FLUXMAN LEONARD I 4

4 · ONESPAWORLD HOLDINGS Ltd · Filed Feb 13, 2026

AI-generated summary of this filing

Updated Feb 14, 2026

ONESPAWORLD (OSW) CEO Leonard Fluxman Sells 73,385 Shares

What Happened

Leonard I. Fluxman, CEO, Executive Chairman and Director of ONESPAWORLD (OSW), had two related filings: an award of 84,062 performance stock units (PSUs) reported 2026-02-11 and a disposition (sale) of 73,385 shares on 2026-02-13. The sale was reported at a weighted average price of $22.59 for proceeds of $1,657,767.

Key Details

Transactions/dates: PSU grant reported 2026-02-11 (award). Shares sold 2026-02-13 (disposition).
Sale details: 73,385 shares sold at a weighted average price of $22.59; prices in the underlying trades ranged from $22.01 to $22.96 (per footnote).
Total proceeds: ~$1,657,767.
Why sold: Footnote says these shares were mandatorily sold in a broker-assisted cashless program to satisfy tax withholding on vesting of RSUs/PSUs (tax-withholding sale).
PSU settlement: Each PSU converts to one common share on vesting; one-third is settled immediately in shares, the remaining two-thirds settle in two equal installments on Dec 2, 2026 and Dec 2, 2027, subject to continued service.
Shares owned after transaction: not specified in the excerpt of the filing provided.
Filing timeliness: Form 4 was filed 2026-02-13 for transactions on 2026-02-11 and 2026-02-13; appears timely.

Context

The sale appears to be a mandatory, broker-assisted cashless sale to cover tax withholding arising from equity vesting, not an open-market discretionary sale. Such withholding sales are common after awards vest and do not necessarily indicate trading sentiment. The PSU award creates contingent rights to future shares subject to performance and continued service.

Form 4

Period: 2026-02-11

DirectorSee Remarks

Transactions

Award
Common Shares
[F1]
2026-02-11+84,062→ 1,381,934 total
Other
Common Shares
[F2][F3]
2026-02-13$22.59/sh−73,385$1,657,767→ 1,408,549 total

Holdings

Footnotes (3)

[F1]Each Performance Stock Unit ("PSU") represents a contingent right to receive, at vesting, one common share. Upon satisfaction of performance conditions with respect to PSUs, one-third immediately settled in common shares and the remaining two-thirds will settle in two equal installments on each of December 2, 2026 and December 2, 2027, subject to continued service through such dates.
[F2]Represents shares mandatorily sold, pursuant to the terms of the grant, in a broker assisted cashless exercise program arranged by the Issuer to satisfy tax withholding obligations upon the receipt of common shares in connection with the vesting and settlement of RSUs and PSUs.
[F3]The price reported is a weighted average price. These shares, which include 62,182 sold in connection with a prior vesting of RSUs, were sold in multiple transactions at prices ranging from $22.01 to $22.96. The Reporting Person undertakes to provide to the Issuer, any security holders of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within this range.

Signature

/s/ Inga Fyodorova, as Attorney-in-Fact for Leonard Fluxman|2026-02-13

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