[Form 4] OneSpaWorld Holdings Limited Insider Trading Activity

Rhea-AI Filing Summary

OneSpaWorld Holdings Ltd. (OSW) – Form 4 filing (07/25/2025)

Director Maryam Banikarim received 5,654 restricted stock units (RSUs) on 07/23/2025. Each RSU converts into one common share after a one-year vesting period and was granted at $0.00 cost. Following the award, Banikarim’s direct beneficial ownership rises to 88,725 common shares. No shares were sold or otherwise disposed of, and no derivative securities were involved in the transaction.

The filing represents routine equity compensation meant to align director incentives with shareholder interests; it does not involve open-market buying or selling and therefore carries limited immediate market impact.

Insights

Corporate Governance Analyst

TL;DR: Routine RSU grant; modest ownership increase; neutral market impact.

The Form 4 discloses a standard annual equity grant to director Maryam Banikarim. The addition of 5,654 RSUs (≈6.4% of her holdings) brings her stake to 88,725 shares, strengthening alignment with shareholders but not materially altering insider ownership at the company level. No cash outlay or share sale is involved, so liquidity and capital structure remain unchanged. Overall, this is a governance-driven compensation event with neutral implications for valuation or trading dynamics.

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

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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).

1. Name and Address of Reporting Person^*

Magliacano Marc

(Last) (First) (Middle)

770 SOUTH DIXIE HIGHWAY, SUITE 200

(Street)

CORAL GABLES FL 33146

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ONESPAWORLD HOLDINGS Ltd [ OSW ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/23/2025

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 Shares	07/23/2025		A		9,385(1)	A	$0.00	55,547(2)	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. The reported transaction reflects a grant of the Issuer's restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one common share, par value $0.0001 per share, of the Issuer (the "Common Shares"). The RSUs vest one year from the grant date.

2. Marc Magliacano has entered into a Nominee and Indemnity Agreement, pursuant to which he has agreed that all equity awards granted to him for his service as director of the Issuer are held, effective from the date of grant, for the benefit of L Catterton, L.P. L Catterton, L.P., together with L Catterton GP, LLC, as the general partner of L Catterton, L.P. (together, the "L Catterton Entities"), which may be deemed to have shared beneficial ownership of the equity awards granted to and held by the reporting person. Solely for purposes of Section 16 of the Securities and Exchange Act of 1934, the L Catterton Entities may be deemed directors by deputization with respect to the Issuer.

	/s/ Inga Fyodorova, as Attorney-in-Fact for Marc Magliacano	07/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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