SBH insider Form 4 shows RSU exercises and 153,547-share sale

Rhea-AI Filing Summary

Sally Beauty Holdings, Inc. (SBH) reported insider equity transactions by its President & CEO and Director on 11/15/2025. The reporting person acquired 361,697 shares of common stock at an exercise price of $0 through the conversion of restricted stock units (RSUs), then disposed of 153,547 shares at $14.18 per share, described as a transaction code F, and directly held 607,103 shares of common stock afterward. Multiple RSU and performance stock unit awards were exercised at an exercise price of $0, covering underlying amounts including 69,339, 98,154, 65,755, 76,832, 27,255, 24,362, and 32,088 shares. The explanations state these RSUs convert into common stock on a one-for-one basis and vest in equal installments on specified November 15 dates from 2023 through 2027, with certain entries reflecting earned and vested performance stock units.

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
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hours per response:			0.5

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^*

Paulonis Denise

(Last) (First) (Middle)

C/O SALLY BEAUTY HOLDINGS, INC.

3001 COLORADO BOULEVARD

(Street)

DENTON TX 76210

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sally Beauty Holdings, Inc. [ SBH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/15/2025

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 Stock	11/15/2025		M		361,697	A	$0	760,650	D
Common Stock	11/15/2025		F		153,547	D	$14.18	607,103	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
Restricted Stock Units(1)	$0	11/15/2024		M			69,339	11/15/2025(2)	11/15/2027	Common Stock	69,339	$0	138,679	D
Restricted Stock Units (1)	$0	11/15/2025		M			98,154	11/15/2025(3)	11/15/2026	Common Stock	98,154	$0	98,157	D
Restricted Stock Units (1)	$0	11/15/2025		M			65,755	11/15/2025(4)	11/15/2025	Common Stock	65,755	$0	0	D
Restricted Stock Units (1)(5)	$0	11/15/2025		M			76,832	11/15/2025	11/15/2025	Common Stock	76,832	$0	0	D
Restricted Stock Units (1), (5)	$0	11/15/2025		M			27,255	11/15/2025	11/15/2025	Common Stock	27,255	$0	0	D
Restricted Stock Units (1), (5)	$0	11/15/2025		M			24,362	11/15/2025	11/15/2025	Common Stock	24,362	$0	0	D
Restricted Stock Units (1), (5)	$0	11/15/2025		M			32,088	11/15/2025	11/15/2025	Common Stock	32,088	$0	0	D

Explanation of Responses:

1. Restricted stock units (RSUs) convert into common stock on a one-for-one basis.

2. These RSUs vested and will vest in equal installments on November 15, 2025, November 15, 2026, and November 15, 2027.

3. These RSUs vested and will vest in equal installments on November 15, 2024, November 15, 2025, and November 15, 2026.

4. These RSUs vested in equal installments on November 15, 2023, November 15, 2024, and November 15, 2025.

5. Reflects earned and vested performance stock units (PSUs).

	/s/ Rebecca L. Morley, Attorney-in-Fact	11/18/2025
	** 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 insider transaction was reported for Sally Beauty Holdings (SBH)?

The filing reports that the President & CEO and Director of Sally Beauty Holdings, Inc. (SBH) completed equity transactions on 11/15/2025, primarily involving the conversion of restricted stock units into common stock and a related share disposition.

How many Sally Beauty (SBH) shares did the insider acquire and dispose of?

The reporting person acquired 361,697 shares of common stock at an exercise price of $0 and disposed of 153,547 shares at a price of $14.18 per share.

How many Sally Beauty (SBH) shares does the insider own after the transactions?

Following the reported transactions, the reporting person directly owned 607,103 shares of Sally Beauty Holdings, Inc. common stock.

What types of derivative securities were involved in the SBH Form 4 filing?

The filing lists several restricted stock unit (RSU) and performance stock unit awards, each with a conversion or exercise price of $0 and underlying common stock amounts such as 69,339, 98,154, and 76,832 shares.

How do the Sally Beauty (SBH) RSUs convert into common stock?

The explanations state that restricted stock units (RSUs) convert into common stock on a one-for-one basis.

What is the vesting timing of the RSUs reported for Sally Beauty (SBH)?

The RSU awards are described as vesting in equal installments on November 15 of various years, including 2023, 2024, 2025, 2026, and 2027, with some entries reflecting earned and vested performance stock units.

What does transaction code F mean in the Sally Beauty (SBH) Form 4?

In this filing, transaction code F is used for the disposition of 153,547 shares of Sally Beauty common stock at $14.18 per share, commonly used for share withholding to cover obligations such as taxes.