SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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checkbox unchecked Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SAUNDERS BRENT L

(Last) (First) (Middle)
C/O THE BEAUTY HEALTH COMPANY
2165 SPRING STREET

(Street)
LONG BEACH CA 90806

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Beauty Health Co [ SKIN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
checkbox checked Director 10% Owner
Officer (give title below) checkbox checked Other (specify below)
Chairman
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
checkbox checked Form filed by One Reporting Person
Form filed by More than One Reporting Person
Rule 10b5-1(c) Transaction Indication

checkbox unchecked Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 03/31/2022 F(1) 3,711 D $16.88 5,823,742 D
Class A Common Stock 06/30/2022 F(1) 3,076 D $12.86 5,820,666 D
Class A Common Stock 09/30/2022 F(1) 2,166 D $11.79 5,818,500 D
Class A Common Stock 12/30/2022 F(1) 2,167 D $9.1 5,816,333 D
Class A Common Stock 02/03/2023 F(1) 13,548 D $12.9 5,802,785 D
Class A Common Stock 07/08/2024 A(2) 78,534 A(2) (2) 5,881,319 D
Class A Common Stock 1,681,771 I By Triplet(3)
Class A Common Stock 1,121,180 I By Trust(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents shares withheld by the issuer to satisfy tax withholding requirements on vesting of restricted stock units and does not represent a sale.
2. Represents a grant of restricted stock units ("RSUs"). The RSUs vest on the earlier of the one-year anniversary of the grant and the date of the 2025 Annual Meeting of Stockholders of the Company, contingent upon the reporting person's continued service as a member of the Company's board of directors through such time.
3. Represents securities held by Triplet Enterprises III, LLC ("Triplet"). The reporting person is the managing member of Triplet and may be deemed to beneficially own the securities held by Triplet, but disclaims beneficial ownership of such securities except to any pecuniary interest the reporting person may have therein.
4. Represents securities held by the Saunders Family Trust ("Trust"). The reporting person has voting and dispositive control over these securities and thus the reporting person may be deemed to beneficially own the securities held by Trust, but disclaims beneficial ownership of such securities except to any pecuniary interest the reporting person may have therein.
Remarks:
/s/ Brenton L. Saunders 07/10/2024
** 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 4 (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.