Olaplex (OLPX) director fully cashed out as $2.06-per-share merger closes

Rhea-AI Filing Summary

OLAPLEX HOLDINGS, INC. director David M. Mussafer reported a full disposition of his indirect and direct holdings in connection with the company’s cash merger with Henkel US Operations Corporation. At the merger’s effective time, each common share was converted into the right to receive $2.06 in cash, without interest, subject to withholding taxes.

The filing shows an indirect disposition of 499,468,771 common shares and a direct disposition of 248,693 common shares, both labeled as dispositions to the issuer under the merger agreement. The indirect shares were held by various funds and accounts managed directly and indirectly by Advent International, L.P., where Mussafer is Chairman and Managing Partner, and he disclaims beneficial ownership beyond any pecuniary interest. Following these transactions, the report shows zero shares owned directly or indirectly. Footnotes also state that 110,294 shares underlying his restricted stock unit awards were cancelled and converted into the same cash merger consideration.

Insights

Equity compensation and M&A specialist

Director’s entire position is cashed out via Olaplex’s $2.06-per-share merger.

This Form 4 reflects the closing mechanics of Olaplex’s merger with Henkel rather than discretionary trading. All reported common shares, both direct and indirect through Advent-managed funds, were converted into a right to receive $2.06 per share in cash.

The dispositions use code D, labeled as “disposition to issuer,” consistent with a going‑private cash merger where public equity is cancelled. The filing shows no remaining common stock or derivative awards for the reporting person, and restricted stock units on 110,294 underlying shares were similarly cancelled for cash. Because these are transaction mechanics dictated by the merger agreement, they carry limited standalone signaling value about the director’s view of Olaplex’s prospects.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider MUSSAFER DAVID M

Role null

Type	Security	Shares	Price	Value
Disposition	Common Stock	248,693	$2.06	$512K
Disposition	Common Stock	499,468,771	$2.06	$1.03B

Holdings After Transaction: Common Stock — 0 shares (Direct, null); Common Stock — 0 shares (Indirect, See Footnote)

Footnotes (1)

1. Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated March 26, 2026, by and among the Issuer, Henkel US Operations Corporation ("Parent"), and Margot Acquisition Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger" and, together with the other transactions contemplated by the Merger Agreement, the "Transactions"). At the effective time of the Merger (the "Effective Time"), each share of Common Stock of the Issuer (each, a "Share") issued and outstanding immediately prior to the Effective Time was converted automatically into the right to receive $2.06 per Share in cash (the "Merger Consideration"), without interest, subject to any withholding of taxes required by applicable law. At the Effective Time, each award of restricted stock units covering Shares granted under the Issuer's 2021 Equity Incentive Plan, the Issuer's Amended & Restated 2020 Omnibus Equity Incentive Plan, or any other effective equity or equity-based incentive plan sponsored by the Issuer or its affiliates (collectively, the "Company Equity Plans") (each such award, a "Company RSU Award") that was outstanding immediately prior to the Effective Time (whether vested or unvested) was, by virtue of the Merger, automatically cancelled and converted into the right to receive (without interest) an amount in cash equal to the product of (x) the aggregate number of Shares underlying such Company RSU Award, multiplied by (y) the Merger Consideration. The amount reported includes 110,294 Shares underlying the Reporting Person's Company RSU Awards, which were automatically cancelled and converted into the right to receive the Merger Consideration at the Effective Time. The reported securities are held by various funds and accounts managed directly and indirectly by Advent International, L.P. ("Advent"). The Reporting Person is the Chairman and Managing Partner of Advent and may have limited partner or other interests in one or more of such funds or accounts, provided that, the Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or any other purpose.

Key Figures

Merger consideration per share: $2.06 per share Indirect shares disposed: 499,468,771 shares Direct shares disposed: 248,693 shares +2 more

5 metrics

Merger consideration per share $2.06 per share Cash paid for each Olaplex common share at merger effective time

Indirect shares disposed 499,468,771 shares Common stock held by Advent-managed funds, disposition to issuer

Direct shares disposed 248,693 shares Common stock directly held by David M. Mussafer

RSU underlying shares cancelled 110,294 shares Shares underlying Company RSU Awards converted into cash consideration

Total shares after transaction 0 shares Direct and indirect Olaplex common stock holdings post-merger

Key Terms

Agreement and Plan of Merger, Merger Consideration, Company RSU Award, Company Equity Plans, +1 more

5 terms

Agreement and Plan of Merger regulatory

"Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated March 26, 2026..."

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

Merger Consideration financial

"was converted automatically into the right to receive $2.06 per Share in cash (the "Merger Consideration")..."

Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.

Company RSU Award financial

"each such award, a "Company RSU Award") that was outstanding immediately prior to the Effective Time..."

Company Equity Plans financial

"covering Shares granted under the Issuer's 2021 Equity Incentive Plan... (collectively, the "Company Equity Plans")"

disposition to issuer financial

"transaction_code_description": "Disposition to issuer""

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/07/2026 - 05:31 PM Accepted by SEC EDGAR 07/07/2026 - 05:30 PM Learn about SEC filing dates

FAQ

What insider transaction did Olaplex (OLPX) report for David M. Mussafer?

Olaplex reported that director David M. Mussafer disposed of all his common stock holdings in connection with the company’s cash merger, with each share converted into the right to receive $2.06 in cash, labeled as a disposition to the issuer under the merger terms.

How many Olaplex (OLPX) shares were indirectly disposed of in the merger?

The filing shows an indirect disposition of 499,468,771 Olaplex common shares. These shares were held by various funds and accounts managed directly and indirectly by Advent International, L.P., with Mussafer disclaiming beneficial ownership beyond any pecuniary interest in those investment vehicles.

How many Olaplex (OLPX) shares did David M. Mussafer hold directly before the merger?

The Form 4 reports a direct disposition of 248,693 Olaplex common shares. At the merger’s effective time, these shares were converted into the right to receive $2.06 per share in cash, after which the filing shows zero directly owned shares for the reporting person.

What cash amount per share did Olaplex (OLPX) shareholders receive in the Henkel merger?

Each Olaplex common share was converted into the right to receive $2.06 in cash. This fixed cash consideration, described as the Merger Consideration, applies to shares outstanding at the merger’s effective time, subject to any required tax withholding under applicable law.

What happened to David M. Mussafer’s Olaplex (OLPX) restricted stock units in the merger?

At the merger’s effective time, each restricted stock unit award was automatically cancelled and converted into cash. For Mussafer, this included 110,294 underlying shares, which were exchanged for a cash payment equal to those shares multiplied by the $2.06 per-share merger consideration.

Does David M. Mussafer retain any Olaplex (OLPX) common stock after the merger?

According to the Form 4, total shares following the reported transactions are zero for both direct and indirect holdings. All reported common shares were converted into cash consideration in the merger, leaving no remaining Olaplex common stock position for the reporting person in this filing.

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

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^*

MUSSAFER DAVID M

(Last) (First) (Middle)

C/O ADVENT INTL, L.P. PRUDENTIAL

TOWER, 800 BOYLSTON STREET, SUITE 3300

(Street)

BOSTON MASSACHUSETTS 02199

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
OLAPLEX HOLDINGS, INC. [ OLPX ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/07/2026

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	07/07/2026		D		248,693(2)	D	$2.06(1)	0	D
Common Stock	07/07/2026		D		499,468,771	D	$2.06(1)	0	I	See Footnote(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated March 26, 2026, by and among the Issuer, Henkel US Operations Corporation ("Parent"), and Margot Acquisition Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger" and, together with the other transactions contemplated by the Merger Agreement, the "Transactions"). At the effective time of the Merger (the "Effective Time"), each share of Common Stock of the Issuer (each, a "Share") issued and outstanding immediately prior to the Effective Time was converted automatically into the right to receive $2.06 per Share in cash (the "Merger Consideration"), without interest, subject to any withholding of taxes required by applicable law.

2. At the Effective Time, each award of restricted stock units covering Shares granted under the Issuer's 2021 Equity Incentive Plan, the Issuer's Amended & Restated 2020 Omnibus Equity Incentive Plan, or any other effective equity or equity-based incentive plan sponsored by the Issuer or its affiliates (collectively, the "Company Equity Plans") (each such award, a "Company RSU Award") that was outstanding immediately prior to the Effective Time (whether vested or unvested) was, by virtue of the Merger, automatically cancelled and converted into the right to receive (without interest) an amount in cash equal to the product of (x) the aggregate number of Shares underlying such Company RSU Award, multiplied by (y) the Merger Consideration. The amount reported includes 110,294 Shares underlying the Reporting Person's Company RSU Awards, which were automatically cancelled and converted into the right to receive the Merger Consideration at the Effective Time.

3. The reported securities are held by various funds and accounts managed directly and indirectly by Advent International, L.P. ("Advent"). The Reporting Person is the Chairman and Managing Partner of Advent and may have limited partner or other interests in one or more of such funds or accounts, provided that, the Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or any other purpose.

Remarks:

Exhibit 24.1 - Power of Attorney.

	/s/ John Duffy, attorney-in-fact	07/07/2026
	** 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)