SkinHealth Systems Inc. 10-Q

Item 4. Controls and Procedures. Evaluation of Disclosure Controls and Procedures The Company conducted an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s principal executive officer and principal financial officer, of the effectiveness of the design and operation of its disclosure controls and procedures as defined in Rules 13a-15(e) and 15-d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) as of the end of the period covered by this Quarterly Report on Form 10-Q. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on that evaluation, the Company’s principal executive officer and principal financial officer have concluded that, as a result of the material weakness in our internal control over financial reporting related to the Company’s inventory process as described in Part II, Item 9A of our Annual Report on Form 10-K for the year ended December 31, 2024, the Company’s disclosure controls and procedures were not effective as of September 30, 2025. 34 Remediation Plan for Material Weakness The Company, with oversight from our Audit Committee, has made progress on its remediation plan specific to the material weakness, with the completion of the following remediation activities as of September 30, 2025: • The Company appointed new individuals in key roles including the Chief Supply Chain and Operations Officer and other operational leadership roles; • Enhanced training and operational guidelines resulting in the successful completion of the Company’s annual physical inventory counts; and • Designed and implemented controls with regards to excess and obsolete inventory and inventory pricing and purchase arrangements. The Company has implemented the remediation steps detailed above; however, the Company is unable to conclude that these controls are operating effectively until the applicable controls operate for a sufficient period of time and are subject to testing to conclude that remediation has been achieved. The Company anticipates that remediation activities will be completed during fiscal year 2025. Changes in Internal Control Over Financial Reporting There have been no changes in our internal control over financial reporting (as such term is defined in the Exchange Act) that occurred during the three months ended September 30, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 35 PART II— OTHER INFORMATION