Leslie'S, Inc. SEC Filings

Leslie’s, Inc. is asking shareholders to vote at its virtual 2026 Annual Meeting on March 24, 2026. The proxy covers elections of three Class II directors and one Class III director, ratification of Ernst & Young LLP as auditor for the year ending October 3, 2026, a non-binding advisory vote on executive pay, amendments to the Certificate of Incorporation to remove and replace supermajority voting requirements, and adoption of an Amended and Restated 2020 Omnibus Incentive Plan. The Board recommends voting FOR all five proposals.

The filing highlights Leslie’s position as a leading U.S. pool and spa care retailer with about 950 locations and a strong omnichannel model. It emphasizes sustainability, safety, community engagement, and a structured human capital program, including engagement surveys and leadership development. Governance disclosures describe an independent chair, fully independent key committees, director skills and diversity, shareholder engagement practices, and director compensation and stock ownership guidelines. The Audit Committee also summarizes ongoing remediation of previously disclosed material weaknesses in internal control over financial reporting.

Leslie's, Inc. director John R. Hartmann filed an initial ownership report stating that he does not beneficially own any Leslie's common stock. The Form 3 identifies him as a director and confirms that both the non-derivative and derivative securities tables are empty, with an explicit note that no securities are beneficially owned.

Leslie’s, Inc. reported that its Board of Directors increased in size from eight to nine members and appointed John Hartmann as a Class III director, effective January 7, 2026. He will stand for election at the company’s 2026 Annual Meeting of Shareholders and has not yet been assigned to any board committee.

Hartmann will receive compensation consistent with other non-employee directors under the company’s standard board compensation program. The company states there are no arrangements with other parties related to his selection and no material related-party transactions requiring disclosure. Hartmann brings nearly 25 years of retail leadership experience, including prior roles as Chief Operating Officer of Bed Bath & Beyond, President of its $1.2 billion buybuy Baby division, and President & Chief Executive Officer of True Value Company, as well as multiple public and private board positions.

Leslie’s, Inc. operates in the $15 billion U.S. pool and spa aftermarket as the largest direct‑to‑consumer brand, with over 1,000 locations and integrated e‑commerce and mobile channels. The company focuses on mostly non‑discretionary, recurring products such as chemicals, parts, and maintenance equipment, plus installation, repair, and water‑testing services under proprietary programs like AccuBlue® and Pool Perks®.

Leslie’s emphasizes a vertically integrated model, including manufacturing and distribution, and targets residential pool, spa, and professional customers using data‑driven marketing and loyalty programs. As of March 28, 2025, non‑affiliate shareholders held common stock valued at about $153.3 million, and 9,290,311 shares were outstanding as of December 5, 2025. The report outlines extensive risk factors, including seasonality, competition, macroeconomic pressures, supply chain and labor challenges, technology and cybersecurity risks, and substantial indebtedness.

Leslie's, Inc. reported insider equity activity involving Chief Retail Operations and Talent Officer Naomi Cramer. On December 14–15, 2025, Cramer acquired 726, 416 and 115 shares of common stock at a price of $0 per share and disposed of 185, 106 and 30 shares of common stock at $2.39 per share.

After these transactions, Cramer directly holds 4,614 shares of Leslie's common stock and 23,951 restricted stock units and related awards. The disclosure also notes new RSU grants, including 1,451 units scheduled to vest in equal amounts on December 14, 2026 and December 14, 2027, and additional grants of 414 and 113 units vesting on December 15, 2026, all subject to her continued employment or service with the company or an affiliate.

Leslie's, Inc. executive Benjamin Lindquist, SVP, General Counsel and Corporate Secretary, reported insider transactions in company stock and restricted stock units in mid-December 2025. On December 14 and 15, 2025, he acquired 470 and 21 shares of common stock at $0 per share under transaction code M and disposed of 132 and 6 shares at $2.39 per share under transaction code F.

Following these transactions, Lindquist directly holds 1,683 shares of Leslie's common stock and 2,617 restricted stock units (RSUs). Each RSU represents the right to receive one share of common stock upon vesting. From the reported RSU grants, 938 RSUs are scheduled to vest equally on December 14, 2026 and December 14, 2027, and 20 RSUs are scheduled to vest on December 15, 2026, subject to his continuous employment with the company or an affiliate.

Leslie’s, Inc. reported it has regained compliance with Nasdaq’s minimum bid price rule. The company maintained a closing bid of at least $1.00 per share for ten consecutive business days from September 29, 2025 to October 13, 2025, and Nasdaq has closed the matter.

Earlier, on April 24, 2025, Leslie’s was notified its stock was at risk of delisting after 30 straight business days below $1.00, with a 180‑day window through October 21, 2025 to regain compliance. This update confirms continued listing on the Nasdaq Global Select Market under the minimum bid requirement.

Leslie's, Inc. reported a Form 4 showing that Jeffrey Justin White, Chief Financial Officer and Treasurer, was granted 21,750 restricted stock units (RSUs) on 10/05/2025. Each RSU converts to one share of common stock upon vesting. The RSUs vest in three equal annual installments on 10/05/2026, 10/05/2027, and 10/05/2028, subject to Mr. White’s continued service. The filing shows 21,750 shares beneficially owned following the grant and the transaction was reported on 10/07/2025 by an attorney-in-fact.

This is a standard, service‑based long-term incentive for an executive, designed to align management compensation with shareholder outcomes over a multi-year period. The RSUs are unvested and carry no exercise price; they only convert to shares if vesting conditions are met.

Ariel Investments, LLC reports owning 2,943,963 shares of Leslie's Inc common stock, representing 31.7% of the class after a reverse split that changed the class CUSIP to 527064208. The filing shows Ariel has sole voting power over 2,863,578 shares and sole dispositive power over 2,943,963 shares. The statement notes that Ariel Fund, a series of Ariel Investment Trust, holds 2,240,815 shares, an economic interest above 5%. The amendment reflects the reverse split effective September 29, 2025 and updates ownership counts and the CUSIP.