Sally Beauty Hldgs SEC Filings

Sally Beauty Holdings (SBH) filed its annual report, outlining its two-segment model—Sally Beauty retail and Beauty Systems Group (BSG)—and key growth and efficiency initiatives.

Sally closed fiscal 2025 with 3,096 Sally stores and BSG with 1,326 locations. Global e-commerce represented 10.7% of consolidated sales, supported by omni-channel options like BOPIS and 2-hour delivery, plus marketplaces such as Amazon, Walmart.com, DoorDash, Uber Eats, and Instacart. The company is advancing programs including Sally Ignited store refreshes, the Happy Beauty Co. concept, and Licensed Colorist on Demand, while BSG plans a major app and ecommerce upgrade in fiscal 2026.

SBH reported strong supplier concentration—its five largest vendors accounted for approximately 48% of merchandise purchases in fiscal 2025—and a workforce of about 27,000 associates. As of November 7, 2025, there were 97,497,664 common shares outstanding. The report details competitive, supply chain, vendor, e-commerce margin, and lease risks, and progress on the Fuel for Growth program to optimize costs and operations.

Sally Beauty Holdings (SBH) furnished an 8-K announcing it issued a news release (Exhibit 99.1) with financial results for the fourth quarter ended September 30, 2025. The release also includes an update on strategy and business outlook.

The information under Items 2.02 and 7.01 is furnished, not filed, and is not incorporated into other Securities Act filings unless expressly stated.

Sally Beauty Holdings (SBH) reported insider equity awards on a Form 4 for an officer serving as President, Beauty Systems Group, with a transaction date of 11/05/2025.

The filing lists derivative awards acquired at $0 per unit: 12,132 restricted stock units (earned from rTSR PSUs) payable on 11/15/2025; 5,067 (earned from 2022 AOIM PSUs) payable on 11/15/2025; 10,346 (earned from 2023 AOIM PSUs) payable on 11/15/2026; and 7,383 (earned from 2024 AOIM PSUs) payable on 11/15/2027. The officer also received a new grant of 34,650 RSUs vesting in three equal installments on 11/15/2026, 11/15/2027, and 11/15/2028. All holdings are reported as Direct (D) ownership.

Sally Beauty Holdings (SBH) reported insider equity activity by its SVP & CFO on 11/05/2025. The filing lists acquisitions of derivative securities at $0 price, including earned performance stock units (PSUs) and a new restricted stock unit (RSU) grant. Earned PSUs include 15,366 tied to rTSR from a 11/02/2022 grant, with payout on 11/15/2025, plus AOIM-tied PSUs of 6,418 (2022 grant) paying on 11/15/2025, 11,496 (2023 grant) paying on 11/15/2026, and 7,383 (2024 grant) paying on 11/15/2027. A new RSU award of 34,650 was granted, vesting in three equal installments on 11/15/2026, 11/15/2027, and 11/15/2028. Each unit converts into one share of common stock.

Sally Beauty Holdings (SBH) reported insider equity awards. An officer serving as GVP, Controller & CAO acquired derivative awards at $0 on November 5, 2025, including restricted stock units (RSUs) and earned performance stock units (PSUs), each converting into common stock on a one-for-one basis.

Reported RSU/PSU amounts include 3,235, 1,351, 2,587, 1,661, and 9,528 shares. PSU entries reflect certification of rTSR and AOIM goals from prior grants, with payouts scheduled for November 15, 2025, November 15, 2026, and November 15, 2027. One RSU grant vests in three equal installments on November 15, 2026, November 15, 2027, and November 15, 2028.

Sally Beauty Holdings (SBH) reported an insider equity update. Officer Rebecca L. Morley, SVP & President Sally Beauty, filed a Form 4 for transactions on 11/05/2025 showing awards and earned performance units.

Morley had PSUs earned that convert 1:1 into common stock: 12,132 tied to rTSR for a period ending 09/30/2025 (payable 11/15/2025), plus AOIM-based PSUs of 5,067 (third one-year period, payable 11/15/2025), 10,346 (second one-year period, payable 11/15/2026), and 7,383 (first one-year period, payable 11/15/2027). The filing also lists a 34,650 RSU award vesting in three equal installments on 11/15/2026, 11/15/2027, and 11/15/2028. All entries show a price of $0 for these stock unit awards.

Sally Beauty Holdings (SBH) reported insider equity activity for its SVP, CLO and CHRO on Form 4 dated 11/05/2025. The filing lists multiple restricted stock unit (RSU) and performance stock unit (PSU) awards at a price of $0 per unit.

Earned PSUs include 9,301 tied to relative total shareholder return, payable on 11/15/2025, and 3,885 tied to adjusted operating income margin (AOIM) for the third one-year period of a 2022 grant, also payable on 11/15/2025. Additional AOIM-based earned PSUs of 6,610 (from a 2023 grant) are payable on 11/15/2026, and 5,537 (from a 2024 grant) are payable on 11/15/2027.

The officer also received an RSU grant of 29,452 that vests in three equal installments on 11/15/2026, 11/15/2027, and 11/15/2028.

Sally Beauty Holdings (SBH) reported insider equity awards for its President & CEO, who is also a Director, effective 11/05/2025. The Form 4 lists multiple entries coded A at $0 price: an award of 242,550 restricted stock units vesting in three equal installments on 11/15/2026, 11/15/2027, and 11/15/2028; and earned performance stock units converting one-for-one to common stock, including 76,832 rTSR PSUs and 32,088 AOIM PSUs payable on 11/15/2025, plus 57,480 AOIM PSUs payable on 11/15/2026 and 40,605 AOIM PSUs payable on 11/15/2027. All positions are shown as Direct (D) ownership.

Sally Beauty Holdings, Inc. (SBH) director Max R. Rangel purchased 3,500 shares of the company's common stock on 09/04/2025 at a reported price of $14.0684 per share. Following the transaction the reporting person beneficially owned 3,500 shares directly. The Form 4 was signed on behalf of the reporting person by an attorney-in-fact on 09/08/2025. No derivative transactions or additional securities classes are reported.