BEAUTY HEALTH CO : Change in Directors or Principal Officers, Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K)

Jennifer E. Engen

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

Election of New Director

On June 6, 2022, 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 Ms. Marla Beck to the Board
as a Class III Director, effective as of June 6, 2022, to serve until the
Company’s 2024 Annual Meeting of Stockholders and until her successor is duly
elected and qualified. The Board has not determined committee appointments for Ms. Beck at this time.

The Nominating and Corporate Governance Committee and the Board determined that Ms. Beck is independent.
There are no transactions between Ms. Beck and the Company that would be
reportable under Item 404(a) of Regulation S-K. Ms. Beck’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
Annual Report on Form 10-K filed with the Securities and Exchange Commission
(“SEC”) on March 1, 2022, under the heading “Director Compensation.” Ms. Beck’s compensation will be prorated to reflect the commencement date of her Board
service. Ms. Beck 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.

Item 7.01 Regulation FD Disclosure.

On June 6, 2022, the Company issued a press release announcing the appointment
of Ms. Beck 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, 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 June 6, 2022
        104                Cover Page Interactive Data File (embedded within the Inline XBRL


© Edgar Online, source Glimpses

Next Post

Healthcare Execs Name Biggest Challenges to Digital Health Adoption

A new C-Suite survey by West Monroe finds that health system leaders looking to establish a digital health strategy are challenged most by attracting and keeping IT talent and understanding how to define digital health. Workforce shortages in the healthcare industry aren’t limited to clinical care. A new survey finds […]