Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Chief Revenue Officer Departure On May 5, 2026, the Board of Directors of the Company terminated Ronald Menezes’ employment as Chief Revenue Officer of the Company without cause, effective as of May 6, 2026. Mr. Menezes’ termination was not a result of any disagreement with the Company on any matter relating to the Company’s financial reporting, operations, policies or practices. On May 15, 2026, the parties entered into the Separation Agreement in connection with Mr. Menezes’ termination from his position as Chief Revenue Officer of the Company. Pursuant to the Separation Agreement, Mr. Menezes’ position with the Company terminated effective May 6, 2026 (the “Separation Date”). Pursuant to the Separation Agreement, and conditioned upon Mr. Menezes’ execution of the required release, non-revocation of the Separation Agreement, and compliance and continued compliance with the terms of the Separation Agreement, Mr. Menezes will receive: (i) total cash severance of $463,000, payable bi-weekly, in accordance with the Company’s standard payroll practices (including standard withholding and authorized deductions), for a period of twelve (12) months beginning on the Separation Date; and (ii) a 2026 pro-rata annual bonus, as defined in The Beauty Health Company Amended and Restated Executive Severance Plan, effective March 1, 2024, calculated as a pro-rata amount of the annual bonus to which Mr. Menezes would have been entitled absent the termination of his employment, based on his employment in 2026 through May 6, 2026, and payable when the annual bonus is normally paid to employees of the Company in March 2027 (collectively, the “Severance Benefits”). The Separation Agreement further provides that commencing on the first day of the month following the Separation Date, Mr. Menezes may elect to continue his health, dental, and vision benefits under the Company's group health plans under COBRA continuation coverage. If Mr. Menezes timely submits an election to continue coverage under COBRA, the Company will reimburse the employer portion of COBRA premium payments during the period that Mr. Menezes receives the Severance Benefits. As consideration for the Severance Benefits, Mr. Menezes agreed to release all claims against the Company and related releasees arising out of or in any way connected with Mr. Menezes’ employment relationship with the Company or his separation from employment. Mr. Menezes is also subject to ongoing covenants relating to proprietary information, confidentiality of Company information, return of Company property, confidentiality of the terms of the Separation Agreement, non-disparagement, and a one-year covenant against soliciting Company employees to resign from the Company and work for a competitor of the Company. The foregoing description of the Separation Agreement is not complete and is subject to and qualified in its entirety by reference to the Separation Agreement, a copy of which is filed with this Current Report on Form 8-K/A as Exhibit 10.1, and the terms of which are incorporated by reference herein.
SKIN Beauty Health Co - 8-K/A
Accession
0001628280-26-0373405.029.01
Item 5.02 - Departure/Election of Directors or Certain Officers
488 words
Item 9.01 - Financial Statements and Exhibits
45 words
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Severance and General Release Agreement, entered into May 15, 2026, by and among Hydrafacial LLC, SkinHealth Systems Inc., and Ronald Menezes 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)