Honest Company (HNST) SVP tax sell-to-cover of 6,673 shares after RSU vesting

Rhea-AI Filing Summary

Honest Company, Inc. senior vice president Thomas Sternweis reported an open-market sale of 6,673 shares of common stock at a weighted average price of $3.14 per share. According to the company’s compensation plan, the shares were sold solely to cover tax obligations from the vesting of a prior restricted stock unit award.

After this sell-to-cover transaction, Sternweis directly holds 460,797 shares of Honest Company common stock, which includes 331,034 restricted stock units payable in an equivalent number of shares. The filing reflects a routine tax-related disposition rather than a discretionary reduction of his overall equity position.

Insider Trade Summary 10b5-1

Net Seller: 6,673 shares ($20,953)

Net Sell 1 txn

Insider Sternweis Thomas

Role SVP, Enterprise Dev. & Strat.

Sold 6,673 shs ($21K)

Type	Security	Shares	Price	Value
Sale	Common Stock	6,673	$3.14	$21K

Holdings After Transaction: Common Stock — 460,797 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 $3.19, 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 331,034 RSUs which are payable in an equivalent number of shares of the Issuer's common stock.

Key Figures

Shares sold: 6,673 shares Sale price: $3.14 per share Post-transaction holdings: 460,797 shares +2 more

5 metrics

Shares sold 6,673 shares Open-market sale on 2026-05-20

Sale price $3.14 per share Weighted average sale price

Post-transaction holdings 460,797 shares Direct ownership after sale

RSUs included in holdings 331,034 RSUs Payable in equivalent shares of common stock

Net share direction -6,673 shares Net-sell in transaction summary

Key Terms

sell-to-cover plan, Restricted Stock Units (RSUs), weighted average price, multiple transactions

4 terms

sell-to-cover plan financial

"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"

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.

multiple transactions financial

"These shares were sold in multiple transactions at prices ranging from $3.14 to $3.19, inclusive."

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^*

Sternweis Thomas

(Last) (First) (Middle)

12130 MILLENNIUM DRIVE

SUITE 500

(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)
	SVP, Enterprise Dev. & Strat.

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		6,673(1)	D	$3.14(2)	460,797(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 $3.19, 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 331,034 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) report for Thomas Sternweis?

Honest Company reported that executive Thomas Sternweis sold 6,673 shares of common stock at a weighted average price of $3.14 per share. The sale was described as a sell-to-cover transaction tied to tax obligations from vesting restricted stock units.

Why did Honest Company (HNST) executive Thomas Sternweis sell 6,673 shares?

The filing states shares were sold solely to cover tax liabilities arising from the vesting of a previously granted restricted stock unit award. This type of sell-to-cover transaction is driven by tax withholding needs rather than a discretionary decision to reduce overall share ownership.

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

Following the transaction, Thomas Sternweis directly holds 460,797 shares of Honest Company common stock. This total includes 331,034 restricted stock units that are payable in an equivalent number of shares when they settle, reflecting a substantial continuing equity stake.

What price range applied to the Honest Company (HNST) shares sold by Thomas Sternweis?

The reported weighted average sale price was $3.14 per share, with individual trades executed between $3.14 and $3.19. The filing notes the insider will provide detailed breakdowns of share quantities at each price within that range upon request to regulators or the company.

Was the Honest Company (HNST) insider sale part of a planned program?

The transaction occurred under an approved sell-to-cover plan established by the company’s Compensation Committee for all executive officers. Such plans standardize tax-related sales linked to equity vesting, making the timing more administrative than a discretionary market-timing decision by the individual executive.