The Honest Company (HNST) Proxy Filing summary

Executive summary

• Achieved highest annual revenue of $378 million and gross margin of 38% in 2024, with 10% revenue growth year over year and first full year of positive Adjusted EBITDA as a public company.

• Expanded cash position by 130% year over year, maintaining zero debt and a healthier balance sheet.

• Grew consumption by 8% across key product categories, expanded household penetration to 7%, and became the #1 baby personal care brand at Target.

• CEO transition and leadership team changes, with a focus on brand maximization, margin enhancement, and operating discipline.

• Forward-looking statements emphasize ongoing profitability, brand growth, and shareholder value.

Voting matters and shareholder proposals

• Stockholders will vote on the election of three directors for terms expiring at the 2028 Annual Meeting and the ratification of PricewaterhouseCoopers LLP as independent auditor for fiscal year 2025.

• Board recommends voting in favor of all director nominees and auditor ratification.

• No other shareholder proposals are scheduled; any other business may be addressed at the meeting.

Board of directors and corporate governance

• Board consists of nine members, with a strong focus on diversity—78% are women or racially/ethnically diverse.

• Board is divided into three classes with staggered three-year terms; current nominees are Michael Barkley, John R. (Jack) Hartung, and Carla Vernón.

• Board leadership is separated, with an independent chair to reinforce oversight and accountability.

• All committees (Audit, Compensation, Nominating and Corporate Governance) are composed of independent directors and met four times in 2024.

• Annual board and committee self-assessments are conducted to ensure effective performance.