Waldencast plc filings document the company's foreign-issuer reporting for a beauty and wellness platform with Obagi Medical and Milk Makeup as operating brands. Form 6-K reports furnish financial results, interim consolidated financial statements, earnings-date notices, and business updates covering skincare, cosmetics, medical aesthetics, distribution, operating expenses, and brand performance.
The filing record also covers annual general meeting voting, director re-appointments, auditor ratification, credit-facility agreements, trademark transfer and coexistence agreements involving the Obagi mark in Japan, and registration-statement incorporation references. Other disclosures address the completed SEC investigation connected to prior financial restatement matters and material weaknesses in internal control over financial reporting.
Waldencast plc submitted a Form 25 notification concerning removal from Nasdaq listing and Section 12(b) registration of its Class A ordinary shares and redeemable warrants. Each warrant is exercisable for one Class A ordinary share at $11.50 per share; the ordinary shares have a par value of $0.0001 per share. The company certified that it had reasonable grounds to believe it met the Form 25 filing requirements.
Waldencast plc (WALD) plans to voluntarily delist its Class A ordinary shares and warrants from Nasdaq and deregister these securities under the U.S. Exchange Act. It intends to file Form 25 on or about September 24, 2026, with Nasdaq trading expected to end on or about October 2, 2026.
On or about October 5, 2026, Waldencast expects to file Form 15, which would immediately suspend its SEC reporting duties, with deregistration under Section 12(b) effective about 90 days after Form 25. The Board cited high U.S. listing and compliance costs, limited trading liquidity, and reduced dependence on U.S. equity markets after divesting Obagi Medical. Central headquarters costs were $18.5 million in 2025, and the Board expects a substantial portion to be eliminated after delisting and deregistration. Subject to shareholder approval, the company will seek to rename itself Milk Makeup plc and pursue quotation of its Class A shares on an over-the-counter market under the ticker “MLKM”, though there is no guarantee an OTC market will develop.
Waldencast plc (WALD) reported an insider-related purchase of Class A ordinary shares linked to director and ten-percent owner Cristiano Souza. On August 28, 2026, Zeno Investment Master Fund, for which Souza is an indirect controller, purchased 335,000 Class A shares at $1.5094 per share from Waldencast Ventures LP, bringing its indirectly held position reported for Souza to 12,587,580 shares. Souza disclaims beneficial ownership of the fund’s holdings except to the extent of his pecuniary interest.
Waldencast plc reported that CEO Michel Brousset returned 264,294 restricted stock units to the company in a disposition to the issuer at $2.00 per unit, leaving 0 units from this award. The repurchase was tied to the sale of its Obagi Medical dermatological skincare and aesthetics business, after which he transitioned to lead Obagi Medical.
Waldencast plc reported that Chief Growth Officer and director Hind Sebti disposed of 193,816 Restricted Stock Units, each representing one Class A ordinary share, in a disposition to the issuer at $2.00 per RSU. The RSUs were purchased by Waldencast in connection with the completion of the sale of its Obagi Medical dermatological skincare and aesthetics business on July 30, 2026, when Sebti transitioned to lead Obagi Medical. These RSUs came from an October 30, 2024 grant of 290,723 RSUs that had been scheduled to vest in three annual tranches, and following this transaction no RSUs from this grant remain reported for Sebti.
Waldencast plc’s Chief Financial Officer, Manuel Manfredi, reported the accelerated vesting and settlement of 79,289 restricted stock units (RSUs) into the same number of Class A ordinary shares on July 30, 2026. This occurred upon completion of Waldencast’s sale of its Obagi Medical dermatological skincare and aesthetics business, after which he transitioned to lead Obagi Medical. Following the settlement, he directly holds 118,933 Class A ordinary shares. A prior grant of 118,933 RSUs dated October 30, 2024 had originally been scheduled to vest in three annual tranches.
Waldencast plc reported the results of its August 4, 2026 annual general meeting, where shareholders representing 93,755,873 ordinary shares, or 72.90% of outstanding shares as of June 26, 2026, were present in person or by proxy. Three Class I directors – Kelly Brookie, Roberto Thompson and Aaron Chatterley – were reappointed to serve until the general meeting to be held in 2029. Shareholders also ratified Deloitte & Touche LLP as independent registered public accounting firm until the conclusion of the next annual general meeting, with remuneration to be set by the Audit and Governance Committee.
Shareholders further authorized the company to repurchase its own Class A and Class B ordinary shares for a period of five years, both under contracts approved in advance by the board and through purchases on a securities exchange. Any repurchased shares may be held as treasury shares at the directors’ discretion. The repurchase authorities and all resolutions received strong majority support across the votes cast.
Waldencast plc has completed the sale of its Obagi Medical dermatological skincare and aesthetics business to Waypoint Bidco and affiliates. The purchaser will pay up to $366.0 million in cash, $30.0 million in Vendor Notes and up to $64.0 million of earnout based on 2026–2027 revenue milestones. Preliminary pro forma estimates show total consideration of $380.0 million, including $337.4 million of cash and fair values for the notes and earnout.
The company estimates net cash proceeds of $334.4 million and used $178.4 million at closing to fully repay its senior term loan, eliminating $135.8 million of long-term debt and $11.8 million of embedded derivative liabilities. Pro forma as of December 31, 2025, cash and cash equivalents are $143.4 million, total assets $475.8 million, liabilities $56.4 million and stockholders’ equity $419.3 million.
Post-transaction, Waldencast is expected to operate primarily as the parent of Milk Makeup and to provide limited services to Obagi Medical under a transition services agreement. For 2025, pro forma net revenue from continuing operations is 110,444 thousand U.S. dollars with a net loss of 102,170 thousand U.S. dollars and basic and diluted EPS of $(0.93).
Waldencast plc completed the divestiture of its Obagi Medical dermatological skincare and aesthetics business to Bridgepoint, in a transaction valued at up to $460 million (subject to negotiated deductions and customary closing adjustments). The deal transfers 100% of Obagi Netherlands and Obagi AsiaPac and leaves Obagi Cosmeceuticals as the surviving entity after two merger steps. Consideration includes $10 million in fixed vendor notes, $20 million in adjustable vendor notes and up to $64 million of earnout payments tied to non-injectables revenue for 2026 and injectables revenue for 2027.
In conjunction with closing, Waldencast repaid all outstanding obligations under its senior term loan facility and plans to concentrate resources on its remaining Milk Makeup brand, led by President and Co-Founder Mazdack Rassi. Founders Michel Brousset and Hind Sebti and Chief Financial Officer Manuel Manfredi have left Waldencast to lead Obagi Medical, though they will support the company during a transition period. Board Chairman Felipe Dutra has been appointed Executive Chairman and will serve as both principal executive officer and principal financial officer.
Waldencast plc plans to hold its 2026 annual general meeting of shareholders on 4 August 2026 at Michelin House in London at 5:00 p.m. BST. Shareholders on the register as of 26 June 2026 may attend and vote. As of that record date, the company had 120,766,576 Class A and 7,834,337 Class B ordinary shares outstanding, each with a par value of US$0.0001.
In connection with the previously announced sale of Obagi Medical, Michel Brousset and Hind Sebti will resign as directors at closing. The board approved appointing Mazdack Rassi as a Class II director effective at the annual meeting. If all Class I directors are reappointed, the board will have 8 members. Following the expected third-quarter 2026 closing of the Obagi Medical sale, Waldencast intends to focus on growing the Milk Makeup brand.