8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 30, 2025

The Beauty Health Company

(Exact name of registrant as specified in its charter)

Delaware	001-39565	85-1908962
(State or other jurisdiction<br><br>of incorporation)	(Commission<br><br>File Number)	(IRS Employer<br><br>Identification No.)

2165 Spring Street

Long Beach, CA

(Address of principal executive offices)

90806

(Zip Code)

(800) 603-4996

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading<br><br>Symbol(s)	Name of each exchange<br><br>on which registered
Class A Common Stock, par value $0.0001 per share	SKIN	The Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of New Director

On October 30, 2025, at the recommendation of the Nominating and Corporate Governance Committee of the Board of Directors (the "Board") of The Beauty Health Company (the "Company"), the Board appointed Dr. Philippe Schaison to the Board, effective as of October 30, 2025.

Dr. Schaison currently serves as the Chief Executive Officer and as a director of Soltégo, Inc., a bio-cosmetics company, since 2018. Prior to his role at Soltégo, he was Chief Executive Officer NA of Syneron Candela, a medical aesthetic and cosmetic laser company, from 2017 to 2018, and President of Allergan Aesthetic, from 2013 to 2017. Dr. Schaison has served as Chairman of the Board of Raziel Therapeutics Ltd., an Israeli-based biotechnology company, since 2020, and currently sits on a number of other biomedical company boards including AIVITA Biomedical, Inc. since 2019; Dyve Biosciences, Inc. since 2020; and miraDry, Inc. since 2022. Dr. Schaison earned an M.B.A. from Hautes Etudes Commerciales in Paris, and a Doctorate in Pharmacy from the Université Paris V René Descartes.

The Board believes that Dr. Schaison is well-qualified to serve as a director of the Company due to his significant operating experience scaling global health and beauty franchises, as well as his extensive director and executive experience across a range of different organizations and industries. For these reasons, the Board concluded that Dr. Schaison should serve as a director of the Company.

The Nominating and Corporate Governance Committee and the Board determined that Dr. Schaison qualifies as an independent director for purposes of Nasdaq listing rules as well as applicable rules of the Securities and Exchange Commission ("SEC"). The Board also appointed Dr. Schaison to serve as a member on both of the Company's Nominating and Corporate Governance Committee and the Compensation Committee, effective as of October 30, 2025.

Dr. Schaison's compensation will be consistent with the Company's previously disclosed standard compensatory arrangements for non-employee directors, which are described in the Company's Proxy Statement on Schedule 14A filed with the SEC on April 25, 2025, under the heading "2024 Director Compensation." Dr. Schaison's compensation will be prorated to reflect the commencement date of his Board service.

In addition, Dr. Schaison will enter into the Company's standard form of indemnification agreement, a form of which was filed as Exhibit 10.13 to the Company's Current Report on Form 8-K filed with the SEC on May 10, 2021.

There are no arrangements or understandings between Dr. Schaison and any other person pursuant to which he was named a director of the Company. Dr. Schaison has no family relationship with the Company's directors or executive officers or any persons nominated or chosen by the Company to be a director or executive officer. Dr. Schaison has not entered into any other material plan, contract, arrangement or amendment in connection with his appointment to the Board.

Dr. Schaison is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 7.01. Regulation FD Disclosure.

On November 3, 2025, the Company issued a press release announcing the appointment of Dr. Schaison as a director of the Board. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Exhibit 99.1 contains forward-looking statements. These forward-looking statements are not guarantees of future performance and involve risks, uncertainties, and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed in these forward-looking statements.

The information set forth under Item 7.01 of this Current Report on Form 8-K (this "Current Report"), including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of such section. The information in Item 7.01 of this Current Report, including Exhibit 99.1, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing, except as expressly set forth by specific reference in such a filing. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release, dated November 3, 2025
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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 hereunto duly authorized.

Dated: November 3, 2025	The Beauty Health Company
	By:	/s/ Michael Monahan
	Name:	Michael Monahan
	Title:	Chief Financial Officer

Document

BeautyHealth Appoints Philippe Schaison, PharmaD, to Board of Directors

Global Aesthetics Leader Brings Deep Industry Expertise and Proven Track Record Driving Growth Across Health, Beauty, and Consumer Sectors

LONG BEACH, Calif.--(BUSINESS WIRE)—November 3, 2025 - The BeautyHealth Company (NASDAQ: SKIN), home to flagship brand Hydrafacial, today announced the appointment of global aesthetics leader, Philippe Schaison, PharmaD, to its Board of Directors, effective as of October 30, 2025.

Dr. Schaison has spent over 20 years leading organizations across the global aesthetics, biotech, and consumer health industries. He currently serves as Chief Executive Officer and a director of Soltégo, Inc., a bio-cosmetic company. Previously, Dr. Schaison was Chief Executive Officer NA of Syneron Candela, President of Allergan Aesthetics, and held senior leadership roles at Clarins, Johnson & Johnson, and L’Oréal. Today, Dr. Schaison serves as Chairman of the Board of Raziel Therapeutics Ltd., an Israeli-based biotechnology company, and sits on a number of other biomedical company boards including AIVITA Biomedical, Inc., Dyve Biosciences, Inc., and miraDry, Inc. Dr. Schaison earned an M.B.A. from Hautes Etudes Commerciales in Paris, and a Doctorate in Pharmacy from the Université Paris V René Descartes.

BeautyHealth Executive Chairman Brent Saunders said: “Philippe’s experience scaling global beauty and aesthetics businesses, coupled with his proven ability to drive innovation and profitability, will bring invaluable perspective to the BeautyHealth Board. His deep expertise will help the Company unlock the full potential of the dynamic Hydrafacial brand, elevate our global reach, and accelerate category growth.”

Dr. Schaison fills an open seat on the BeautyHealth Board and will join the Compensation and Nominating & Corporate Governance Committees. Following the appointment, BeautyHealth’s Board will be comprised of eight directors.

About The Beauty Health Company

The Beauty Health Company (NASDAQ: SKIN) is a medtech meets beauty company delivering millions of skin health experiences every year that help consumers reinvent their relationship with their skin, bodies, and self-confidence. Our brands are pioneers: Hydrafacial™ in hydradermabrasion, SkinStylus™ in microneedling, and Keravive™ in scalp health. Together, with our powerful global community of estheticians, partners, and consumers, we are personalizing skin health for all ages, genders, skin tones, and skin types. We are committed to being ever more mindful in how we conduct our business to positively impact our communities and the planet. Find a local provider at https://hydrafacial.com/find-a-provider/ and learn more at beautyhealth.com or LinkedIn.

Contacts:

Investors: IR@beautyhealth.com

Media: press@beautyhealth.com

Source: BeautyHealth