Solésence settles product dispute with Refy for $938,000

Solésence, Inc., through its wholly owned subsidiary Solésence, LLC, entered into a Settlement Agreement and Release with Refy Beauty Ltd to resolve disputes over certain consumer care products previously sold to Refy.

Accepted by SEC EDGAR 07/10/2026 - 05:00 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Solésence, Inc., through its wholly owned subsidiary Solésence, LLC, entered into a Settlement Agreement and Release with Refy Beauty Ltd to resolve disputes over certain consumer care products previously sold to Refy. Solésence agreed to pay Refy the British Pound Sterling equivalent of $938,000 in twelve equal installments of $78,166.66, with the first payment due on August 5, 2026 and each subsequent payment due 30 days later. The parties also agreed to a six month exclusivity period for development of a new SPF product and potential negotiation of a new supply agreement. If a new supply agreement is executed, the final six scheduled installment payments would instead be credited toward purchases of the SPF product under that supply agreement.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Settlement Amount: $938,000 Number of Installments: 12 installments Installment Size: $78,166.66 +3 more

6 metrics

Settlement Amount $938,000 Total British Pound Sterling equivalent Solésence agreed to pay Refy under the Settlement Agreement

Number of Installments 12 installments Total count of equal installment payments owed to Refy

Installment Size $78,166.66 Amount of each of the twelve equal settlement installment payments

First Payment Due Date August 5, 2026 Due date of the first settlement installment payment to Refy

Exclusivity Period six month Duration of exclusivity for development of a new SPF product and potential supply agreement

Installments Creditable to Purchases final six scheduled installment payments Portion of installments that may be credited toward SPF product purchases if a supply agreement is entered

Key Terms

Settlement Agreement and Release, exclusivity period, Inline XBRL

3 terms

Settlement Agreement and Release regulatory

"entered into a Settlement Agreement and Release (the “Settlement Agreement”) with Refy Beauty Ltd"

exclusivity period financial

"The parties further agreed to a six month exclusivity period for the development of a new SPF product"

An exclusivity period is a set amount of time during which only one party has the right to buy, sell, or make a deal with an asset or opportunity. For investors, it matters because it limits competition and gives the holder a guaranteed window to decide or act without interference from others, similar to having a temporary special right or first chance to make a move.

Inline XBRL technical

"Cover Page Interactive Data File (embedded within the Inline XBRL document)"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

FAQ

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

What agreement did Solésence, Inc. (SLSN) enter into with Refy Beauty Ltd?

Solésence, LLC, a subsidiary of Solésence, Inc., entered into a Settlement Agreement and Release with Refy Beauty Ltd to settle disputes over certain consumer care products previously sold to Refy.

How much will Solésence, Inc. (SLSN) pay Refy under the settlement?

Under the Settlement Agreement, Solésence agreed to pay Refy the British Pound Sterling equivalent of $938,000, structured as twelve equal installment payments of $78,166.66 each over the agreed schedule.

When do installment payments to Refy begin for Solésence, Inc. (SLSN)?

The first installment payment of $78,166.66 is due on August 5, 2026, with each of the remaining eleven payments due 30 days after the preceding payment date under the settlement.

What exclusivity terms are included in the Solésence, Inc. (SLSN) settlement?

The Settlement Agreement includes a six month exclusivity period during which Solésence and Refy will focus on developing a new SPF product and potentially negotiate a new supply agreement for that product.

How can the settlement payments affect future purchases by Refy from Solésence, Inc. (SLSN)?

If Solésence and Refy enter into a new supply agreement for the SPF product, the final six scheduled installment payments under the settlement will instead be credited toward Refy’s purchases of that SPF product.

Where can investors see the full Solésence, Inc. (SLSN) Settlement Agreement terms?

The company filed the Settlement Agreement and Release, dated July 6, 2026, as Exhibit 10.1, with certain confidential portions redacted, alongside the current report.

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

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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): July 10, 2026 (July 6, 2026)

SOLESENCE, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-42589		36-3687863
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1319 Marquette Drive

Romeoville, Illinois 60446

(Address of Principal Executive Offices) (Zip Code)

(630) 771-6708

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report)

_______________________________

Check the appropriate box below if the Form 8-K filing 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
Common Stock, $0.01 par value per share	SLSN	The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 1.01 Entry into a Material Definitive Agreement.

On July 6, 2026, Solésence, LLC (“Solésence”), a wholly owned subsidiary of Solésence, Inc., entered into a Settlement Agreement and Release (the “Settlement Agreement”) with Refy Beauty Ltd (“Refy”). Pursuant to the Settlement Agreement, Solésence and Refy agreed to settle and compromise disputes relating to certain consumer care products previously sold by Solésence to Refy. Under the Settlement Agreement, Solésence agreed to pay Refy the British Pound Sterling equivalent of $938,000 in twelve equal installments of $78,166.66 with the first installment due on August 5, 2026 and each subsequent payment due 30 days after the preceding payment date. The parties further agreed to a six month exclusivity period for the development of a new SPF product and potential negotiation of a new supply agreement for such SPF product. If the parties enter into such a supply agreement, the final six scheduled installment payments would instead be credited toward the purchase of the SPF product under the supply agreement.

The description of the terms and conditions of the Settlement Agreement does not purport to be complete and is qualified in its entirety by the full text of the Settlement Agreement, which is filed, with confidential portions redacted, as an exhibit to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		Settlement Agreement and Release, dated July 6, 2026.*
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).
		* Confidential portions of this exhibit have been redacted.

SIGNATURES

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: July 10, 2026

SOLÉSENCE, INC.

By:   /s/ Laura Riffner                                       

Name: Laura Riffner

Title: Chief Financial Officer

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EXHIBIT 10.1 78.8 KB

Other Documents

• EX-101 XBRL SCHEMA FILE 3.0 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB