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6-K 1 wald6-k_agmresultsx5aug2026.htm 6-K Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 or 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the Month of: August 2026

Commission File Number: 001-40207

Waldencast plc

(Translation of Registrant’s name into English)

81 Fulham Road

London, SW3 6RD

United Kingdom

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

☒ Form 20-F ☐ Form 40-F

Information in this Report

The information in this report on Form 6-K (“Report”) 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 that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Annual Meeting of Shareholders Results

On August 4, 2026, the Company held its annual general meeting of shareholders (the “Annual General Meeting”). The proposals submitted to a shareholder vote at the Annual General Meeting are described in detail in the Notice for the Annual General Meeting sent to the Company's shareholders (the "Notice") and made available on the Company’s website at https://ir.waldencast.com/news-events/annual-meeting. Shareholders present in person or by proxy represented 93,755,873 ordinary shares of the Company (or 72.90% of the outstanding ordinary shares of the Company as of 26 June 2026, the record date for the Annual General Meeting).

At the Annual General Meeting, shareholders re-appointed three (3) of the Company’s directors specifically named in the Proxy Statement. Class I Directors were re-appointed to serve until the general meeting to be held in 2029.

The financial year audited accounts and auditor’s report in respect of the year ended 31 December 2025 were laid before the Annual General Meeting. In connection to that, shareholders ratified at the Annual General Meeting the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm until the conclusion of the next annual general meeting, or until otherwise decided by the Company’s Audit and Governance Committee (“Audit Committee”), and the Audit Committee will determine the remuneration of the auditors.

The shareholders also approved the Company’s repurchase of its own shares, both on-market and off-market, for a five-year period.

The detailed voting results for each proposal are set forth below.

Resolutions 1-3 – Re-appointment of directors: The Company’s shareholders approved the re-appointment of three (3) of the Company’s directors specifically named in the Proxy Statement. The Class I Directors were re-appointed to serve until the general meeting to be held in 2029. The final voting results with respect to the re-election of directors were as follows:


Nominee	For	Against	Abstain
Kelly Brookie	89,730,056	4,025,810	7
Roberto Thompson	89,051,803	4,704,066	4
Aaron Chatterley	88,233,631	5,522,237	5

Resolution 4 - Re-appointment of auditor and its remuneration: The Company’s shareholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm until the conclusion of the next annual general meeting, or until otherwise decided by the Company’s Audit and Governance Committee, as follows:


For	Against	Abstain
90,301,398	3,454,470	5

Resolution 5 - Repurchase of Shares: the Company’s shareholders authorized, in the terms detailed in the Notice, the Company to make purchases of its class a ordinary shares and class b ordinary shares under any contract approved in advance of any purchase by the directors of the Company for a period of 5 years, and any shares that are purchased may be held as treasury shares should the directors of the Company so decide, as follows:


For	Against	Abstain
88,836,493	4,919,374	6

Resolution 6 - Repurchase of Shares: the Company’s shareholders authorized, in the terms detailed in the Notice, the Company to make one or more purchases of its class a ordinary shares on a securities exchange for a period of 5 years, and any shares that are purchased may be held as treasury shares should the directors of the Company so decide, as follows:


For	Against	Abstain
88,836,593	4,919,274	6

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, thereunto duly authorized.


		Waldencast plc
		(Registrant)

Date: August 5, 2026	By:	/s/ Felipe Dutra
		Name:	Felipe Dutra
		Title:	Chief Executive Officer and Principal Financial Officer