Waldencast 6-K adds H1 2025 financials to F-3 and S-8

Rhea-AI Filing Summary

Waldencast plc filed a Form 6-K to provide its unaudited interim consolidated financial statements for the six months ended June 30, 2025. These H1 2025 interim financials are furnished as Exhibit 99.1.

The filing also lists several material agreements as exhibits, including a Credit Agreement dated November 14, 2025 involving Milk Makeup LLC, Obagi Cosmeceuticals LLC, Waldencast Partners plc as parent guarantor, various lenders and LSSF II Offshore Investments, LP as administrative agent. In addition, it includes a Trademark Transfer Agreement and a Trademark Coexistence Agreement, both dated November 13, 2025, between Rohto Pharmaceutical Co., Ltd. and Obagi Cosmeceuticals LLC.

The report and its exhibits are incorporated by reference into Waldencast’s existing registration statements on Form S-8 and Form F-3, meaning these interim financials and agreements now form part of those shelf and incentive plan disclosures.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 or 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the Month of: November 2025

Commission File Number: 001-40207

Waldencast plc

(Translation of Registrant’s name into English)

81 Fulham Road

London, SW3 6RD

United Kingdom

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

☒ Form 20-F ☐ Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

EXPLANATORY NOTE

This report on Form 6-K includes the six-month interim financial statements for the period ended June 30, 2025 (“H1 2025 Interim Financials”) for Waldencast plc (the “Company”). The H1 2025 Interim Financials are included as Exhibit 99.1 to this report on Form 6-K.

This report on Form 6-K (including exhibits thereto) shall be incorporated by reference into any registration statement filed by the Company with the Securities and Exchange Commission (the “SEC”) that by its terms automatically incorporates the Company’s filings and submissions with the SEC under Sections 13(a), 13(c) or 15(d) of the Securities Exchange Act of 1934, including the registration statements on Form S-8 (File No. 333-268108) and Form F-3 (File No. 333-280502) of Waldencast plc and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

EXHIBIT INDEX

EXHIBIT NO.						DESCRIPTION
99.1						Waldencast plc Unaudited Interim Consolidated Financial Statements as of June 30, 2025 and for the six months ended June 30, 2025
99.2*						Credit Agreement, dated November 14, 2025, by and among Milk Makeup LLC, Obagi Cosmeceuticals LLC, Waldencast Partners plc, as the parent guarantor, the lenders party thereto and LSSF II Offshore Investments, LP, as administrative agent
99.3*						Trademark Transfer Agreement, dated November 13, 2025, by and between Rohto Pharmaceutical Co., Ltd. and Obagi Cosmeceuticals LLC
99.4*						Trademark Coexistence Agreement, dated November 13, 2025, by and between Rohto Pharmaceutical Co., Ltd. and Obagi Cosmeceuticals LLC

* The schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. Waldencast hereby undertakes to furnish supplementally copies of any of the omitted schedules and exhibits, or any section thereof, to the SEC upon request.”

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, Waldencast plc has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

						Waldencast plc
						(Registrant)
Date: November 24, 2025			By:			/s/ Manuel Manfredi
						Name:			Manuel Manfredi
						Title:			Chief Financial Officer and Principal Financial Officer

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FAQ

What does Waldencast plc (WALD) report in this November 2025 Form 6-K?

The Form 6-K from Waldencast plc furnishes unaudited interim consolidated financial statements for the six months ended June 30, 2025 and files several related agreements as exhibits.

Which financial statements for WALD are included with this Form 6-K?

The filing includes as Exhibit 99.1 Waldencast plc’s unaudited interim consolidated financial statements as of June 30, 2025 and for the six-month period then ended.

What major agreements are attached to Waldencast’s November 2025 Form 6-K?

The exhibits include a Credit Agreement dated November 14, 2025 involving Milk Makeup LLC, Obagi Cosmeceuticals LLC, Waldencast Partners plc as parent guarantor, certain lenders, and LSSF II Offshore Investments, LP as administrative agent, plus a Trademark Transfer Agreement and a Trademark Coexistence Agreement dated November 13, 2025 between Rohto Pharmaceutical Co., Ltd. and Obagi Cosmeceuticals LLC.

How does this Form 6-K affect Waldencast plc’s existing registration statements?

This Form 6-K, including its exhibits, is incorporated by reference into Waldencast’s existing registration statements on Form S-8 (File No. 333-268108) and Form F-3 (File No. 333-280502), making the interim financials and agreements part of those filings.

Are the schedules to the agreements filed with Waldencast’s Form 6-K?

The schedules and exhibits to the listed agreements have been omitted pursuant to Item 601(b)(2) of Regulation S-K, but Waldencast undertakes to furnish copies to the SEC upon request.

Who signed Waldencast plc’s November 2025 Form 6-K?

The Form 6-K was signed on behalf of Waldencast plc by Manuel Manfredi, Chief Financial Officer and Principal Financial Officer.