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): April 1, 2025

OneSpaWorld Holdings Limited

(Exact name of registrant as specified in its charter)



Commonwealth of The Bahamas	001-38843	Not Applicable
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Harry B. Sands, Lobosky Management Co. Ltd. Office Number 2 Pineapple Business Park Airport Industrial Park P.O. Box N-624 Nassau, Island of New Providence, Commonwealth of The Bahamas (Address of principal executive offices)

Tel: (242) 322-2670

(Registrant’s telephone number, including area code)

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 communication 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-commencements 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
Symbol(s)

    Name of each exchange
on which registered

    Common Shares, par value (U.S.)
$0.0001 per share

    OSW

    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.

On March 17, 2025, OneSpaWorld Holdings Limited (the “Company”) announced that Susan Bonner would depart from the position of Chief Commercial Officer, effective immediately. In connection with Susan Bonner’s departure, the Company and Ms. Bonner agreed on April 1, 2025 that she will receive the severance benefits and termination treatment in respect of her restricted stock units and performance stock units that are provided under the terms of her Employment Agreement (previously filed as Exhibit 10.1 to Form 8-K filed October 14, 2020) and applicable award agreements in connection with a termination by the Company without cause, except that the Company agreed to provide her with a total of twenty-four months continued base salary payments, instead of twelve months of continued base salary payments, so long as she complies with the terms of her restrictive covenant obligations set forth in her Employment Agreement.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits


Exhibit Number		Description
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	OneSpaWorld Holdings Limited

Date: April 4, 2025	By:	/s/ Stephen B. Lazarus
		Stephen B. Lazarus
		President, Chief Financial Officer, and Chief Operating Officer

OneSpaWorld Holdings Limited filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits