SKIN Insider Filing: CFO Withholds 32,357 Shares for RSU Tax

Rhea-AI Filing Summary

The Beauty Health Company (SKIN) Form 4 reports a non-sale withholding of shares by Chief Financial Officer Michael P. Monahan related to the vesting of restricted stock units. On 08/10/2025, 32,357 shares were withheld to satisfy tax withholding at a recorded price of $1.89 per share. The disclosure states this withholding "does not represent a sale." Following the transaction, the reporting person’s beneficial ownership is shown as 1,326,305 shares.

This filing documents an internal compensation settlement (tax withholding on vested RSUs) rather than an open-market transaction, and it clarifies the officer’s post-transaction share count.

Positive

• Non-sale clarity: The filing explicitly states the 32,357 shares were withheld for tax withholding on vested RSUs and "does not represent a sale."
• Post-transaction ownership disclosed: Beneficial ownership after the transaction is reported as 1,326,305 shares, providing clear transparency.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine insider withholding for RSU taxes; not a market sale; beneficial ownership reported at 1,326,305 shares.

The Form 4 filed for Michael P. Monahan, Chief Financial Officer, records a transaction dated 08/10/2025 in which 32,357 shares were withheld to satisfy tax withholding obligations on vesting restricted stock units. The document explicitly states the withholding is not a sale. The withholding is recorded at $1.89 per share and the reporting person’s beneficial ownership after the transaction is 1,326,305 shares. From a financial reporting perspective, this is a compensation-related mechanical adjustment to insider holdings rather than a liquidity event.

Corporate Governance Expert

TL;DR: Disclosure indicates executive RSU vesting settled via share withholding; procedural governance activity with no indicated disposition.

The Form 4 shows Michael P. Monahan’s vested restricted stock units were settled by withholding 32,357 shares for tax purposes. The filing uses transaction code F and includes an explicit explanation that the withheld shares do not represent a sale. The form reports the resulting beneficial ownership level of 1,326,305 shares. This disclosure fulfills Section 16 reporting requirements for an officer compensation event and documents the change in share count attributable to tax withholding.

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
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^*

MONAHAN MICHAEL P.

(Last) (First) (Middle)

C/O THE BEAUTY HEALTH COMPANY

2165 SPRING STREET

(Street)

LONG BEACH CA 90806

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Beauty Health Co [ SKIN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/10/2025

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
Class A Common Stock	08/10/2025		F(1)		32,357	D	$1.89	1,326,305	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. Represents shares withheld by the issuer to satisfy tax withholding requirements on vesting of restricted stock units and does not represent a sale.

Remarks:

	/s/ Paul Bokota, Attorney-in-fact for Michael Monahan	08/12/2025
	** 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 transaction did Michael P. Monahan report on the Form 4 for SKIN?

The Form 4 reports that 32,357 shares were withheld to satisfy tax withholding on vested restricted stock units; the filing states this is not a sale.

When was the transaction recorded on the Form 4?

The transaction date shown on the Form 4 is 08/10/2025.

What price is listed for the withheld shares on the Form 4?

The form lists a price of $1.89 per share associated with the transaction record.

How many shares does the reporting person beneficially own after the transaction?

Following the reported transaction, the reported beneficial ownership is 1,326,305 shares.

What is Michael P. Monahan’s role at Beauty Health Co as shown on the form?

The Form 4 identifies Michael P. Monahan as an Officer, specifically the Chief Financial Officer.