Waldencast (NASDAQ: WALD) backs directors, Deloitte at AGM vote results

Rhea-AI Filing Summary

Waldencast plc reported the results of its annual general meeting held on January 14, 2026. Shareholders present in person or by proxy represented 92,255,519 ordinary shares, equal to 72.05% of the outstanding ordinary shares as of the December 9, 2025 record date.

Three Class III directors were re-appointed to serve until the general meeting to be held in 2028. Votes in favor were 91,182,921 for Michel Brousset, 89,332,770 for Felipe Dutra, and 79,174,145 for Simon Dai, with the remainder cast as against or abstain for each. Shareholders also ratified the selection of Deloitte & Touche LLP as independent registered public accounting firm until the conclusion of the next annual general meeting, with 89,968,656 votes for, 25,639 against, and 2,261,224 abstentions.

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: January 2026

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

Information in this Report

The information in this report on Form 6-K (“Report”) 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, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Annual Meeting of Shareholders Results

On January 14, 2026, the Company held its annual general meeting of shareholders (the “Annual General Meeting”). The proposals submitted to a shareholder vote at the Annual General Meeting are described in detail in the Notice for the Annual General Meeting sent to the Company's shareholders (the “Notice”) and made available on the Company’s website at https://ir.waldencast.com/news-events/annual-meeting. Shareholders present in person or by proxy represented 92,255,519 ordinary shares of the Company (or 72.05% of the outstanding ordinary shares of the Company as of December 9, 2025, the record date for the Annual General Meeting).

At the Annual General Meeting, shareholders re-appointed three (3) of the Company’s directors specifically named in the Proxy Statement. Class III Directors were re-appointed to serve until the general meeting to be held in 2028.

The financial year audited accounts and auditor’s report in respect of the year ended 31 December 2024 were laid before the Annual General Meeting. In connection to that, shareholders ratified at the Annual General Meeting the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm until the conclusion of the next annual general meeting and the Company’s audit committee will determine the remuneration of the auditors.

The detailed voting results for each proposal are set forth below.

Resolutions 1-3 – Re-appointment of directors: The Company’s shareholders approved the re-appointment of three (3) of the Company’s directors specifically named in the Proxy Statement. The Class III Directors were re-appointed to serve until the general meeting to be held in 2028. The final voting results with respect to the re-election of directors were as follows:

Nominee			For			Against			Abstain
Michel Brousset			91,182,921			1,025,629			46,969
Felipe Dutra			89,332,770			2,922,648			101
Simon Dai			79,174,145			9,723,502			3,357,872

Resolution 4 - Re-appointment of auditor and its remuneration: The Company’s shareholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm until the conclusion of the next annual general meeting as follows:

For			Against			Abstain
89,968,656			25,639			2,261,224

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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, thereunto duly authorized.

						Waldencast plc
						(Registrant)
Date: January 15, 2026			By:			/s/ Manuel Manfredi
						Name:			Manuel Manfredi
						Title:			Chief Financial Officer and Principal Financial Officer

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FAQ

What did Waldencast (WALD) shareholders approve at the January 2026 annual meeting?

Shareholders re-appointed three Class III directors to serve until the general meeting to be held in 2028 and ratified Deloitte & Touche LLP as the independent registered public accounting firm until the conclusion of the next annual general meeting.

What was shareholder participation at Waldencast (WALD)'s 2026 annual general meeting?

Shareholders present in person or by proxy represented 92,255,519 ordinary shares, which was 72.05% of Waldencast’s outstanding ordinary shares as of the December 9, 2025 record date.

How did Waldencast (WALD) shareholders vote on the director re-appointments?

For Class III directors, shareholders cast 91,182,921 votes for Michel Brousset, 89,332,770 for Felipe Dutra, and 79,174,145 for Simon Dai, with the remaining votes for each nominee recorded as against or abstain.

Which audit firm did Waldencast (WALD) shareholders ratify and what were the vote totals?

Shareholders ratified Deloitte & Touche LLP as Waldencast’s independent registered public accounting firm, with 89,968,656 votes for, 25,639 against, and 2,261,224 abstentions.

How long will the re-appointed Waldencast (WALD) Class III directors serve?

The re-appointed Class III directors are set to serve until the Waldencast general meeting to be held in 2028, in line with the company’s classified board structure.

What financial period’s accounts were presented at Waldencast (WALD)'s annual meeting?

The audited accounts and auditor’s report for the financial year ended 31 December 2024 were laid before the annual general meeting.