Honest Company (HNST) CFO sells 12,669 shares to cover RSU tax bill

Rhea-AI Filing Summary

Honest Company, Inc. Chief Financial Officer Bruce Curtiss James III reported an open-market sale of 12,669 shares of common stock on May 20, 2026 at a weighted average price of $3.14 per share.

According to the disclosure, these shares were sold solely to cover tax liabilities arising from the vesting of a previously granted Restricted Stock Unit award under an approved sell-to-cover plan for executive officers. After the sale, James directly holds 526,157 shares of common stock, which includes 488,106 RSUs payable in an equivalent number of shares.

Insider Trade Summary 10b5-1

Net Seller: 12,669 shares ($39,781)

Net Sell 1 txn

Insider Bruce Curtiss James III

Role Chief Financial Officer

Sold 12,669 shs ($40K)

Type	Security	Shares	Price	Value
Sale	Common Stock	12,669	$3.14	$40K

Holdings After Transaction: Common Stock — 526,157 shares (Direct, null)

Footnotes (1)

1. Pursuant to the approved sell-to-cover plan by the Compensation Committee for all executive officers, shares were sold solely to cover the associated tax liability upon the vesting of a previously granted award of Restricted Stock Units (RSUs). The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.14 to $3.18, inclusive. The reporting person undertakes to provide to the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. Includes 488,106 RSUs which are payable in an equivalent number of shares of the Issuer's common stock.

Key Figures

Shares sold: 12,669 shares Weighted average sale price: $3.14 per share Post-transaction holdings: 526,157 shares +2 more

5 metrics

Shares sold 12,669 shares Open-market sale on May 20, 2026

Weighted average sale price $3.14 per share Common stock sale

Post-transaction holdings 526,157 shares Shares held after sale

RSUs included in holdings 488,106 RSUs Payable in equivalent common shares

Sale price range $3.14–$3.18 per share Multiple transactions within this range

Key Terms

sell-to-cover plan, Restricted Stock Units (RSUs), weighted average price, open-market sale

4 terms

sell-to-cover plan financial

"Pursuant to the approved sell-to-cover plan by the Compensation Committee for all executive officers"

Restricted Stock Units (RSUs) financial

"upon the vesting of a previously granted award of Restricted Stock Units (RSUs)"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Form 4 Insider Transactions: What Each Field Means →

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

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^*

Bruce Curtiss James III

(Last) (First) (Middle)

12130 MILLENNIUM DRIVE

(Street)

LOS ANGELES CALIFORNIA 90094

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Honest Company, Inc. [ HNST ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

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	05/20/2026		S		12,669(1)	D	$3.14(2)	526,157(3)	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. Pursuant to the approved sell-to-cover plan by the Compensation Committee for all executive officers, shares were sold solely to cover the associated tax liability upon the vesting of a previously granted award of Restricted Stock Units (RSUs).

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.14 to $3.18, inclusive. The reporting person undertakes to provide to the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.

3. Includes 488,106 RSUs which are payable in an equivalent number of shares of the Issuer's common stock.

Remarks:

	/s/ Brendan Sheehey, Attorney-in-Fact	05/22/2026
	** 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 transaction did Honest Company (HNST) disclose for its CFO?

Honest Company reported that CFO Bruce Curtiss James III sold 12,669 shares of common stock at a weighted average price of $3.14 per share. The transaction was disclosed as an open-market sale executed on May 20, 2026.

Why did the Honest Company (HNST) CFO sell 12,669 shares?

The CFO sold 12,669 shares solely to cover the associated tax liability from the vesting of a prior RSU award. The sale occurred under an approved sell-to-cover plan established by the Compensation Committee for all executive officers.

What price range did the Honest Company (HNST) CFO’s share sale cover?

The filing reports a weighted average sale price of $3.14 per share, with individual transactions executed between $3.14 and $3.18. The insider committed to provide detailed price breakdowns to the company or regulators upon request.

How many Honest Company (HNST) shares does the CFO hold after the sale?

Following the sale, CFO Bruce Curtiss James III holds 526,157 shares of Honest Company common stock. This figure includes 488,106 Restricted Stock Units (RSUs), which are payable in an equivalent number of shares when they settle.

Was the Honest Company (HNST) CFO’s transaction part of a broader plan?

Yes. The sale was made under an approved sell-to-cover plan adopted by the Compensation Committee for all executive officers. Such plans automatically sell shares upon RSU vesting to fund tax obligations rather than reflecting discretionary trading decisions.