Waldencast (WALD) CEO Michel Brousset reports options, RSUs and indirect stakes

Rhea-AI Filing Summary

Waldencast plc Chief Executive Officer Michel Brousset has filed an initial statement of holdings, detailing his equity position in the company. He directly holds stock options over 4,135,340 Class A ordinary shares at an exercise price of $3.98 per share, vesting in three equal annual tranches through 2028. He also holds 264,294 restricted stock units, part of a 396,440‑unit grant made on October 30, 2024, scheduled to vest in three installments from 2025 to 2027. In addition, he owns 952,865 Class A ordinary shares directly. Indirectly, through Waldencast Ventures LP, he is associated with 2,848,334 Class A ordinary shares and 2,311,113 shares issuable upon exercise of private placement and working capital loan warrants. Waldencast Ventures LP is also party to arrangements requiring the future delivery of 1,424,161 Class A ordinary shares it holds to certain investors in exchange for their equity in Waldencast UK Limited.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Brousset Michel

(Last) (First) (Middle)

C/O WALDENCAST PLC

MICHELIN HOUSE, 81 FULHAM ROAD

(Street)

LONDON SW3 6RD

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Waldencast plc [ WALD ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

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

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

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Ordinary Shares	952,865	D
Class A Ordinary Shares	2,848,334	I	By Waldencast Ventures LP.(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (Right to Buy)	(2)	04/09/2035	Class A Ordinary Shares	4,135,340	$3.98	D
Restricted Stock Units	(3)	(3)	Class A Ordinary Shares	264,294	(4)	D
Warrants (Right to Buy)	(5)	(5)	Class A Ordinary Shares	2,311,113	$11.5	I	By Waldencast Ventures LP(1)
Option (Obligation to Sell)	(6)	10/26/2026	Class A Ordinary Shares	1,424,166	(6)	I	By Waldencast Ventures LP(1)

Explanation of Responses:

1. Waldencast Ventures LP holds (i) 2,848,334 Class A ordinary shares, (ii) 1,977,779 Class A ordinary shares issuable upon exercise of the private placement warrants and (iii) 333,334 Class A ordinary shares issuable upon exercise of the working capital loan warrants. The reporting person is the chief executive officer of Waldencast Management, LLC, the general partner of Waldencast Ventures LP. As such, the reporting person may be deemed to beneficially own the shares held by Waldencast Ventures LP and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

2. These options vest over a three-year period as follows: (i) 1,378,447 on January 1, 2026; (ii) 1,378,446 on January 1, 2027; and (iii) 1,378,447 on January 1, 2028.

3. On October 30, 2024, the reporting person was granted 396,440 restricted stock units ("RSUs"), which vest over a three-year period as follows: (i) 132,146 on October 1, 2025; (ii) 132,147 on October 1, 2026; and (iii) 132,147 on October 1, 2027.

4. Each RSU represents a contingent right to receive one Class A ordinary share, or an equivalent value in cash at the plan administrator's election.

5. These warrants became exercisable 30 days after the completion of the Issuer's business combination on July 27, 2022 and will expire five years after the completion of the business combination or earlier upon redemption or liquidation.

6. Waldencast Ventures LP is party to certain contractual arrangements pursuant to which, upon exercise of a call option held by certain investors of Waldencast UK Limited, Waldencast Ventures LP is required to deliver, upon written notice, 1,424,161 Class A ordinary shares it holds to such investors, in exchange for their equity interests in Waldencast UK Limited.

Remarks:

	/s/ Michel Brousset	03/18/2026
	** 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 5 (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.
* Form 3: SEC 1473 (03-26)

FAQ

What does Michel Brousset’s Form 3 filing show about his Waldencast (WALD) holdings?

The filing shows Michel Brousset’s existing equity stake in Waldencast, including direct shares, options, restricted stock units, and indirect interests through Waldencast Ventures LP. It is an initial ownership report and does not reflect new purchases or sales of securities.

How many Waldencast stock options does Michel Brousset report on his Form 3?

He reports stock options tied to 4,135,340 Class A ordinary shares at an exercise price of $3.98 per share. These options vest over three years in approximately equal tranches on January 1, 2026, January 1, 2027, and January 1, 2028.

What restricted stock units (RSUs) does Michel Brousset hold in Waldencast (WALD)?

He was granted 396,440 RSUs on October 30, 2024, with 264,294 reported in this filing. The RSUs vest in three installments on October 1, 2025, October 1, 2026, and October 1, 2027, each RSU representing one Class A share or cash equivalent.

What indirect Waldencast holdings are associated with Waldencast Ventures LP on this Form 3?

Waldencast Ventures LP holds 2,848,334 Class A ordinary shares and 2,311,113 Class A shares issuable from private placement and working capital loan warrants. As CEO of Waldencast Management, LLC, Brousset may be deemed to beneficially own these, subject to his pecuniary interest.

What obligation does Waldencast Ventures LP have to deliver Waldencast (WALD) shares to other investors?

Waldencast Ventures LP is party to arrangements under which, upon exercise of a call option by certain Waldencast UK Limited investors, it must deliver 1,424,161 Class A ordinary shares it holds in exchange for those investors’ equity interests in Waldencast UK Limited.

Does Michel Brousset’s Waldencast Form 3 indicate any recent insider buying or selling?

The Form 3 is an initial statement of beneficial ownership and lists existing positions rather than new trades. The data show holdings in shares, options, warrants, and RSUs, with transaction codes and summaries indicating no reported purchases or sales in this filing.