Baldwin Amanda 4
4 · OLAPLEX HOLDINGS, INC. · Filed Jul 7, 2026
Research Summary
AI-generated summary of this filing
Olaplex (OLPX) CEO Amanda Baldwin Sells Shares in $2.06 Merger
What Happened
- Amanda Baldwin, CEO of Olaplex Holdings, disposed of 9,129,515 common shares to the issuer at $2.06 per share, receiving $18,806,801 in cash as part of the March 26, 2026 merger that closed effective July 7, 2026. The reported share amount includes 7,910,624 shares that were underlying restricted stock units (RSUs) and were converted into cash under the merger terms.
- Separately, 4,237,288 outstanding stock options held by Baldwin were cancelled for no consideration because their $2.53 per‑share exercise price exceeded the $2.06 merger consideration.
Key Details
- Transaction date: 2026-07-07 (Effective Time of the merger); Form filed 2026-07-07 (timely).
- Share disposal: 9,129,515 shares at $2.06 → $18,806,801 total cash consideration.
- RSUs: 7,910,624 underlying RSUs were converted to cash as part of the same merger payout.
- Options: 4,237,288 options cancelled for no value (exercise price $2.53 > $2.06).
- Transaction code: D (Disposition to issuer); one line also reports a derivative-related cancellation.
- Shares owned after transaction: equity positions tied to the converted shares were cashed out and the listed options were cancelled (i.e., no converted common shares remain from those awards).
Context
- These were not open‑market sales but corporate action proceeds from a takeover: each outstanding common share was converted into $2.06 cash under the Merger Agreement. RSUs were similarly cashed out; out‑of‑the‑money options were cancelled with no payout.
- This filing reflects the merger payout mechanics rather than an insider buying or trading on an ongoing basis.
Insider Transaction Report
Form 4Exit
Baldwin Amanda
DirectorChief Executive Officer.
Transactions
- Disposition to Issuer
Common Stock
[F2][F1]2026-07-07$2.06/sh−9,129,515$18,806,801→ 0 total - Disposition to Issuer
Company Stock Options
[F3][F4]2026-07-07−4,237,288→ 0 totalExercise: $2.53→ Common Stock (4,237,288 underlying)
Footnotes (4)
- [F1]Pursuant 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.
- [F2]At 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 (collectively, the "Company Equity Plans") (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 7,910,624 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.
- [F3]At the Effective Time, each option to purchase Shares granted under the Issuer's Company Equity Plans (each, a "Company Option") that was outstanding and unexercised 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 Option, multiplied by (y) the excess, if any, of the Merger Consideration over the per Share exercise price of such Company Option; provided, however, that any Company Option that had a per Share exercise price that was equal to or greater than the Merger Consideration was cancelled for no consideration.
- [F4](Continued from footnote 3) The Reporting Person's Company Options had a per Share exercise price of $2.53, which exceeded the Merger Consideration of $2.06 per Share. Accordingly, all 4,237,288 of the Reporting Person's Company Options were cancelled for no consideration at the Effective Time.
Signature
/s/ John Duffy, attorney-in-fact|2026-07-07