Evolus (NASDAQ: EOLS) grants RSUs, PSUs and options to executive David Moatazedi

Rhea-AI Filing Summary

MOATAZEDI DAVID reported acquisition or exercise transactions in this Form 4 filing.

Evolus, Inc. director and officer David Moatazedi reported equity awards on February 17, 2026. He was granted 626,424 performance-based restricted stock units, where each unit can deliver up to 200% of a target share amount based on financial metrics and relative total shareholder return over a three-year period ending December 31, 2028. He also received 313,212 time-based restricted stock units and 457,541 stock options, each vesting in four equal annual installments starting on February 17, 2026, subject to continued service and potential acceleration in certain circumstances.

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

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MOATAZEDI DAVID

(Last) (First) (Middle)

520 NEWPORT CENTER DR.

SUITE 1200

(Street)

NEWPORT BEACH CA 92660

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Evolus, Inc. [ EOLS ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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
Common Stock	02/17/2026		A		313,212(1)	A	$0	667,600	D

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 Restricted Stock Units	(2)	02/17/2026		A		626,424		(3)	(3)	Common Stock	626,424	$0	626,424	D
Stock Option (Right to Buy)	$4.39	02/17/2026		A		457,541		(4)	02/17/2036	Common Stock	457,541	$0	457,541	D

Explanation of Responses:

1. Represents shares issuable upon settlement of restricted stock units (RSUs). Each RSU represents the right to receive one share of the Issuer's common stock. The RSUs vest in four equal annual installments on each anniversary of February 17, 2026, subject to continued service, and may accelerate in certain circumstances (including specified terminations or a change in control).

2. Each performance-based restricted stock unit (PSU) represents the right to receive, upon vesting, up to 200% of the target number of shares of common stock of the issuer.

3. The number of shares issuable upon vesting is based on performance against pre-established financial metrics and relative total shareholder return (TSR) over a three-year performance period ending December 31, 2028. Subject to certification of performance results, any earned PSUs vest following the performance period.

4. The shares subject to the option vest in four equal annual installments on each anniversary of February 17, 2026, subject to continued service, and may accelerate in certain circumstances (including specified terminations or a change in control).

Remarks:

President and Chief Executive Officer

	/s/ Jeffrey J. Plumer, as attorney-in-fact for David Moatazedi	02/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What equity awards did David Moatazedi receive from Evolus (EOLS)?

David Moatazedi received performance-based restricted stock units, time-based restricted stock units, and stock options. The grants include 626,424 performance units, 313,212 RSUs, and 457,541 stock options, all awarded at a price of $0.00 per unit or option.

How do the performance-based restricted stock units for EOLS vest?

Each performance-based restricted stock unit can deliver up to 200% of a target share amount. Vesting depends on performance against pre-established financial metrics and relative total shareholder return over a three-year period ending December 31, 2028, subject to certification of results.

When do David Moatazedi’s restricted stock units in Evolus vest?

The restricted stock units vest in four equal annual installments. Vesting occurs on each anniversary of February 17, 2026, and is contingent on continued service, with potential acceleration in certain circumstances such as specified terminations or a change in control.

What is the vesting schedule for David Moatazedi’s Evolus stock options?

The stock options vest in four equal annual installments. Each installment vests on the anniversary of February 17, 2026, as long as service continues, and the vesting may accelerate under certain conditions, including specified terminations or a change in control.

What performance period applies to the Evolus performance-based awards?

The performance period for the performance-based restricted stock units ends on December 31, 2028. Vesting depends on performance against pre-set financial metrics and relative total shareholder return, with any earned units vesting after performance is certified.

Does David Moatazedi pay anything for these Evolus equity grants?

The reported transaction price per share for the awards is $0.00. This indicates the performance units, restricted stock units, and stock options were granted as compensation rather than purchased in an open-market cash transaction.