Item 5. Other Information
Item 5. Other Information.
The information included in this Item 5 is provided in lieu of filing such information on a Current Report on Form 8-K under Item 5.02. Compensatory Arrangements of Certain Officers.
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Retention Bonus Award
On May 7, 2022, Daniel Watson, our Executive Vice President of Sales for the United States and Canada, signed a retention agreement that states, “In recognition of your continued service with the Company through and until December 31, 2022 (the “Retention Period”), we are offering you a retention bonus in the amount of $371,196.54 less all applicable withholdings and deductions required by law (the “Retention Bonus”). This Retention Bonus will be payable within thirty (30) days from the end of the Retention Period.” Such retention agreement will be filed as an exhibit to the quarterly report on Form 10-Q for the quarter ending June 30, 2022.
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Item 6. Exhibits
The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.
EXHIBIT INDEX
No. Description of Exhibit Form
File No.
Exhibit
Filing Date
Filed Herewith
2.1
Agreement and Plan of Merger, dated as of December 8, 2020, by and among Vesper Healthcare Acquisition Corp., Hydrate Merger Sub I, Inc., Hydrate Merger Sub II, LLC, LCP Edge Intermediate, Inc. and LCP Edge Holdco, LLC, in its capacity as the Stockholders’ Representative
8-K 001-39565 2.1 December 9, 2020
3.1
Second Amended and Restated Certificate of Incorporation of The Beauty Health Company
8-K 001-39565 3.1 May 10, 2021
3.2
Amended and Restated Bylaws of The Beauty Health Company
8-K 001-39565 3.2 May 10, 2021
4.1
Indenture, dated as of September 14, 2021, between The Beauty Health Company and U.S. Bank National Association, as trustee
8-K 001-39565 4.1 September 14, 2021
4.2
Form of certificate representing the 1.25% Convertible Senior Notes due 2026 (included as Exhibit A to Exhibit 4.1)
8-K 001-39565 4.2 September 14, 2021
10. 1
Form of Confirmation for Capped Call Transactions
8-K 001-39565 10.1 September 14, 2021
10. 2#
Employment Agreement, dates as of January 20, 2022, between Andrew Stanleick, Edge Systems LLC d/b/a The HydraFacial Company and The Beauty Health Company
8-K 001-39565 10.1 January 20, 2022
31.1*
Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
31.2*
Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X
32.1*
Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
X
32.2*
Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
X
101.INS**
Inline XBRL Instance Document
X
101.SCH**
Inline XBRL Taxonomy Extension Schema Document
X
101.CAL**
Inline XBRL Taxonomy Extension Calculation Linkbase Document
X
101.DEF**
Inline XBRL Taxonomy Extension Definition Linkbase Document
X
101.LAB**
Inline XBRL Taxonomy Extension Labels Linkbase Document X
101.PRE**
Inline XBRL Taxonomy Extension Presentation Linkbase Document
X
104** Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101 attachments
_______________
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* These certifications are being furnished solely to accompany this annual report pursuant to 18 U.S.C. Section 1350, and are not being filed for purposes of Section 18 of the Securities Exchange Act of 1934 and are not to be incorporated by reference into any filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
** The XBRL related information in Exhibit 101 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.
# Management contract or compensatory plan or arrangement.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
THE BEAUTY HEALTH COMPANY
Date: May 10, 2022
By: /s/ Andrew Stanleick
Name: Andrew Stanleick
Title: Chief Executive Officer
(Principal Executive Officer)
Date: May 10, 2022
By: /s/ Liyuan Woo
Name: Liyuan Woo
Title: Chief Financial Officer
(Principal Accounting Officer and Financial Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.