Honest Company (HNST) CEO sells 129,335 shares to pay RSU taxes

Rhea-AI Filing Summary

Honest Company, Inc. Chief Executive Officer Carla Vernon sold 129,335 shares of common stock on March 5, 2026 in an open-market transaction at a weighted average price of $2.85 per share. According to the disclosure, the sale was made pursuant to an approved sell-to-cover plan and the shares were sold solely to cover tax liabilities arising from the vesting of previously granted restricted stock units.

After this transaction, Vernon beneficially owns 4,065,546 shares of Honest Company equity, including 2,819,261 restricted stock units that are payable in an equivalent number of common shares.

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^*

Vernon Carla

(Last) (First) (Middle)

12130 MILLENNIUM DRIVE

SUITE 500

(Street)

LOS ANGELES CA 90094

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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 Stock	03/05/2026		S(1)		129,335	D	$2.85(2)	4,065,546(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 $2.85 to $2.87, 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 2,819,261 RSUs which are payable in an equivalent number of shares of the Issuer's common stock.

Remarks:

	/s/ Brendan Sheehey, Attorney-in-Fact	03/09/2026
	** 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 did Honest Company (HNST) CEO Carla Vernon report in this Form 4?

Carla Vernon reported selling 129,335 shares of Honest Company common stock on March 5, 2026. The transaction was an open-market sale at a weighted average price of $2.85 per share, executed under an approved sell-to-cover plan.

Why were Carla Vernon’s Honest Company (HNST) shares sold in this transaction?

The filing states the shares were sold solely to cover associated tax liability from the vesting of previously granted restricted stock units. This sale occurred under an approved sell-to-cover plan adopted by the Compensation Committee for all executive officers.

How many Honest Company (HNST) shares did Carla Vernon sell and at what price?

Carla Vernon sold 129,335 shares of Honest Company common stock. The reported weighted average sale price was $2.85 per share, with multiple trades executed at prices ranging from $2.85 to $2.87, inclusive, during the transaction.

How many Honest Company (HNST) shares does Carla Vernon own after this sale?

Following the transaction, Carla Vernon beneficially owns 4,065,546 Honest Company equity interests. This figure includes 2,819,261 restricted stock units, which are payable in an equivalent number of shares of Honest Company common stock upon settlement.

What does the Form 4 say about Carla Vernon’s RSUs in Honest Company (HNST)?

The disclosure notes that Carla Vernon holds 2,819,261 restricted stock units. Each RSU is payable in one share of Honest Company common stock, meaning these units could convert into an equivalent number of shares when they vest and settle.

How is the sale price range for Carla Vernon’s Honest Company (HNST) transaction described?

The filing explains that the reported $2.85 per-share price is a weighted average. Individual trades occurred in multiple transactions at prices between $2.85 and $2.87 per share, and detailed breakdowns are available upon request to the issuer or regulators.