SEC Form 4 · accession 0001193125-26-297666

OLAPLEX HOLDINGS, INC. · OLPX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated March 26, 2026, by and among the Issuer, Henkel US Operations Corporation ("Parent"), and Margot Acquisition Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger" and, together with the other transactions contemplated by the Merger Agreement, the "Transactions"). At the effective time of the Merger (the "Effective Time"), each share of Common Stock of the Issuer (each, a "Share") issued and outstanding immediately prior to the Effective Time was converted automatically into the right to receive $2.06 per Share in cash (the "Merger Consideration"), without interest, subject to any withholding of taxes required by applicable law.
• F2At the Effective Time, each award of restricted stock units covering Shares granted under the Issuer's 2021 Equity Incentive Plan, the Issuer's Amended & Restated 2020 Omnibus Equity Incentive Plan, or any other effective equity or equity-based incentive plan sponsored by the Issuer or its affiliates (each such award, a "Company RSU Award") that was outstanding immediately prior to the Effective Time (whether vested or unvested) was, by virtue of the Merger, automatically cancelled and converted into the right to receive (without interest) an amount in cash equal to the product of (x) the aggregate number of Shares underlying such Company RSU Award, multiplied by (y) the Merger Consideration. The amount reported includes 110,294 Shares underlying the Reporting Person's Company RSU Awards, which were automatically cancelled and converted into the right to receive the Merger Consideration at the Effective Time.
• F3Shares are held by Anthos Capital IV, L.P. ("Anthos Capital IV"). Anthos Associates IV, L.P. ("Anthos Associates IV") is the general partner of Anthos Capital IV and Anthos Associates GP IV, LLC ("Anthos Associates GP IV") is the general partner of Anthos Associates IV. Paul Farr and Bryan Kelly are the sole managers of Anthos Associates GP IV. The Reporting Person is the spouse of Mr. Kelly and as a result also may be deemed to have beneficial ownership of the shares held directly by Anthos Capital IV. The Reporting Person disclaims beneficial ownership of the shares held by Anthos Capital IV, except to the extent of her pecuniary interest, if any, therein.
• F4Shares are held by Anthos Tribe, L.P. ("Anthos Tribe"). Anthos Tribe GP, LLC ("Anthos Tribe GP") is the general partner of Anthos Tribe. Paul Farr and Bryan Kelly are the sole managers of Anthos Tribe GP. The Reporting Person is the spouse of Mr. Kelly and as a result also may be deemed to have beneficial ownership of the shares held directly by Anthos Tribe. The Reporting Person disclaims beneficial ownership of the shares held by Anthos Tribe, except to the extent of her pecuniary interest, if any, therein.
• F5Shares are held by Anthos Management LP (the "Management Company"). The Management Company is an affiliate of Anthos Capital IV and Anthos Tribe, and is managed by Paul Farr and Bryan Kelly. The Reporting Person is the spouse of Mr. Kelly and as a result also may be deemed to have beneficial ownership of the shares held directly by the Management Company. The Reporting Person disclaims beneficial ownership of the shares held by the Management Company, except to the extent of her pecuniary interest, if any, therein.