Form 4 for OSW ONESPAWORLD HOLDINGS Ltd

Accepted 2023-06-06 00:00:00 ET · period of report 2023-06-06 · accession 0000950170-23-026623 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
I	2023-06-06	2023-06-06	OSW	Nemo Investor Aggregator, Ltd	Dir, 10%	S - Sale	$9.63	-1.35M	11.16M	-11%	-$13.00M

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Common Shares	2023-06-06	S	D	1,350,000	$9.63	11,160,760	I See Footnotes	—	—	(F2) This amount represents a public offering price of $10.00 per share of the Issuer, less an underwriting discount of $0.375 per share for shares sold in the Secondary Offering. (F4) (Continued from footnote 3) Based upon the foregoing analysis, no director of Nemo Investor Aggregator, Limited exercises voting or dispositive control over any of the securities held by Steiner Leisure Ltd, even those in which he or she directly holds a pecuniary interest. Accordingly, none of them will be deemed to have or share beneficial ownership of such shares. (F3) Steiner Leisure Ltd is controlled by Nemo Investor Aggregator, Limited, a Cayman Islands exempted company. Nemo Investor Aggregator, Limited is governed by a board of directors consisting of seven directors. Each director has one vote, and the approval of a majority of the directors is required to approve an action of Nemo Investor Aggregator, Limited. Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by three or more individuals, and a voting or dispositive decision requires the approval of a majority of those individuals, then none of the individuals is deemed a beneficial owner of the entity's securities.