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Sally Beauty’s Mark Gregory Spinks acquires stock awards

The RSU award to SBH's President of Beauty Systems Group vests in three installments through November 2029; earned PSUs are payable November 15, 2026.

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Form Type
4

Rhea-AI Filing Summary

Sally Beauty Holdings, Inc. reported that Mark Gregory Spinks, President, Beauty Systems Group, acquired 25,987 restricted stock units and earned performance stock units representing 42,404, 10,559, 7,534 and 6,903 shares on November 4, 2026. The restricted stock units convert one-for-one into common stock; the performance units reflect results tied to relative total shareholder return and adjusted operating income margin goals.

Insider Spinks Mark Gregory
Role President Beauty Systems Group
Type Security Shares Price Value
Grant/Award Restricted Stock Units F1, F2 25,987 $0.00 $0.00
Grant/Award Restricted Stock Units (1) F3 42,404 $0.00 $0.00
Grant/Award Restricted Stock Units (1) F4 10,559 $0.00 $0.00
Grant/Award Restricted Stock Units (1) F5 7,534 $0.00 $0.00
Grant/Award Restricted Stock Units (1) F6 6,903 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 25,987 units (Direct); Restricted Stock Units (1) — 67,400 units (Direct)
Footnotes (6)
  1. F1. Restricted stock units convert into common stock on a one-for-one basis.
  2. F2. The restricted stock units vest in three equal installments on November 15, 2027, November 15, 2028, and November 15, 2029.
  3. F3. Reflects earned performance stock units (PSUs). The PSUs were granted on November 1, 2023, and could be earned based on the level of achievement of relative total shareholder return (rTSR) goals over a three-year performance period concluding on September 30, 2026. The number of PSUs reported reflects the number of PSUs earned based on the certification of the Compensation and Talent Committee of the Board of Directors of Sally Beauty Holdings, Inc. (the "Committee") of the level of achievement of rTSR goals. The number of shares earned will be paid out at the end of the three-year performance period on November 15, 2026.
  4. F4. Reflects earned PSUs. The PSUs were granted on November 1, 2023, and are comprised of three, one-year performance periods with goals related to adjusted operating income margin (AOIM), with the number of shares earned paid out at the end of the three-year performance period on November 15, 2026. The number of PSUs reported reflects the number of PSUs earned based on the Committee's certification of the level of achievement of AOIM goals for the third one-year performance period (October 1, 2025, and ending on September 30, 2026).
  5. F5. Reflects earned PSUs. The PSUs were granted on November 6, 2024, and are comprised of three, one-year performance periods with goals related to adjusted operating income margin (AOIM), with the number of shares earned paid out at the end of the three-year performance period on November 15, 2026. The number of PSUs reported reflects the number of PSUs earned based on the Committee's certification of the level of achievement of AOIM goals for the second one-year performance period (October 1, 2025, and ending on September 30, 2026).
  6. F6. Reflects earned PSUs. The PSUs were granted on November 5, 2025, and are comprised of three, one-year performance periods with goals related to adjusted operating income margin (AOIM), with the number of shares earned paid out at the end of the three-year performance period on November 15, 2026. The number of PSUs reported reflects the number of PSUs earned based on the Committee's certification of the level of achievement of AOIM goals for the first one-year performance period (October 1, 2025, and ending on September 30, 2026).
Restricted stock units awarded; resulting position 25,987 units Awarded November 4, 2026; the reported resulting position is 25,987 units and the units convert one-for-one into common stock.
Earned performance stock units (rTSR) 42,404 shares Earned based on relative total shareholder return goals; reported November 4, 2026.
Earned performance stock units (AOIM), third period 10,559 shares Earned based on adjusted operating income margin goals; reported November 4, 2026.
Earned performance stock units (AOIM), second period 7,534 shares Earned based on adjusted operating income margin goals; reported November 4, 2026.
Earned performance stock units (AOIM), first period 6,903 shares Earned based on adjusted operating income margin goals; reported November 4, 2026.
restricted stock units financial
"Restricted stock units convert into common stock on a one-for-one basis."
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.
performance stock units (PSUs) financial
"Reflects earned performance stock units (PSUs)."
Performance stock units (PSUs) are a form of executive or employee pay that promise company shares only if pre-set performance goals are met over a defined period; think of them as a bonus paid in stock that arrives only when the company hits agreed targets. Investors watch PSUs because they affect the number of shares outstanding (dilution) and reveal how management’s pay is tied to financial or operational results, aligning incentives with shareholder outcomes.
relative total shareholder return (rTSR) financial
"relative total shareholder return (rTSR) goals"
adjusted operating income margin (AOIM) financial
"goals related to adjusted operating income margin (AOIM)"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What stock awards did Mark Gregory Spinks report at SBH?

On November 4, 2026, Mark Gregory Spinks reported 25,987 restricted stock units and earned performance stock units for 42,404, 10,559, 7,534 and 6,903 underlying common shares.

When do Mark Gregory Spinks's SBH stock awards vest or pay out?

The 25,987 restricted stock units convert one-for-one into common stock and vest in three equal installments on November 15, 2027, November 15, 2028, and November 15, 2029. The earned performance stock units are scheduled to be paid out on November 15, 2026.

What performance measures applied to Mark Gregory Spinks's SBH performance stock units?

42,404 earned PSUs reflected relative total shareholder return goals over a three-year performance period ending September 30, 2026. The 10,559, 7,534 and 6,903 earned PSUs reflected adjusted operating income margin goals for the third, second and first one-year performance periods, respectively; each is described as ending September 30, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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
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*
Spinks Mark Gregory

(Last)(First)(Middle)
C/O SALLY BEAUTY HOLDINGS, INC.
7900 WINDROSE AVE

(Street)
PLANO TEXAS 75024

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Sally Beauty Holdings, Inc. [ SBH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President Beauty Systems Group
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/04/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)$011/04/2026A25,98711/15/2027(2)11/15/2029Common Stock25,987$025,987D
Restricted Stock Units (1)(3)$011/04/2026A42,40411/15/202611/15/2029Common Stock42,404$042,404D
Restricted Stock Units (1)(4)$011/04/2026A10,55911/15/202611/15/2026Common Stock10,559$010,559D
Restricted Stock Units (1)(5)$011/04/2026A7,53411/15/202611/15/2026Common Stock7,534$07,534D
Restricted Stock Units (1)(6)$011/04/2026A6,90311/15/202611/15/2026Common Stock6,903$06,903D
Explanation of Responses:
1. Restricted stock units convert into common stock on a one-for-one basis.
2. The restricted stock units vest in three equal installments on November 15, 2027, November 15, 2028, and November 15, 2029.
3. Reflects earned performance stock units (PSUs). The PSUs were granted on November 1, 2023, and could be earned based on the level of achievement of relative total shareholder return (rTSR) goals over a three-year performance period concluding on September 30, 2026. The number of PSUs reported reflects the number of PSUs earned based on the certification of the Compensation and Talent Committee of the Board of Directors of Sally Beauty Holdings, Inc. (the "Committee") of the level of achievement of rTSR goals. The number of shares earned will be paid out at the end of the three-year performance period on November 15, 2026.
4. Reflects earned PSUs. The PSUs were granted on November 1, 2023, and are comprised of three, one-year performance periods with goals related to adjusted operating income margin (AOIM), with the number of shares earned paid out at the end of the three-year performance period on November 15, 2026. The number of PSUs reported reflects the number of PSUs earned based on the Committee's certification of the level of achievement of AOIM goals for the third one-year performance period (October 1, 2025, and ending on September 30, 2026).
5. Reflects earned PSUs. The PSUs were granted on November 6, 2024, and are comprised of three, one-year performance periods with goals related to adjusted operating income margin (AOIM), with the number of shares earned paid out at the end of the three-year performance period on November 15, 2026. The number of PSUs reported reflects the number of PSUs earned based on the Committee's certification of the level of achievement of AOIM goals for the second one-year performance period (October 1, 2025, and ending on September 30, 2026).
6. Reflects earned PSUs. The PSUs were granted on November 5, 2025, and are comprised of three, one-year performance periods with goals related to adjusted operating income margin (AOIM), with the number of shares earned paid out at the end of the three-year performance period on November 15, 2026. The number of PSUs reported reflects the number of PSUs earned based on the Committee's certification of the level of achievement of AOIM goals for the first one-year performance period (October 1, 2025, and ending on September 30, 2026).
Remarks:
/s/ Rebecca Morley, Attorney in Fact11/09/2026
** Signature of Reporting PersonDate
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)

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