DUNLEAVY CATHERINE 4
4 · OLAPLEX HOLDINGS, INC. · Filed Jul 7, 2026
Research Summary
AI-generated summary of this filing
Olaplex (OLPX) CFO Catherine Dunleavy Disposes 3.03M Shares in Merger
What Happened
- Catherine Dunleavy, Chief Operating Officer and Chief Financial Officer of Olaplex Holdings, reported a disposition to the issuer on 2026-07-07: 3,026,885 shares were converted/cashed out at $2.06 per share for total consideration of $6,235,383. This transaction reflects the merger of Olaplex into Henkel US Operations Corporation, under which outstanding common shares and RSU awards were converted into cash.
- The reported total includes 2,705,329 shares that were underlying Olaplex RSU awards and were automatically cancelled and converted into cash per the Merger Agreement; the remaining 321,556 shares appear to be previously outstanding common shares likewise converted.
Key Details
- Transaction date: 2026-07-07; price per share: $2.06; total proceeds: $6,235,383.
- Transaction code: D (Disposition to the issuer — conversion/cash-out in connection with a merger).
- Shares owned after the transaction: Not reported in this Form 4.
- Footnotes: (F1) Merger Agreement effective time converted each outstanding share into $2.06 cash; (F2) RSU awards (vested or unvested) were cancelled and converted into cash equal to number of underlying shares × $2.06. Payment is without interest and subject to applicable tax withholding.
- Filing timeliness: Form filed same day (period of report 2026-07-07), indicating a timely report.
Context
- This was not an open-market sale or a voluntary insider sale but a mandatory cash-out resulting from the company merger — therefore it’s a corporate transaction, not an independent signal of the insider’s view on the stock.
- For retail investors: such merger-driven conversions simply reflect the deal terms (cash-out at the deal price) rather than routine buying/selling behavior by the insider.
Insider Transaction Report
Form 4Exit
DUNLEAVY CATHERINE
See Remarks
Transactions
- Disposition to Issuer
Common Stock
[F2][F1]2026-07-07$2.06/sh−3,026,885$6,235,383→ 0 total
Footnotes (2)
- [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 (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 2,705,329 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.
Signature
/s/ John Duffy, attorney-in-fact|2026-07-07