What changed in this filing

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Item 1. Legal Proceedings

2026-05-07 compared with 2025-11-06 · 84 added, 41 removed, 201 unchanged (38% of the section changed)

7 unchanged sentences

Cartessa Aesthetics, LLC

On December 14, 2020, Hydrafacial filed a complaint (the “Cartessa Complaint”) against Cartessa Aesthetics, LLC (“Cartessa”) in the United States District Court for the Eastern District of New York (the “New York Court”), captioned Edge Systems LLC v.

On December 14, 2020, Hydrafacial LLC (“Hydrafacial”) filed a complaint (the “Cartessa Complaint”) against Cartessa Aesthetics, LLC (“Cartessa”) in the United States District Court for the Eastern District of New York (the “New York Court”), captioned Edge Systems LLC v.

Cartessa Aesthetics, LLC, Case No.

17 unchanged sentences

The initial determination recommended an exclusion order and cease and desist order against Cartessa that would prevent importation or sale of Cartessa’s hydrodermabrasion systems within the United States.

The initial determination has been certified to the Commission and it is expected to issue a final determination by the end of 2025.

The Commission issued its final determination on March 23, 2026, confirming infringement by Cartessa’s products and validity of Hydrafacial’s patent.

On March 26, 2026, Cartessa filed a petition for review by the Federal Circuit Court of Appeals.

Hydrafacial expects this appeal to be dismissed by the end of 2026.

Cartessa Aesthetics, LLC - Second Complaint

2 unchanged sentences

2:24-cv-04253 (the “Second Cartessa Case”), for patent infringement arising from Cartessa’s sale of Cartessa’s hydrodermabrasion system that Hydrafacial alleged has infringed Hydrafacial’s U.S.

The Second Cartessa Case has been stayed pending resolution of the ITC Cartessa Matter and there will be no activity until the conclusion of the ITC Cartessa Matter.

After conclusion of the ITC Cartessa Matter, Hydrafacial plans to reopen the Second Cartessa Case to seek monetary damages and plans to vigorously pursue its claims against Cartessa.

The Second Cartessa Case has been stayed pending resolution of the ITC Cartessa Matter.

Although Cartessa filed a petition for review of the Commission’s final determination in the ITC Cartessa Matter, Hydrafacial plans to file a motion to reopen the Second Cartessa Case in the second quarter of 2026 to vigorously pursue its claims against Cartessa and seek monetary damages because Hydrafacial believes and expects that Cartessa’s appeal will likely be dismissed.

Eunsung Global Corp (and Sinclair Pharma Ltd.

15 unchanged sentences

In July 2025, Eunsung terminated each of its IPR proceedings against Hydrafacial.

The only IPR proceedings still pending against Hydrafacial are the three Sinclair and AMP IPRs (IPR2025-00145, IPR2025-01169, and IPR2025-01217).

These remaining IPR proceedings are in their early stages, with one being instituted in June 2025, and the others still awaiting institution decisions that are expected to come in the first half of 2026.

Hydrafacial plans to vigorously defend its patents against each of these challenges.

On February 12, 2026, the director of the U.S.P.T.O.

de-instituted and denied the second IPR challenging the ’287 Patent (IPR2025-00145).

On April 20, 2026, the director denied Sinclair’s request for rehearing of that de-institution decision.

The only IPR proceedings still pending against Hydrafacial are the two copycat IPRs from Sinclair and AMP (IPR2025-01169 and IPR2025-01217, respectively), which have been stayed by the director in view of the pending Director Review of the institution decision in IPR2025-00145.

Hydrafacial expects these two remaining copycat IPRs challenging the ’052 Patent and ’477 Patent to also be de-instituted given that they were stayed pending the decision on the ’287 Patent, which has now been issued.

Hydrafacial plans to continue vigorously defending its patents against each of these challenges.

Medicreations LLC

3 unchanged sentences

On May 13, 2025, Hydrafacial filed a Motion for Preliminary Injunction that was denied in October 2025.

The Medicreations Case is proceeding through discovery with depositions being scheduled.

Hydrafacial is seeking monetary damages and plans to vigorously pursue its claims against Medicreations.

This case continued against Medicreations until the parties achieved a settlement on March 19, 2026, wherein Medicreations agreed to pay Hydrafacial $225,000 in past damages and a royalty of 35% of sales Medicreations made in February and March 2026.

As a result, the Medicreations Case has been dismissed.

Sinclair Pharma US, Inc

2 unchanged sentences

The Sinclair Case was stayed pending the resolution of an ITC investigation against Sinclair.

The ITC investigation was terminated in February 2025, and the district court judge lifted the stay in the Sinclair Case.

This case is now proceeding into the discovery phase.

Hydrafacial will seek monetary damages and plans to vigorously pursue its claims against Sinclair and Viora.

The ITC investigation was terminated in February 2025, and the district court judge lifted the stay for a short time before staying discovery again in view of the IPRs that were instituted and stayed.

Hydrafacial expects for this stay to be lifted once the remaining IPRs are de-instituted.

Hydrafacial plans to seek monetary damages and vigorously pursue its claims against Sinclair and Viora.

Aesthetic Management Partners Inc.

5 unchanged sentences

On June 23, 2025, AMP filed a partial motion to dismiss which only addresses a small portion of Hydrafacial’s claims and remedies in this case, but a hearing has not been scheduled for this motion yet.

The judge held a claim construction hearing on February 27, 2026.

Discovery is proceeding as the parties await the judge’s orders on the pending motions and claim construction.

Hydrafacial will continue to seek monetary damages, and plans to vigorously pursue its claims against AMP.

38 unchanged sentences

1:25-cv-00418-JLH (the “Candela Case”), for patent infringement arising from Candela’s sale of hydrodermabrasion systems that Hydrafacial alleged to have infringed five of Hydrafacial’s patents on its device.

The Candela Case is in its early stages of discovery and Hydrafacial is seeking monetary damages and plans to vigorously pursue its claims against Candela and Termosalud.

Hydrafacial reached a settlement with Candela in April 2026 and will dismiss the case as to Candela by the end of May 2026.

Hydrafacial has not reached a settlement with Termosalud yet, and as a result, Hydrafacial plans to vigorously pursue its claims against Termosalud, including monetary damages.

BQ Aesthetix & Co., LLC

8 unchanged sentences

2:23-cv-09733 (C.D.

Ca.) (the “Securities Class Action”), asserts claims for violation of Section 10(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Rule 10b-5 promulgated thereunder against all defendants (First Claim), and violation of Section 20(a) of the Exchange Act against the individual defendants (Second Claim).

The complaint alleges that, between May 10, 2022 and November 13, 2023, defendants materially misled the investing public by publicly issuing false and/or misleading statements and/or omissions relating to Hydrafacial's business, operations, and prospects, specifically with respect to the performance of and demand for the Syndeo 1.0 and 2.0 devices.

The relief sought in the complaint includes a request for compensatory damages suffered by the plaintiff and other members of the putative class for damages allegedly sustained as a result of the alleged securities violations.

Ca.) (the “Securities Class Action”), asserted claims for violation of Section 10(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Rule 10b-5 promulgated thereunder against all defendants (First Claim), and violation of Section 20(a) of the Exchange Act against the individual defendants (Second Claim).

The complaint alleged that, between May 10, 2022 and November 13, 2023, Defendants materially misled the investing public by publicly issuing false and/or misleading statements and/or omissions relating to Hydrafacial's business, operations, and prospects, specifically with respect to the performance of and demand for the Syndeo 1.0 and 2.0 devices.

The relief sought in the complaint included a request for compensatory damages suffered by the plaintiff and other members of the putative class for damages allegedly sustained as a result of the alleged securities violations.

On January 16, 2024, putative class members Jeff and Kevin Brown (the “Browns”), Priscilla and Martjn Dijkgraaf (the “Dijkgraafs”), and Joseph Jou filed three competing motions for appointment as lead plaintiff under the Private Securities Litigation Reform Act (“PSLRA”), 17 U.S.C.

3 unchanged sentences

On July 1, 2024, lead plaintiffs filed a consolidated amended class action complaint asserting the same causes of action as the original complaint.

The Securities Class Action case is assigned to U.S.

The Securities Class Action case was assigned to U.S.

District Judge Sherilyn Peace Garnett.

On September 30, 2024, the Company filed a motion to dismiss the consolidated amended class action complaint in its entirety.

Plaintiffs filed their opposition brief on November 22, 2024, and the Company filed its reply brief on December 23, 2024.

On September 30, 2024, Defendants filed a motion to dismiss the consolidated amended class action complaint in its entirety.

Plaintiffs filed their opposition brief on November 22, 2024, and Defendants filed their reply brief on December 23, 2024.

A hearing on the Defendants’ motion to dismiss was scheduled for January 15, 2025.

On January 10, 2025, the Court granted the parties’ joint stipulation to adjourn the January 15, 2025 hearing.

On January 17, 2025, the court granted the parties’ joint stipulation to withdraw briefing on Defendants’ motion to dismiss without prejudice to refiling and to briefly stay proceedings so that the parties can complete a private mediation.

On January 17, 2025, the Court granted the parties’ joint stipulation to withdraw briefing on Defendants’ motion to dismiss without prejudice to refiling and to briefly stay proceedings so that the parties could complete a private mediation.

The parties conducted the private mediation on March 27, 2025.

The parties were unable to reach a settlement at the mediation.

On April 16, 2025, the court so-ordered the parties’ stipulation.

On May 5, 2025, the plaintiffs filed an amended complaint.

On July 11, 2025, Defendants filed a motion to dismiss the amended complaint in its entirety.

On May 5, 2025, the plaintiffs filed a second amended complaint (the “SAC”), pursuant to the parties’ stipulation, which was so-ordered by the Court on April 16, 2025.

On July 11, 2025, Defendants filed a motion to dismiss the SAC in its entirety.

The Court scheduled a hearing on Defendants’ motion for September 17, 2025.

1 unchanged sentence

On September 25, 2025, the Court denied Defendants’ motion to dismiss.

Defendants’ answer to the amended complaint is due November 24, 2025.

On November 24, 2025, each Defendant filed an answer to the SAC.

On November 26, 2025, the parties filed a Fed.

26(f) joint report and proposed stipulated pretrial schedule.

On December 15, 2025, the Court so-ordered the parties’ stipulated pretrial schedule, set the final pretrial conference for November 17, 2027, and set trial for December 7, 2027.

On the same day, the Court referred the parties to a private mediation before a private mediator of their choice, to be completed by October 13, 2027.

On March 24, 2026, the parties entered into a stipulation to extend the case schedule by approximately three months to allow them to focus on mediation efforts.

The Court approved the stipulation on March 25, 2026, resulting in a three-month extension of the case schedule, including all discovery deadlines.

The parties have agreed to participate in a private mediation, which is currently scheduled to take place on May 20, 2026.

The Company believes that the claims asserted in the Securities Class Action have no merit and intends to vigorously defend them.

Customer Class Action

On October 24, 2024, Jason Davalos (“Jason Davalos”), Sonia Davalos (“Sonia Davalos”, and collectively with Jason Davalos, the “Davaloses”), and Sol Tan Tanning & Spa LLC (“Sol Tan”, and collectively with the Davaloses, the “Class Action Plaintiffs”), individually and on behalf of all others similarly situated, filed a putative class action complaint against Hydrafacial LLC d/b/a The Hydrafacial Company and The Beauty Health Company (collectively, the “Class Action Defendants”) for alleged violations of New York consumer fraud statutes, breach of contract, and common law breach of implied warranties (the “Customer Class Action”).

On October 24, 2024, Jason Davalos (“Jason Davalos”), Sonia Davalos (“Sonia Davalos”, and collectively with Jason Davalos, the “Davaloses”), and Sol Tan Tanning & Spa LLC (“Sol Tan”, and collectively with the Davaloses, the “Class Action Plaintiffs”), individually and on behalf of all others similarly situated, filed a putative class action complaint (the “Complaint”) against Hydrafacial LLC d/b/a The Hydrafacial Company (“Hydrafacial”) and The Beauty Health Company (“BHC” and collectively with Hydrafacial, the “Class Action Defendants”) for alleged violations of New York consumer fraud statutes, breach of contract, and common law breach of implied warranties (the “Customer Class Action”).

The case is captioned Jason Davalos, Sonia Davalos, Sol Tan Tanning & Spa LLC, on behalf of themselves and all others similarly situated v.

Hydrafacial LLC dba The Hydrafacial Company, and The Beauty Health Company, Case No.

24-cv-8073 (S.D.N.Y.) (Caproni, J.) The complaint alleges that all three versions of the Syndeo machine (Syndeo 1.0, Syndeo 2.0, and Syndeo 3.0) were defective and did not perform in the manner in which it had been represented by Class Action Defendants.

24-cv-8073 (S.D.N.Y.) (Caproni, J.) The Complaint alleged that all three versions of the Syndeo machine (Syndeo 1.0, Syndeo 2.0, and Syndeo 3.0) were defective and did not perform in the manner in which it had been represented by Class Action Defendants.

Class Action Plaintiffs claim that Class Action Defendants made various misrepresentations in its marketing and sales of the Syndeo machines and, rather than provide a refund to customers for the defective machines, replaced them with another Syndeo machine that exhibited the same defects.

Class Action Plaintiffs purport to bring claims on behalf of themselves, and all other similarly situated purchasers within the United States, of Class Action Defendants’ Syndeo machines.

The complaint asserts five causes of action:

Class Action Plaintiffs purported to bring claims on behalf of themselves, and all other similarly situated purchasers within the United States, of Class Action Defendants’ Syndeo machines.

The Complaint asserted five causes of action:

(1) violations of N.Y.

5 unchanged sentences

and (5) breach of the implied warranty of fitness.

The relief sought in the complaint includes monetary damages allegedly suffered by Class Action Plaintiffs and other members of the putative class as a result of Class Action Defendants’ alleged violations and breaches, including a trebling of any money damages award for alleged violations of N.Y.

The relief sought in the Complaint included monetary damages allegedly suffered by Class Action Plaintiffs and other members of the putative class as a result of Class Action Defendants’ alleged violations and breaches, including a trebling of any money damages award for alleged violations of N.Y.

G.B.L., § 349 and § 350.

On December 30, 2024, the Class Action Defendants filed a motion to dismiss the Customer Class Action complaint in its entirety.

On December 30, 2024, the Class Action Defendants filed a motion to dismiss the Complaint in its entirety.

On January 3, 2025, the Class Action Defendants filed a motion to stay discovery during the pendency of their motion to dismiss.

13 unchanged sentences

On the same day, the Court endorsed the joint submission and ordered Plaintiff to file an amended complaint no later than June 2, 2025, and scheduled an initial pretrial conference for July 18, 2025.

On June 2, 2025, Plaintiff and fifteen other alleged purchasers of the Syndeo machines filed an amended complaint asserting:

On June 2, 2025, Plaintiff and fifteen other alleged purchasers of the Syndeo machines (“Plaintiffs”) filed an amended complaint (the “Amended Complaint”) asserting:

(1) violations of N.Y.

5 unchanged sentences

and (5) breach of express warranty (Count III).

The relief sought in the amended complaint includes monetary damages allegedly suffered by Class Action Plaintiffs and other members of the putative class as a result of Class Action Defendants’ alleged violations and breaches, including a trebling of any money damages award for alleged violations of N.Y.

The relief sought in the Amended Complaint included monetary damages allegedly suffered by Class Action Plaintiffs and other members of the putative class as a result of Class Action Defendants’ alleged violations and breaches, including a trebling of any money damages award for alleged violations of N.Y.

G.B.L., § 349 and § 350.

For Counts IV (violations of N.Y.

G.B.L., § 349) and V (violations of N.Y.

G.B.L., § 350), plaintiff Jennifer Skuratov d/b/a Spa Thirsty, Inc.

(“Spa Thirsty”), sought certification of an alternative subclass of New York purchasers of Syndeo devices (the “Putative New York Subclass”).

On June 23, 2025, Defendants moved to (i) dismiss Counts I, II, IV, and V in full;

(ii) partially dismiss Count III to the extent it alleges design defects;

(iii) dismiss all claims brought by plaintiff Jennifer Skuratov d/b/a Spa Thirsty in full;

(iv) dismiss all claims against the Company in full;

(iii) dismiss all claims brought by plaintiff Spa Thirsty in full;

(iv) dismiss all claims against BHC in full;

and (v) dismiss Plaintiffs’ claim for injunctive relief.

The parties are currently engaged in discovery while they await the Court’s ruling on Defendants’ partial motion to dismiss.

The Company believes that the claims asserted in the Customer Class Action have no merit and Class Action Defendants intend to vigorously defend them

On December 22, 2025, the Court granted Defendants’ motion to dismiss in its entirety, except it denied Defendants’ request that the claims brought by plaintiff Spa Thirsty be dismissed with prejudice.

Specifically, the Court dismissed (i) all of Plaintiffs’ claims against BHC;

(ii) Plaintiffs’ claims for breach of the implied warranty of merchantability (Count I), breach of express and implied contract and class-wide rescission based on fraudulent inducement (Count II), and violations of N.Y.

G.B.L., §§ 349 and 350 (Counts IV and V), and their request for injunctive relief;

and (iii) the Class Action Plaintiffs’ claim for breach of express warranty (Count III) to the extent it arises out of alleged defects affirmatively identified as “design defects” in the amended complaint.

In addition, the Court denied the Class Action Plaintiffs’ request for leave to amend as to all of the dismissed causes of action except for plaintiff Spa Thirsty’s claims pursuant to N.Y.

§§ 349 and 350.

The Court gave plaintiff Spa Thirsty until January 9, 2026 to move for leave to file a second amended complaint that addresses the deficiencies with plaintiff Spa Thirsty’s §§ 349 and 350 claims.

Those deficiencies included plaintiff Spa Thirsty’s failure to allege that it “was aware of any of Defendants’ purportedly deceptive statements ‘before [it] purchased or came into possession’ of the Syndeo.”

On January 9, 2026, Class Action Plaintiffs filed a letter motion for leave to file a second amended complaint and for reconsideration of the Court’s dismissal of Plaintiffs’ claims for breach of express and implied contract and class-wide rescission based on fraudulent inducement (Count II).

Class Action Plaintiffs appended a proposed second amended complaint (the “Second Amended Complaint”) to their letter motion.

The Second Amended Complaint alleged that plaintiff Spa Thirsty purchased a Syndeo in reliance on representations made by Hydrafacial to plaintiff Spa Thirsty at an aesthetic conference in New York, including that Syndeo was “top of the line,” “hands free,” “had superior cleanliness,” “superior,” “a major upgrade,” “works great,” and “yielded ‘more than 15 uses per bottle of solution serum.” The Second Amended Complaint alleged that those representations were deceptive in violation of N.Y.

§§ 349 and 350 because the Syndeo allegedly lacked attributes Hydrafacial had represented to plaintiff Spa Thirsty and did not yield the promised treatments per bottle of solution serum.

On January 23, 2026, Hydrafacial filed its opposition to Class Action Plaintiffs’ letter motion.

Hydrafacial argued that the Second Amended Complaint was futile because all of its alleged representations about the Syndeo were inactionable puffery, except for, arguably, the representation regarding the number of treatments per bottle of solution serum.

For that representation, Hydrafacial argued that plaintiff Spa Thirsty did not allege that its Syndeo yielded fewer than 15 treatments per bottle and failed to allege other facts required to state §§ 349 and 350 claims.

Hydrafacial also argued that Class Action Plaintiffs’ request for reconsideration of the dismissal of Count II should be denied as untimely.

On January 27, 2026, the Court issued an order granting Class Action Plaintiffs’ motion for leave to file the Second Amended Complaint but denied their request that the Court reconsider its order dismissing the claim for breach of contract in Count II of the Amended Complaint.

Although the Court agreed with Hydrafacial that “many of the claims attributed to HydraFacial in the Second Amended Complaint are non-actionable puffery, the claim that the Syndeo ‘yielded more than 15 uses per bottle of serum’ is a verifiable statement of fact,” and the Court could “infer that plaintiff Spa Thirsty’s machine failed to yield the promised number of uses per bottle of serum ….

From plaintiff Spa Thirsty’s allegation that its ‘machines run through serums faster than Defendant states it should.’” The Court denied reconsideration because Class Action Plaintiffs’ request was both untimely and “would fail on the merits,” as Class Action Plaintiffs “failed to allege the specific provisions of the contract upon which liability was predicated.” Pursuant to the Court’s order, Class Action Plaintiffs filed the Second Amended Complaint on January 29, 2026.

As a result of the Court’s ruling, the only claims still pending before the Court in the Customer Class Action are (i) the Class Action Plaintiffs’ claim against Hydrafacial for breach of its express warranty against defects in materials and workmanship;

and (ii) plaintiff Spa Thirsty’s claim, asserted on behalf of itself and the Putative New York Subclass against Hydrafacial, for alleged violations of N.Y.

G.B.L., § 349 and § 350.

On February 26, 2026, the parties jointly notified the Court that a settlement-in-principle had been reached and requested that all deadlines be stayed for sixty (60) days.

On March 2, 2026, the Court ordered Class Action Plaintiffs to file the necessary motion papers for preliminary approval of the settlement on or before May 29, 2026, and canceled all other deadlines in the case.

The Company believes that the claims asserted in the Customer Class Action have no merit and it intends to vigorously defend them.

Consolidated Derivative Action

30 unchanged sentences

Pursuant to a scheduling order entered by the court, Plaintiffs’ answering brief was filed on May 2, 2025, and Defendants’ reply brief was filed on June 3, 2025.

Although oral argument before the Delaware Court of Chancery on the Motion to Dismiss is scheduled for January 7, 2026, the parties held a mediation on November 4, 2025 and have reached agreement on certain terms of a mutually agreeable resolution.

However, the settlement discussions are ongoing and any final resolution is subject to the parties’ execution of a final settlement agreement and the Delaware Court of Chancery’s approval.

The Company believes that the claims asserted in the Consolidated Derivative Action have no merit and intends to vigorously defend them.

The parties held a mediation on November 4, 2025 and reached agreement on terms of a mutually agreeable resolution.

On February 9, 2026, the parties entered into a Stipulation of Settlement, which is subject to court approval.

On February 20, 2026, the Delaware Court of Chancery entered a Scheduling Order with respect to Notice and Settlement Hearing, requiring the Company to file a copy of the Notice of Pendency and Proposed Settlement of Derivative Action as an exhibit to a Current Report on Form 8-K, which the Company filed on March 6, 2026.

The Court has scheduled the settlement hearing for May 13, 2026.

Securities and Exchange Commission (the “SEC”) Subpoena

On January 11, 2024, the Company was informed that the SEC is conducting a formal investigation of the Company related to, among other things, the allegations brought against the Company in the Securities Class Action lawsuit.

The Company has subsequently received subpoenas from the SEC for the production of documents and information related to its investigation.

The Company is in the process of responding to the subpoenas and intends to fully cooperate with the SEC investigation.

The Company has subsequently received subpoenas from the SEC for the production of documents and witness testimony related to its investigation.

The Company is in the process of responding to the subpoenas and intends to continue to fully cooperate with the SEC investigation.

We cannot predict the duration, scope, or outcome of this matter at this time.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Legal Proceedings