Duffy John C 4
4 · OLAPLEX HOLDINGS, INC. · Filed Jul 7, 2026
Research Summary
AI-generated summary of this filing
Olaplex (OLPX) General Counsel John C. Duffy Sells Shares
What Happened
- John C. Duffy, General Counsel of Olaplex Holdings, disposed of 971,384 common shares on 2026-07-07 for $2.06 per share, totaling $2,001,051. This disposition was a result of the merger with Henkel; each Olaplex share was converted into $2.06 cash at the merger Effective Time.
- In addition, 803,173 restricted stock units (RSUs) held by Duffy were automatically cancelled and converted into the right to receive $2.06 per share in cash. All 170,000 stock options he held (two tranches of 85,000 with exercise prices $14.95 and $5.41) were cancelled for no consideration because their exercise prices exceeded the $2.06 merger price.
Key Details
- Transaction date: 2026-07-07 (Effective Time of the Merger).
- Cash price per share: $2.06; cash received for common shares reported: $2,001,051 for 971,384 shares.
- RSUs converted: 803,173 shares underlying RSU awards, paid at $2.06/share.
- Options cancelled: 170,000 options (85,000 at $14.95; 85,000 at $5.41) — cancelled for no consideration.
- Filing/timeliness: Form filed with report period 2026-07-07 (same day as transactions reported).
- Transaction code: D (disposition to issuer — here reflecting merger conversion/cash-out). Derivative lines show N/A price when cancelled for no consideration.
Context
- These transactions are merger-driven: outstanding common shares and RSUs were converted into cash at the merger price; out-of-the-money options were cancelled without payment. This type of disposition reflects corporate merger mechanics rather than an open-market sale decision by the insider.
Insider Transaction Report
Form 4Exit
Duffy John C
General Counsel
Transactions
- Disposition to Issuer
Common Stock
[F2][F1]2026-07-07$2.06/sh−971,384$2,001,051→ 0 total - Disposition to Issuer
Company Stock Options
[F3][F4]2026-07-07−85,000→ 0 totalExercise: $14.95→ Common Stock (85,000 underlying) - Disposition to Issuer
Company Stock Options
[F3][F4]2026-07-07−85,000→ 0 totalExercise: $5.41→ Common Stock (85,000 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 803,173 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 held Company Options in two tranches: (i) 85,000 Company Options with a per Share exercise price of $14.95 and (ii) 85,000 Company Options with a per Share exercise price of $5.41. Both exercise prices exceeded the Merger Consideration of $2.06 per Share. Accordingly, all 170,000 of the Reporting Person's Company Options were cancelled for no consideration at the Effective Time.
Signature
/s/ John Duffy|2026-07-07