Establishment Labs (ESTA) director gets equity awards in SEC Form 4

Rhea-AI Filing Summary

Establishment Labs Holdings Inc. director Juan Jose Chacon Quiros reported new equity awards. On August 3, 2025, he received 10,285 common shares at a price of $0, increasing his directly held common shares to 224,433. These stock units were granted under the company’s 2018 Equity Incentive Plan and are tied to a post-employment agreement signed on that date and a consulting agreement effective June 1, 2025.

He was also granted a stock option for 14,906 common shares with an exercise price of $36.46, fully unexercised after the transaction. Both the stock units and the option vest in four equal annual installments starting on June 1, 2026, as long as he continues as a service provider. Separately, 1,078,264 common shares are held indirectly by Sariel Group Ltd, an entity where he has voting and dispositive power but for which he disclaims beneficial ownership except to the extent of his pecuniary interest.

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^*

Chacon Quiros Juan Jose

(Last) (First) (Middle)

C/O MOTIVA USA LLC

16192 COASTAL HIGHWAY

(Street)

LEWES DE 19958

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ESTABLISHMENT LABS HOLDINGS INC. [ ESTA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/03/2025

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 Shares	08/03/2025		A(1)		10,285	A	$0	224,433	D
Common Shares								1,078,264	I	See Footnote(2)

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
Stock Option (Right to buy)	$36.46	08/03/2025		A(1)		14,906		06/01/2026(3)	05/14/2035	Common Shares	14,906	$0	14,906	D

Explanation of Responses:

1. Represents an award of stock units under the Issuer's 2018 Equity Incentive Plan. One-fourth of the shares subject to the award shall vest on June 1, 2026 and each one-year anniversary thereafter, subject to the Reporting Person continuing as a service provider through such date. The grant was contingent upon execution of a post-employment agreement, which was signed on August 3, 2025. Concurrently, the Reporting Person entered into a consulting agreement effective June 1, 2025.

2. The shares are held by Sariel Group Ltd. The Reporting Person is a shareholder of Sariel Group Ltd and has voting and dispositive power over the shares owned by Sariel Group Ltd. The Reporting Person disclaims beneficial ownership of the shares held by Sariel Group Ltd, except to the extent of his pecuniary interest therein.

3. One-fourth of the shares subject to the option shall vest on June 1, 2026 and each one-year anniversary thereafter, subject to the Reporting Person continuing as a service provider through each such date.

Remarks:

	/s/ Rajbir S. Denhoy, Chief Financial Officer, by power of attorney	01/09/2026
	** 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.

FAQ

What insider transaction did ESTA report in this Form 4?

The Form 4 reports that director Juan Jose Chacon Quiros received 10,285 common shares at $0 and a stock option for 14,906 common shares with an exercise price of $36.46, both granted on August 3, 2025.

How many Establishment Labs (ESTA) shares does Juan Jose Chacon Quiros hold directly after this filing?

After the reported grant, he directly holds 224,433 common shares of Establishment Labs Holdings Inc., plus a stock option covering 14,906 common shares.

What are the vesting terms of the new ESTA equity awards?

For both the stock units and the stock option, one-fourth of the shares vest on June 1, 2026, with the remaining shares vesting in three additional annual installments on each one-year anniversary, subject to his continued service.

What agreements are tied to these ESTA equity grants?

The stock unit grant was contingent on signing a post-employment agreement on August 3, 2025. At the same time, he entered into a consulting agreement effective June 1, 2025.

Who holds the 1,078,264 indirectly owned ESTA common shares?

The 1,078,264 common shares are held by Sariel Group Ltd. Juan Jose Chacon Quiros is a shareholder and has voting and dispositive power over those shares but disclaims beneficial ownership except for his pecuniary interest.

Is this ESTA Form 4 transaction a purchase or a grant?

The reported transactions are equity grants, not open-market purchases. The common shares and stock option were awarded at a price of $0 under the company’s 2018 Equity Incentive Plan.