UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report: ~~February~~March 912, 2026

(Date of earliest event reported)

SALLY BEAUTY HOLDINGS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	1-33145	136-~~33145~~2257936	~~36-2257936~~
(State or Other Jurisdictionof Incorporation)	(Commission File Number)	(~~CommissionFile~~IRS ~~Number~~EmployerIdentification No.)	~~(IRS EmployerIdentification No.)~~
7900 Windrose Avenue,Plano, Texas		75024
(Address of Principal Executive Offices)		(Zip Code)

7900 Windrose Avenue
Plano, Texas		75024
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (800) 777-5706

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		TradingSymbol(s)		Name of each ~~exchangeon~~exchange on which registered
Common Stock, $0.01 par value		SBH		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 25.02. ~~Results~~Departure of ~~Operations~~Directors ~~and~~or ~~Financial~~Certain ~~Condition~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

OnResignation ~~February 9, 2026, Sally Beauty Holdings, Inc. (the “Company”) issued the news release attached hereto as Exhibit 99.1 reporting the financial results~~ of ~~the Company for the first quarter ended December 31, 2025 (the “Earnings Release”).~~Director

~~Item~~On 7March 12, 2026, Erin Nealy Cox notified the Board of Directors (the “Board”) of Sally Beauty Holdings, Inc.01 ~~Regulation~~(the FD“Company”) ~~Disclosure~~of her resignation from the Board as part of a transition to her new role at Walmart, Inc. The resignation was effective immediately and there was no disagreement between the Company and Ms. Nealy Cox that led to her decision to resign. Ms. Nealy Cox’s term was set to expire at the Company’s Annual Meeting of Stockholders to be held in 2027.

The ~~Earnings~~Company ~~Release~~thanks ~~also~~Ms. ~~provides~~Nealy anCox ~~update~~for onher ~~the~~service ~~Company’s~~and ~~strategy~~leadership ~~and~~to ~~business~~the ~~outlook~~Board.

Item 9.01 Financial Statement and Exhibits

(d)

Exhibit		Description
99.1		News release reporting financial results for the first quarter ended December 31, 2025, issued by Sally Beauty Holdings, Inc. on February 9, 2026.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

All of the information furnished in Items 2.02 and 7.01 of this report and the accompanying exhibit shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, unless expressly incorporated by reference therein.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SALLY BEAUTY HOLDINGS, INC.		~~SALLY BEAUTY HOLDINGS, INC.~~
February 9, 2026			By:	/s/ Denise Paulonis
March 17, 2026	By:	/s/ Denise Paulonis
		Name: Denise Paulonis		~~Name: Denise Paulonis~~
		Title: President and Chief Executive Officer		~~Title: President and Chief Executive Officer~~

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