Evolus (EOLS) executive sells 29,996 shares after PSU vesting

Rhea-AI Filing Summary

Evolus, Inc. executive Rui Avelar reported a routine mix of equity vesting and tax-related share sales. On March 16, 2026, 8,804 performance restricted stock units vested and converted into common shares at a conversion price of $0.0000 per share, with 8,802 PSUs scheduled to vest on February 7, 2027 subject to continued service. On March 17, 2026, he sold 29,996 common shares at a weighted average price of $4.8883 per share under a Rule 10b5-1 trading plan to cover tax withholding obligations tied to multiple PSU and restricted stock unit awards. Following these transactions, he directly holds 430,542 shares of Evolus common stock.

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).

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^*

Avelar Rui

(Last) (First) (Middle)

520 NEWPORT CENTER DR.

SUITE 1200

(Street)

NEWPORT BEACH 92660

(City) (State) (Zip)

(Country)

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)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

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

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

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

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	03/16/2026		M(1)		8,804	A	$0	460,538	D
Common Stock	03/17/2026		S(2)		29,996	D	$4.8883(3)	430,542	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	(1)	03/16/2026		M(1)			8,804	(1)	(1)	Common Stock	8,804	$0	8,802	D

Explanation of Responses:

1. As previously reported, on February 7, 2024, the Reporting Person was granted 17,606 performance restricted stock units ("PSUs") at target pursuant to the Evolus, Inc. 2017 Omnibus Incentive Plan. The PSUs were subject to performance conditions based on certain pre-specified revenue and defined non-GAAP operating profit measured over the Issuer's 2024 and 2025 fiscal years. The Compensation Committee certified achievement at 100% of target, resulting in 17,606 earned PSUs. Of the earned PSUs, 50% vested and settled on March 16, 2026, resulting in the issuance of 8,804 shares of the Issuer's common stock. The remaining 8,802 PSUs remain outstanding and are scheduled to vest on February 7, 2027, subject to continued service. The number of shares reported reflects rounding adjustments applied in accordance with the terms of the award and administrative procedures.

2. 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 and settlement of multiple PSU and restricted stock unit awards.

3. The shares were sold in multiple trades at prices ranging from $4.8874 to $4.945. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

Remarks:

Chief Medical Officer and Head of Research & Development

	/s/ Jeffrey J. Plumer, as attorney-in-fact for Rui Avelar	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Rui Avelar report for Evolus (EOLS)?

Rui Avelar reported vesting of 8,804 performance restricted stock units into Evolus common stock and an open-market sale of 29,996 common shares at a weighted average price of $4.8883 per share, executed under a Rule 10b5-1 trading plan.

Why did Rui Avelar sell Evolus (EOLS) shares in this Form 4?

The shares were sold to cover tax withholding obligations from the vesting and settlement of multiple performance and restricted stock unit awards. The transactions were executed under a pre-arranged Rule 10b5-1 trading plan, indicating they were scheduled rather than discretionary market-timing trades.

How many Evolus (EOLS) shares did Rui Avelar sell and at what price?

He sold 29,996 shares of Evolus common stock. The trades were executed in multiple transactions at prices ranging from $4.8874 to $4.945 per share, with a reported weighted average sale price of $4.8883 per share across the sale block.

What performance restricted stock units vested for Rui Avelar at Evolus (EOLS)?

A total of 8,804 performance restricted stock units vested and settled into Evolus common shares on March 16, 2026. These units were part of a 17,606-unit grant earned at 100% of target based on pre-specified revenue and non-GAAP operating profit performance conditions.

How many performance stock units does Rui Avelar still hold at Evolus (EOLS)?

After the March 16, 2026 vesting, 8,802 performance restricted stock units remain outstanding for Rui Avelar. These remaining PSUs are scheduled to vest on February 7, 2027, contingent on his continued service with Evolus through that vesting date.

What are Rui Avelar’s Evolus (EOLS) share holdings after these transactions?

Following the reported transactions, Rui Avelar directly owns 430,542 shares of Evolus common stock. This figure reflects his position after the vesting of 8,804 performance restricted stock units and the sale of 29,996 shares to satisfy related tax withholding obligations.

How were Rui Avelar’s Evolus (EOLS) stock sale trades structured?

The 29,996 shares were sold in multiple trades at prices between $4.8874 and $4.945 per share. The Form 4 reports a weighted average price of $4.8883, and the reporting person has undertaken to provide detailed trade information upon request.