The Honest Co Inc 2024年度报告

The Honest Company2024 Annual Report UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, DC 20549 FORM 10-K (Mark One) ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2024OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromtoCommission File Number: 001-40378 The Honest Company, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 90-0750205 (I.R.S. EmployerIdentification No.) (888) 862-8818(Registrant’s Telephone Number, Including Area Code)N/A(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)Securities Registered Pursuant to Section 12(b) of the Act: Trading Common Stock, $0.0001 par value per shareHNST The Nasdaq Stock Market LLC Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yeso No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.Yeso No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of theExchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and(2) has been subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorterperiod that the registrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer,smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.Large accelerated filer☐Accelerated filer☒ Non-accelerated filer☐Smaller reporting company☒Emerging growth company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transitionperiod for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the ExchangeAct.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C 7262(b))by the registered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statementsof the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis ofincentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuantto §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ The aggregate market value of the shares of common stock held by non-affiliates of the Registrant, based on the closingprice of the Registrant’s shares of common stock on the Nasdaq Global Select Market on June 28, 2024, was approximately$236,159,476. In determining the market value of the voting equity held by non-affiliates, shares of common stock of theRegistrant beneficially owned by each director and officer and each person who owns 10% or more of the Registrant’soutstanding common stock have been excluded. This determination of affiliate status is not necessarily a conclusive determinationfor other purposes. As of February 21, 2025, the registrant had 108,910,399 shares of common stock, $0.0001 par value per outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s definitive Proxy Statement relating to the 2025 Annual Meeting of Stockholders areincorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. Such Proxy Statementwill be filed with the Securities and Exchange Commission within 120 days of the Registrant’s fiscal year ended December 31,2024. Table of Contents PagePart I4Item 1. Business10Item 1A. Risk Factors48Item 1B. Unresolved Staff Comments48Item 1C. Cybersecurity48Item 2. Properties49Item 3. Legal Proceedings49Item 4. Mine Safety Disclosures50Part II51Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities51Item 6. [ Reserved ]51Item 7. Management's Discussion and Analysi