Evolus Insider Sale: 5,722 Shares Disposed to Cover RSU Taxes

Rhea-AI Filing Summary

Insider sale under 10b5-1 plan: Tomoko Yamagishi-Dressler, Chief Marketing Officer and director at Evolus, Inc. (EOLS), reported the sale of 5,722 shares of the company's common stock on 08/22/2025 at a price of $7.51 per share. After the transaction, the reporting person beneficially owned 89,949 shares. The filing indicates the sale was made pursuant to a Rule 10b5-1 trading plan and that the shares sold were required to be sold to cover tax withholding obligations arising from the vesting of restricted stock units.

Form and signature: The Form 4 was executed by an attorney-in-fact on behalf of the reporting person and includes the standard certification language required by Section 16 filings.

Positive

• Sale was conducted under a Rule 10b5-1 trading plan, indicating it was prearranged and not opportunistic trading
• Clear disclosure of amounts and price: 5,722 shares sold at $7.51, leaving 89,949 shares beneficially owned
• Sale purpose explicitly stated as covering tax withholding for vested restricted stock units

Negative

• Insider reduced holdings by 5,722 shares, which lowers the reporting person's direct stake
• Transaction occurred at $7.51, which may be below or above current market levels (market context not provided in filing)

Insights

Securities Analyst

TL;DR: A routine, prearranged sale of 5,722 shares under a 10b5-1 plan to satisfy tax withholding; holding remains material at 89,949 shares.

The transaction is explicitly described as effected under a Rule 10b5-1 trading plan and tied to tax withholding for vested restricted stock units, which signals a non-discretionary, pre-planned disposition rather than opportunistic insider trading. The sale amount (5,722 shares at $7.51) and resulting beneficial ownership (89,949 shares) are disclosed clearly, meeting Section 16 transparency requirements. This is a standard executive liquidity event and does not, on its face, indicate a change in company fundamentals.

Corporate Governance Expert

TL;DR: Disclosure aligns with governance best practices: use of 10b5-1 plan and timely Form 4 filing; signature executed by attorney-in-fact.

The filing documents: reporter role (Officer/CMO and Director), the specific share amount sold, price per share, and the pro forma beneficial ownership after the sale. The explanation states the sale covered tax withholding from vested RSUs and was executed under an approved 10b5-1 plan, which supports procedural compliance. Execution by an attorney-in-fact is noted and the form contains the required certification language.

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

X

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

X

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^*

Yamagishi-Dressler Tomoko

(Last) (First) (Middle)

520 NEWPORT CENTER DRIVE

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Marketing Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

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
Common Stock	08/22/2025		S(1)		5,722	D	$7.51	89,949	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

Explanation of Responses:

1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person and represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of certain Restricted Stock Units.

Remarks:

	/s/ Jeffrey J. Plumer, as attorney-in-fact for Tomoko Yamagishi-Dressler	08/26/2025
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Tomoko Yamagishi-Dressler report on Form 4 for EOLS?

She reported the sale of 5,722 shares of Evolus common stock on 08/22/2025 at $7.51 per share, leaving 89,949 shares beneficially owned.

Was the sale made under a 10b5-1 trading plan?

Yes. The Form 4 states the sales were effected pursuant to a Rule 10b5-1 trading plan.

Why were the shares sold according to the filing?

The filing explains the shares were sold to cover tax withholding obligations arising from the vesting of restricted stock units.

What is the reporting person's role at Evolus (EOLS)?

The reporting person is listed as a Director and Officer (Chief Marketing Officer).

Who signed the Form 4?

The Form 4 was signed by Jeffrey J. Plumer as attorney-in-fact for Tomoko Yamagishi-Dressler on 08/26/2025.