vesting pool to 900k shares while tying payout to aggressive share-price and EBITDA goals through 2029. This enhances incentive alignment yet defers any share issuance for four years, muting immediate dilution. Because no cash changed hands and targets remain performance-based, the amendment is governance-friendly but financially neutral in the short run.

Equity Compensation Specialist

TL;DR: 20 % bump in PSUs raises upside leverage, but vesting hurdles temper dilution risk.

The extra 150k PSUs elevate potential CEO ownership and could motivate value creation. However, requiring ≥120 % of target plus EBITDA hurdles limits payout unless the stock appreciates materially. Investors should monitor share-price triggers and 2029 EBITDA trajectory; until then, accounting expense will be spread over the service period with negligible cash impact.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SAUNDERS BRENT L

(Last) (First) (Middle)

C/O BAUSCH + LOMB CORPORATION

520 APPLEWOOD CRESCENT

(Street)

VAUGHAN A6 L4K 4B4

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bausch & Lomb Corp [ BLCO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock Units	(1)(2)(3)	07/21/2025		A		150,000		(1)(2)(3)	(1)(2)(3)	Common Shares, No Par Value	900,000(1)(2)(3)	$0	900,000(1)(2)(3)	D

Explanation of Responses:

1. Reflects an amendment on July 21, 2025 (the "Amendment") to an award of performance stock units ("PSUs") originally granted to the reporting person under the Bausch + Lomb Corporation 2022 Omnibus Incentive Plan (as amended and restated, the "Plan") on February 23, 2023 (the "New Hire PSUs"). Each PSU reflects the right to receive one common share, no par value, of the Issuer, subject to the terms of the Plan.

2. Pursuant to the Amendment, the New Hire PSUs may be earned and vest between 120% and 330% of the target award on February 23, 2029 (the "Measurement End Date") based on the level of achievement of (i) specified share-price hurdle goals and (ii) a cumulative Adjusted EBITDA performance modifier goal, subject generally to the reporting person's continued employment through the Measurement End Date.

3. The reporting person previously reported beneficial ownership of the target number of common shares underlying the New Hire PSUs (750,000 common shares) in the reporting person's Form 3 filed on March 6, 2023. As a result of the Amendment, the reporting person is now reporting the acquisition of beneficial ownership of an additional 150,000 PSUs pursuant to the New Hire PSU, which collectively reflects beneficial ownership of the minimum number of shares that are eligible to vest on the Measurement End Date (900,000 common shares) as a result of the Amendment.

	/s/ Debra E. Levin, attorney-in-fact	07/23/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did BLCO disclose in this Form 4?

CEO Brent Saunders received an amended PSU grant adding 150,000 units, lifting his minimum vesting shares to 900,000.

When can the new PSUs vest?

All PSUs, including the additional 150k, may vest on 23-Feb-2029 if share-price and cumulative Adjusted EBITDA goals are met.

Is there any cash cost to BLCO from this amendment?

No. The PSUs were issued at $0 cost; any expense is non-cash accounting for stock-based compensation.

How much could the CEO ultimately receive?

Depending on performance, the award can vest at 120-330 % of target, implying up to roughly 2.48 million shares.

Does the filing affect BLCO’s near-term earnings?

Immediate earnings impact is minimal; stock-based comp expense is spread over the vesting period and non-cash in nature.