DUNLEAVY CATHERINE 4

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.