Marc Magliacano - Jul 26, 2023 Form 4 Insider Report for ONESPAWORLD HOLDINGS Ltd (OSW)

Role: Director
Signature: /s/ Inga Fyodorova, as Attorney-in-Fact for Marc Magliacano
Stock symbol: OSW
Transactions as of: Jul 26, 2023
Transactions value $: $0
Form type: 4
Date filed: 7/28/2023, 07:55 PM
Previous filing: Mar 17, 2023
Next filing: Jul 25, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	OSW	Common Shares	Award	$0	+12.6K	+58.83%	$0.00	34K	Jul 26, 2023	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The reported transaction reflects a grant of the Issuer's restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one common share, par value $0.0001 per share, of the Issuer (the "Common Shares"). The RSUs vest one year from the grant date. Vested Common Shares will be delivered to the reporting person on the earlier of the 60th day from separation from service and immediately prior to a change in control.
F2	Marc Magliacano has entered into a Nominee and Indemnity Agreement, pursuant to which he has agreed that all equity awards granted to him for his service as director of the Issuer are held, from the date of grant, for the benefit of CP7 Nemo Investment, L.P. ("CP7 Nemo Investment"). CP7 Nemo Investment, together with CP7 Caledonia AIV GP, LLP, as the general partner of CP7 Nemo Investment (each of the foregoing, the "L Catterton Entities"), may be deemed to have shared beneficial ownership of the equity awards granted to and held by Mr. Magliacano. Solely for purposes of Section 16 of the Securities and Exchange Act of 1934, the L Catterton Entities may be deemed directors by deputization with respect to the Issuer.

Content

The reported transaction reflects a grant of the Issuer's restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one common share, par value $0.0001 per share, of the Issuer (the "Common Shares"). The RSUs vest one year from the grant date. Vested Common Shares will be delivered to the reporting person on the earlier of the 60th day from separation from service and immediately prior to a change in control.

Marc Magliacano has entered into a Nominee and Indemnity Agreement, pursuant to which he has agreed that all equity awards granted to him for his service as director of the Issuer are held, from the date of grant, for the benefit of CP7 Nemo Investment, L.P. ("CP7 Nemo Investment"). CP7 Nemo Investment, together with CP7 Caledonia AIV GP, LLP, as the general partner of CP7 Nemo Investment (each of the foregoing, the "L Catterton Entities"), may be deemed to have shared beneficial ownership of the equity awards granted to and held by Mr. Magliacano. Solely for purposes of Section 16 of the Securities and Exchange Act of 1934, the L Catterton Entities may be deemed directors by deputization with respect to the Issuer.