Olaplex (OLPX) director and Advent funds fully cashed out at $2.06 per share in merger
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
OLAPLEX HOLDINGS, INC. director Tricia Glynn reported dispositions of Common Stock in connection with the closing of a cash merger. At the merger’s effective time, each share of Olaplex Common Stock was automatically converted into the right to receive $2.06 in cash per share.
The filing shows 499,468,771 indirectly held shares, managed by various Advent International funds, and 248,693 directly held shares were disposed of to the issuer at $2.06 per share, leaving zero reported holdings. The reported amount also reflects 110,294 shares underlying restricted stock unit awards that were cancelled and converted into cash at the same $2.06 merger consideration.
Positive
- None.
Negative
- None.
Insights
Filing reflects full share cash-out from Olaplex’s go-private merger.
This Form 4 documents mechanical dispositions tied to the merger of Olaplex Holdings into a Henkel affiliate. Each share of Common Stock was converted into a right to receive $2.06 in cash, rather than representing discretionary market sales.
The largest block, 499,468,771 shares, was held through Advent-managed funds, with the director disclaiming beneficial ownership beyond any pecuniary interest. An additional 248,693 directly held shares and 110,294 RSU-related shares were also cashed out, reducing reported holdings to zero. Subsequent company filings would be the main source for overall merger terms and post-merger structure.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Glynn Tricia
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)
- 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 (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 a Managing Director 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 her 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
Indirect shares disposed: 499,468,771 shares
Direct shares disposed: 248,693 shares
Merger consideration: $2.06 per share
+2 more
5 metrics
Indirect shares disposed
499,468,771 shares
Common Stock held by Advent-managed funds, cashed out at $2.06 per share
Direct shares disposed
248,693 shares
Common Stock directly held by reporting person, at $2.06 per share
Merger consideration
$2.06 per share
Cash paid for each outstanding Olaplex Common Stock share at effective time
RSU underlying shares
110,294 shares
Shares underlying RSU awards cancelled and converted into cash at $2.06
Post-transaction holdings
0 shares
Total Common Stock reported following merger-related dispositions
Key Terms
Agreement and Plan of Merger, Merger Consideration, restricted stock units, pecuniary interest, +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.
restricted stock units financial
"each award of restricted stock units covering Shares granted under the Issuer's 2021 Equity Incentive Plan..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
pecuniary interest financial
"disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein..."
Section 16 regulatory
"shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16..."
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
FAQ
What insider transaction did Olaplex (OLPX) report for director Tricia Glynn?
The filing reports that Tricia Glynn’s Olaplex Common Stock was disposed of to the issuer in connection with a merger. Both directly held and Advent-managed fund shares were converted into cash rights at a fixed price per share, leaving no reported remaining holdings.
How were Olaplex (OLPX) restricted stock units treated in the merger?
Outstanding Olaplex restricted stock unit awards were automatically cancelled and converted into a cash right. For the reporting person, 110,294 underlying shares were converted into cash equal to the share count multiplied by the $2.06 merger consideration, without interest and subject to tax withholding.
Does the Olaplex (OLPX) Form 4 show any remaining equity or options after the merger?
No remaining equity positions are shown for the reporting person. The Form 4 reports zero Common Stock shares following the transactions, and the derivative section lists no continuing option or similar derivative holdings after the merger-related cash-out and award cancellations.