STOCK TITAN

JW Asset Management (NASDAQ: ESTA) funds sell shares, fall below 10% ownership

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

JW Asset Management–affiliated funds sold Establishment Labs shares and fell below a 10% ownership threshold. JW Partners and JW Opportunities Fund sold a total of 90,533 common shares in open-market trades on May 26–28, 2026 at prices around $72–$74 per share. After these sales, the reporting group indirectly held 2,890,582 shares. The Form 4 states this transaction caused the reporting persons to cease being beneficial owners of more than 10% of Establishment Labs’ common stock, and it is described as their final Form 4 for this issuer. The advisor and related entities disclaim beneficial ownership beyond their indirect pecuniary interests.

Positive

  • None.

Negative

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Insights

Funds managed by JW Asset Management reduced their ESTA stake below 10% through open-market sales.

Affiliated vehicles of JW Asset Management sold 90,533 Establishment Labs common shares in open-market trades over three days, at prices between about $72 and $74 per share. The remaining indirect position is 2,890,582 shares according to the filing.

The filing notes this sale caused the reporting persons to cease being beneficial owners of more than 10% of Establishment Labs’ common stock, marking their final Form 4 for this issuer. The advisor and related entities explicitly disclaim beneficial ownership except for indirect pecuniary interests.

This reflects a governance shift from large, reportable insider status to a smaller, non-reporting position. Actual market impact depends on overall share float and any prior sales not shown here.

Insider JW Asset Management, LLC, JW Partners, LP, JW Opportunities Fund, LLC, JW GP, LLC, Wild Jason G.
Role null | null | null | null | null
Sold 90,533 shs ($6.64M)
Type Security Shares Price Value
Sale Common Shares 65,100 $72.89 $4.75M
Sale Common Shares 113 $72.50 $8K
Sale Common Shares 25,320 $74.39 $1.88M
Holdings After Transaction: Common Shares — 2,890,582 shares (Indirect, See Footnotes)
Footnotes (1)
  1. This Form 4 is being filed by JW Asset Management, LLC (the "Advisor") on behalf of itself and JW Partners, LP ("JWP"), JW Opportunities Fund, LLC ("JWO"), JW GP, LLC (the "General Partner"), and Jason G. Wild ("Wild" and, together with the Advisor, JWP, JWO, and the General Partner, the "Reporting Persons"). The Advisor serves as the investment advisor of JWP and JWO. The General Partner serves as general partner to JWP and the manager of JWO. Wild is the managing member of the Advisor and the General Partner. The amounts of 25,320, 113 and 65,100 in Table I reflect 59,357 Common Shares sold by JWP and 31,176 Common Shares sold by JWO, in open market transactions on 5/26/2026, 5/27/2026 and 5/28/26 requiring the filing of this statement. In accordance with Instruction 4(b)(iv) of Form 4, the entire amount of the Issuer's securities held by the Reporting Persons is reported herein. Each of the Advisor, Wild and the General Partner, disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of its or his indirect pecuniary interest therein, and this report shall not be deemed an admission that either the Advisor, Wild or the General Partner are the beneficial owner of such securities for purposes of Section 16 or for any other purposes. The Reporting Person is filing this Form 4 to report a transaction that has resulted in the Reporting Person ceasing to be a beneficial owner of more than 10% of the Issuer's common stock. Accordingly, this constitutes the final Form 4 filing by the Reporting Person with respect to the Issuer.
Shares sold 2026-05-26 25,320 shares at $74.39 Open-market sale of Establishment Labs common shares on May 26, 2026
Shares sold 2026-05-27 113 shares at $72.50 Open-market sale of Establishment Labs common shares on May 27, 2026
Shares sold 2026-05-28 65,100 shares at $72.89 Open-market sale of Establishment Labs common shares on May 28, 2026
Total shares sold 90,533 shares Aggregate of three open-market sales reported in this Form 4
Shares held after transactions 2,890,582 shares Indirectly held Establishment Labs common shares following reported sales
beneficial owner financial
"resulted in the Reporting Person ceasing to be a beneficial owner of more than 10%"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
pecuniary interest financial
"beneficial ownership of such securities, except to the extent of its or his indirect pecuniary interest therein"
Section 16 of the Securities Exchange Act of 1934 regulatory
"disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities"
A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.
indirect ownership financial
"total_shares_following_transaction": "2890582.0000", "direct_or_indirect": "I""
investment advisor financial
"The Advisor serves as the investment advisor of JWP and JWO."
An investment advisor is a person or firm that provides personalized guidance on buying, selling and managing investments and often oversees client portfolios for a fee. For investors this matters because the advisor shapes risk, costs and long-term returns, and is typically required by law to act in the client’s best interests — think of them as a financial coach or GPS that helps navigate choices and avoid costly detours.
SEC Form 4
FORM 4UNITED 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).
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*
JW Asset Management, LLC

(Last)(First)(Middle)
1051 N. VENETIAN DRIVE

(Street)
MIAMI BEACH FLORIDA 33139

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ESTABLISHMENT LABS HOLDINGS INC. [ ESTA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
Officer (give title below)XOther (specify below)
See footnote 3
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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)
CodeVAmount(A) or (D)Price
Common Shares05/26/2026S25,320D$74.392,955,795ISee Footnotes(1)(2)(3)
Common Shares05/27/2026S113D$72.52,955,682ISee Footnotes(1)(2)(3)
Common Shares05/28/2026S65,100D$72.892,890,582ISee Footnotes(1)(2)(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
JW Asset Management, LLC

(Last)(First)(Middle)
1051 N. VENETIAN DRIVE

(Street)
MIAMI BEACH FLORIDA 33139

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
Director10% Owner
Officer (give title below)XOther (specify below)
See footnote 3
1. Name and Address of Reporting Person*
JW Partners, LP

(Last)(First)(Middle)
1051 N. VENETIAN DRIVE

(Street)
MIAMI BEACH FLORIDA 33139

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
Director10% Owner
Officer (give title below)XOther (specify below)
See footnote 3
1. Name and Address of Reporting Person*
JW Opportunities Fund, LLC

(Last)(First)(Middle)
1051 N. VENETIAN DRIVE

(Street)
MIAMI BEACH FLORIDA 33139

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
Director10% Owner
Officer (give title below)XOther (specify below)
See footnote 3
1. Name and Address of Reporting Person*
JW GP, LLC

(Last)(First)(Middle)
1051 N. VENETIAN DRIVE.

(Street)
MIAMI BEACH FLORIDA 33139

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
Director10% Owner
Officer (give title below)XOther (specify below)
See footnote 3
1. Name and Address of Reporting Person*
Wild Jason G.

(Last)(First)(Middle)
1051 N. VENETIAN DRIVE

(Street)
MIAMI BEACH FLORIDA 33139

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
Director10% Owner
Officer (give title below)XOther (specify below)
See footnote 3
Explanation of Responses:
1. This Form 4 is being filed by JW Asset Management, LLC (the "Advisor") on behalf of itself and JW Partners, LP ("JWP"), JW Opportunities Fund, LLC ("JWO"), JW GP, LLC (the "General Partner"), and Jason G. Wild ("Wild" and, together with the Advisor, JWP, JWO, and the General Partner, the "Reporting Persons"). The Advisor serves as the investment advisor of JWP and JWO. The General Partner serves as general partner to JWP and the manager of JWO. Wild is the managing member of the Advisor and the General Partner.
2. The amounts of 25,320, 113 and 65,100 in Table I reflect 59,357 Common Shares sold by JWP and 31,176 Common Shares sold by JWO, in open market transactions on 5/26/2026, 5/27/2026 and 5/28/26 requiring the filing of this statement. In accordance with Instruction 4(b)(iv) of Form 4, the entire amount of the Issuer's securities held by the Reporting Persons is reported herein. Each of the Advisor, Wild and the General Partner, disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of its or his indirect pecuniary interest therein, and this report shall not be deemed an admission that either the Advisor, Wild or the General Partner are the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
3. The Reporting Person is filing this Form 4 to report a transaction that has resulted in the Reporting Person ceasing to be a beneficial owner of more than 10% of the Issuer's common stock. Accordingly, this constitutes the final Form 4 filing by the Reporting Person with respect to the Issuer.
Remarks:
Exhibit 99 - Information Regarding Joint Filers.
JW Asset Management, LLC /s/ Jason Klarreich, Attorney-In-Fact05/28/2026
** Signature of Reporting PersonDate
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

Which entities associated with ESTA insider Jason G. Wild were involved in the Form 4 filing?

The filing involves JW Asset Management, JW Partners, JW Opportunities Fund, JW GP, and Jason G. Wild. The advisor manages JWP and JWO, while JW GP serves as general partner or manager; Wild is managing member of both the advisor and JW GP.

How many ESTA shares do the reporting persons hold after the reported sales?

After the reported transactions, the filing states the reporting persons indirectly hold 2,890,582 Establishment Labs common shares. This figure reflects the position remaining following three open-market sales totaling 90,533 shares during late May 2026 by JW Partners and JW Opportunities Fund.

Did the ESTA reporting group remain a beneficial owner of more than 10% after these trades?

No. The Form 4 explicitly states the transaction caused the reporting persons to cease being beneficial owners of more than 10% of Establishment Labs’ common stock. As a result, this filing is identified as their final Form 4 regarding this issuer.

Do JW Asset Management and Jason G. Wild claim full beneficial ownership of the ESTA shares?

The filing says JW Asset Management, Jason G. Wild, and JW GP disclaim beneficial ownership for Section 16 purposes, except for their indirect pecuniary interest. This means they report the position but do not concede full beneficial ownership beyond economic exposure.

What prices were ESTA shares sold for in the reported insider transactions?

The reported open-market sales occurred at transaction prices of $74.39, $72.50, and $72.89 per share. These prices applied respectively to sales of 25,320 shares, 113 shares, and 65,100 shares in Establishment Labs common stock over three consecutive trading days.