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SkinHealth Systems repays $103M in convertible notes

Repayment also discharged the indenture, releasing the company from remaining obligations except provisions that survive by their terms.

(Moderate)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
8-K

Rhea-AI Filing Summary

SkinHealth Systems Inc. repaid the remaining $103,235,000 aggregate principal amount of its 1.25% Convertible Senior Notes due 2026 on September 30, 2026, plus $645,218.75 in accrued and unpaid interest. The notes were set to mature on October 1, 2026.

The repayment satisfied and discharged the Indenture, and the trustee acknowledged that discharge. SkinHealth Systems Inc. was released from its remaining obligations under the Indenture except for provisions that survive by their terms.

1 point · 1 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

0 major · 0 points

How the balance works

Positive

  • Major pointConvertible notes: $103,235,000 principal repaid in full. 1.3× market cap

Negative

  • None.
Item 1.02 Termination of a Material Definitive Agreement Business
A significant contract was terminated, which may affect business operations or revenue.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Principal repaid $103,235,000 Remaining aggregate principal amount of the notes repaid September 30, 2026
Accrued and unpaid interest $645,218.75 Interest repaid with the remaining principal
Interest rate 1.25% Convertible Senior Notes due 2026
Maturity date October 1, 2026 Stated maturity of the notes
Convertible Senior Notes financial
"1.25% Convertible Senior Notes due 2026"
Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.
Indenture financial
"Indenture was satisfied and discharged in accordance with its terms"
An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.
accrued and unpaid interest financial
"together with accrued and unpaid interest thereon"
Accrued and unpaid interest is the interest that has built up on a loan or debt but hasn't been paid yet. It's like owing your friend money for a favor over time—you're expected to pay it later, even though you haven't paid it yet. This matters because it shows how much you owe beyond the original amount borrowed.

FAQ

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

How much principal and interest did SKIN repay?

SkinHealth Systems Inc. repaid $103,235,000 in remaining principal plus $645,218.75 in accrued and unpaid interest on September 30, 2026.

When were SKIN’s 1.25% convertible notes due?

The notes were set to mature on October 1, 2026. They were issued on September 14, 2021.

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

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Learn about SEC filing dates
FALSE0001818093Nasdaq00018180932026-09-302026-09-300001818093us-gaap:CommonStockMember2026-09-302026-09-30

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549  
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 30, 2026
SkinHealth Systems Inc.
(Exact name of registrant as specified in its charter)  
Delaware001-3956585-1908962
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
3600 E. Burnett Street
Long Beach, CA
(Address of principal executive offices)

90815
(Zip Code)
(800) 603-4996
(Registrant’s telephone number, including area code)
The Beauty Health Company
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
Class A Common Stock, par value $0.0001 per shareSKIN
The Nasdaq Capital Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company  ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐  




Item 1.02. Termination of a Material Definitive Agreement.

On September 30, 2026, the remaining outstanding aggregate principal amount of the 1.25% Convertible Senior Notes due 2026 (the “Notes”) issued by SkinHealth Systems Inc. (the “Company”), pursuant to the Indenture, dated as of September 14, 2021 (the “Indenture”), by and among the Company and U.S. Bank National Association, as trustee (the “Trustee”), was repaid in full by the Company, together with accrued and unpaid interest thereon.

In conjunction with the full and final repayment of the Notes, the Indenture was satisfied and discharged in accordance with its terms and the Trustee acknowledged such satisfaction and discharge. As a result of the satisfaction and discharge of the Indenture, the Company was released from its remaining obligations under the Indenture except those provisions of the Indenture that, by their terms, survive the satisfaction and discharge of the Indenture.

Item 7.01. Regulation FD Disclosure.

On September 30, 2026, the Company retired the Notes in accordance with their terms. The Company repaid the remaining outstanding aggregate principal amount of $103,235,000 together with accrued and unpaid interest thereon of $645,218.75. The Notes were issued on September 14, 2021 and were set to mature on October 1, 2026.

The information set forth under Item 7.01 of this Current Report on Form 8-K (the “Current Report”) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in Item 7.01 of this Current Report shall not be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.

This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.














SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated: October 6, 2026SkinHealth Systems Inc.
By:/s/ Michael Monahan
Name:Michael Monahan
Title:Chief Financial and Operating Officer

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