RGS / Regis Corporation - Documents déposés auprès de la SEC, rapport annuel, procuration

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): September 3, 2025 REGIS CORPORATI

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): September 3, 2025 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

Exhibit 4.1 DESCRIPTION OF SECURITIES The summary of the general terms and provisions of the capital stock of Regis Corporation (the “Company”) set forth below does not purport to be complete and is subject to and qualified by reference to the Compan

ex41descriptionofsecurit Exhibit 4.1 DESCRIPTION OF SECURITIES The summary of the general terms and provisions of the capital stock of Regis Corporation (the “Company”) set forth below does not purport to be complete and is subject to and qualified by reference to the Company’s 2023 Restated Articles of Incorporation (the “Articles”) and Bylaws (“Bylaws,” and together with the Articles, the “Chart

Regis Corporation

Exhibit No. 21 Regis Corporation List of Subsidiaries Company Name Country or State of Incorporation/Formation The Barbers, Hairstyling for Men & Women, Inc. Minnesota Roosters MGC International LLC Michigan Supercuts, Inc. Delaware Supercuts Corporate Shops, Inc. Delaware RPC Acquisition Corp. Minnesota RPC Corporate Shops, Inc. Minnesota Regis Corp. Minnesota Regis, LLC Minnesota Regis Insurance

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule

REGIS CORPORATION STATEMENT OF POLICY ON INSIDER TRADING

REGIS CORPORATION STATEMENT OF POLICY ON INSIDER TRADING Regis Corporation (the “Company”) employees have the opportunity to participate in the Company’s future by investing in Company securities, whether directly or through the Company’s compensation and benefit plans.

Regis Corporation Reports Financial Results for Fourth Fiscal Quarter and Full Fiscal Year 2025 Q4 Same-Store Sales for Supercuts and Regis Consolidated Up 2.9% and 1.3%, respectively Delivered Third Consecutive Quarter of Positive Cash from Operatio

Exhibit No. 99.1 Regis Corporation Reports Financial Results for Fourth Fiscal Quarter and Full Fiscal Year 2025 Q4 Same-Store Sales for Supercuts and Regis Consolidated Up 2.9% and 1.3%, respectively Delivered Third Consecutive Quarter of Positive Cash from Operations Release of $116.3 million Valuation Allowance on Deferred Tax Assets Underscores Confidence in Long-Term Outlook and Ability to Ut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corporation (Ex

3701 Wayzata Blvd Suite 500 | Minneapolis, MN 55416 |

Exhibit 10.2 3701 Wayzata Blvd Suite 500 | Minneapolis, MN 55416 |     952-947-7777 Matthew Doctor June 20, 2025     Re: Resignation and Transition Letter Agreement Dear Matt, This letter confirms receipt of the notice you provided on June 20, 2025 to the Regis Corporation (the “Company”) Board of Directors (the “Board”) of your intention to resign from your position as President and Chief Executi

Regis Corporation Announces Leadership Transition Matthew Doctor Steps Down as CEO Following Transformative Tenure Long-Time EVP Jim Lain Named Interim CEO Same-Store Sales for Supercuts and Regis Consolidated Up 3.0% and 1.3%, respectively, for Firs

Exhibit 99.1 Regis Corporation Announces Leadership Transition Matthew Doctor Steps Down as CEO Following Transformative Tenure Long-Time EVP Jim Lain Named Interim CEO Same-Store Sales for Supercuts and Regis Consolidated Up 3.0% and 1.3%, respectively, for First Two Months of Fourth Quarter MINNEAPOLIS, June 23, 2025 - Regis Corporation (NasdaqGM: RGS), a leader in the haircare industry, today a

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): June 20, 2025 REGIS CORPORATION (

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): June 20, 2025 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

3701 Wayzata Blvd Suite 500 | Minneapolis, MN 55416 |

Exhibit 10.1 3701 Wayzata Blvd Suite 500 | Minneapolis, MN 55416 | 952-947-7777 Jim Lain June 20, 2025     Re: Interim CEO Offer Letter Agreement Dear Jim, On behalf of Regis Corporation (“Regis”), I am pleased to offer you employment with Regis in the role of Interim President and Chief Executive Officer (“Interim CEO”) with the following terms: • Term: Expected to commence on July 1, 2025, and c

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): May 13, 2025 REGIS CORPORATION (E

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): May 13, 2025 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Number)

Regis Corporation Reports Financial Results for the Third Fiscal Quarter 2025 Delivered Improvement Across All Profitability Metrics Generated $6.2 Million in Cash from Operations in Q3 - Two Consecutive Quarters of Cash from Operations for the First

Exhibit No. 99.1 Regis Corporation Reports Financial Results for the Third Fiscal Quarter 2025 Delivered Improvement Across All Profitability Metrics Generated $6.2 Million in Cash from Operations in Q3 - Two Consecutive Quarters of Cash from Operations for the First Time Since Q1 2018 Advances Transformational Strategy to Drive Sustainable, Profitable Growth MINNEAPOLIS, May 13, 2025 - Regis Corp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corpor

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2024 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation)

UNAUDITED PRO FORMA COMBINED CONDENSED FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED PRO FORMA COMBINED CONDENSED FINANCIAL INFORMATION As previously disclosed, on December 19, 2024, Regis Corporation (“Regis” or the “Company”) transferred consideration to acquire 100 percent of the equity interests of Super C Group, LLC d/b/a Alline Salon Group (“Alline”), its largest franchisee, consisting of 314 salons. Alline owned and operated 314 stores under the Cost

Unaudited Condensed Financial Statements of Alline as of and for the nine months ended September 30, 2024.

Audited Financial Statements of Alline as of and for the year ended December 31, 2023.

Regis Corporation Reports Improved Profitability for the Second Fiscal Quarter 2025 and Positive Cash from Operations Continues to position Regis for future growth with the integration of the Alline Salon Group acquisition

Exhibit No. 99.1 Regis Corporation Reports Improved Profitability for the Second Fiscal Quarter 2025 and Positive Cash from Operations Continues to position Regis for future growth with the integration of the Alline Salon Group acquisition Matthew Doctor, Regis Corporation’s President and Chief Executive Officer, commented, “Our business has undergone a remarkable transformation over a short perio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Cor

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): February 12, 2025 REGIS CORPORATI

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): February 12, 2025 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Current Report

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): January 27, 2025 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Numb

Exhibit 10.1

Exhibit 10.1 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS EXHIBIT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH EMPTY BRACKETS INDICATED BY [ ] PURSUANT TO REGULATION S-K ITEM 601(B)(10)(IV) OF THE SECURITIES ACT OF 1933, AS AMENDED, BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. AN UNREDA

Amendment No. 1 to Tax Benefits Preservation Plan, dated as of January 27, 2025, by and between Regis Corporation and Equiniti Trust Company, LLC.

Exhibit 4.1 AMENDMENT NO. 1 TO TAX BENEFITS PRESERVATION PLAN This Amendment No. 1 to the Tax Benefits Preservation Plan (this “Amendment”) is made and entered into as of January 27, 2025, by and between Regis Corporation, a Minnesota corporation (the “Company”), and Equiniti Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”), and amends that certain Tax Benefits P

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

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): January 28, 2025 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

Current Report

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): January 21, 2025 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Numb

Regis Corporation Appoints Susan Lintonsmith to Its Board of Directors

Exhibit No. 99.1 Regis Corporation Appoints Susan Lintonsmith to Its Board of Directors MINNEAPOLIS - Regis Corporation (NasdaqGM:RGS), a leader in the haircare industry, today announces the appointment of Susan Lintonsmith to its Board of Directors, effective January 15, 2025. Ms. Lintonsmith spent most of her career in the food and beverage industry with key companies including Pizza Hut, Coca-C

Current Report

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): January 10, 2025 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Numb

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): December 19, 2024 REGIS CORPORATI

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): December 19, 2024 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Exhibit 2.1

Exhibit 2.1 EXECUTION VERSION MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG REGIS CORPORATION, SUPER C GROUP, LLC, ASG HOLDINGS, LLC, AND VISION CUTS, LLC, SAAW PROJECT, LLC, AND VGP II LLC DECEMBER 19, 2024 TABLE OF CONTENTS Page ARTICLE I THE TRANSACTIONS 1 1.1 Purchase and Sale 1 1.2 Closing Payments 2 1.3 Post-Closing Adjustment 3 1.4 Earnout 5 1.5 Further Action 10 ARTICLE II CLOSING DE

Regis Corporation Acquires Alline Salon Group Adding $83M Revenue and $5.8M EBITDA

Exhibit 99.1 Regis Corporation Acquires Alline Salon Group Adding $83M Revenue and $5.8M EBITDA Strategic acquisition of 314 salons strengthens operational footprint while maintaining asset-light model with 93% franchise base MINNEAPOLIS, December 19, 2024—(BUSINESS WIRE)—Regis Corporation (NasdaqGM: RGS), a leader in the haircare industry, announces the acquisition of Alline Salon Group (ASG), it

Exhibit 10.2

Exhibit 10.1 AMENDMENT NO. 1 TO FINANCING AGREEMENT THIS AMENDMENT NO. 1 TO FINANCING AGREEMENT (this “Amendment”), dated as of December 19, 2024, by and among Regis Corporation, a Minnesota corporation (the “Company”), each other subsidiary of the Company listed as a “Borrower” on the signature pages thereto (together with the Company, each a “Borrower” and collectively, the “Borrowers”), each su

Exhibit 10.3

Exhibit 10.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES IN THE UNITED STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE TERMS OF THIS WARRANT, THE ACT

RGS / Regis Corporation / FIRST MANHATTAN CO Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

Current Report

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): November 6, 2024 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Co

Regis Corporation Reports Continued Profitability for the First Fiscal Quarter 2025

Exhibit No. 99.1 Regis Corporation Reports Continued Profitability for the First Fiscal Quarter 2025 MINNEAPOLIS, November 6, 2024 - Regis Corporation (NasdaqGM: RGS), a leader in the haircare industry, today announced financial results for the first fiscal quarter ended September 30, 2024. Matthew Doctor, Regis Corporation’s President and Chief Executive Officer, commented: “Our results continue

Power of Attorney. (Filed herewith.)

Exhibit 24 POWER OF ATTORNEY The undersigned director and/or officer of Regis Corporation, a Minnesota corporation (the “Company”), does hereby make, constitute and appoint Matthew Doctor and Kersten D.

Results of Operations and Financial Condition

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): November 6, 2024 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Numb

Filing Fee Table. (Filed herewith.)

Exhibit 107 CALCULATION OF FILING FEE TABLE Form S-8 (Form Type) Regis Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.

As filed with the Securities and Exchange Commission on November 6, 2024

As filed with the Securities and Exchange Commission on November 6, 2024 Registration No.

UNITED STATES SECURITIES AND EXCHANGE Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ De

RGS / Regis Corporation / TCW GROUP INC - SC 13G Passive Investment

SC 13G 1 tm2426044d1sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* REGIS CORPORATION (Name of Issuer) Common Stock, par value $0.05 per share (Title of Class of Securities) 758932206 (CUSIP Number) 6/30/2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate b

UNITED STATES SECURITIES AND EXCHANGE Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rul

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corporation (Ex

Regis Corporation Mandatory Compensation Recovery Policy

October 2023 REGIS CORPORATION MANDATORY COMPENSATION RECOVERY POLICY Adopted October 24, 2023 Policy The Board of Directors (the “Board”) of Regis Corporation (the “Company”) has adopted this Mandatory Compensation Recovery Policy (this “Policy”) pursuant to Rule 10D-1 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), the Securities and Exchange Commission (“SEC”) regulations promulgated thereunder, and applicable New York Stock Exchange (“NYSE”) listing standards.

Description of the Company's Securities.

Exhibit 4.1 DESCRIPTION OF SECURITIES The summary of the general terms and provisions of the capital stock of Regis Corporation (the “Company”) set forth below does not purport to be complete and is subject to and qualified by reference to the Company’s 2023 Restated Articles of Incorporation (the “Articles”) and Bylaws (“Bylaws,” and together with the Articles, the “Charter Documents”), each of w

List of Subsidiaries of the Company.

Exhibit No. 21 Regis Corporation List of Subsidiaries Company Name Country or State of Incorporation/Formation The Barbers, Hairstyling for Men & Women, Inc. Minnesota Roosters MGC International LLC Michigan Supercuts, Inc. Delaware Supercuts Corporate Shops, Inc. Delaware RPC Acquisition Corp. Minnesota RPC Corporate Shops, Inc. Minnesota Regis Corp. Minnesota Regis, LLC Minnesota Regis Insurance

Offer Letter, dated October 5, 2021, between the Company and John Davi.

Regis Corporation Reports Continued Profitability for the Fourth Fiscal Quarter and Full Fiscal Year 2024

Exhibit No. 99.1 Regis Corporation Reports Continued Profitability for the Fourth Fiscal Quarter and Full Fiscal Year 2024 MINNEAPOLIS, August 28, 2024 - Regis Corporation (Nasdaq GM: RGS), a leader in the haircare industry, today announced financial results for the fourth fiscal quarter and full year ended June 30, 2024. Matthew Doctor, Regis Corporation's President and Chief Executive Officer, c

Results of Operations and Financial Condition

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): August 28, 2024 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File N

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): August 16, 2024 REGIS CORPORATION

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): August 16, 2024 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File N

RGS / Regis Corporation / Charters William Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Regis Corporation (Name of Issuer) Common Stock, $0.05 par value per share (Title of Class of Securities) 758932206 (CUSIP Number) William Charters 5537 Newcastle Lane Calabasas, CA 91302 (925) 330-6016 Stephen Salvadore 38 Sunset Drive East Greenwich, RI

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): June 24, 2024 REGIS CORPORATION (

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): June 24, 2024 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Form of Warrant.

Exhibit 10.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES IN THE UNITED STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE TERMS OF THIS WARRANT, THE ACT

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): June 24, 2024 REGIS CORPORATION (

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): June 24, 2024 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Financing Agreement, dated as of June 24, 2024, among Regis Corporation, the Lenders party thereto, TCW Asset Management Company LLC as administrative and collateral agent, and MidCap Financial Trust as Revolving Agent.

Exhibit 10.1 Execution Version FINANCING AGREEMENT Dated as of June 24, 2024 by and among REGIS CORPORATION, as a Borrower EACH SUBSIDIARY OF THE COMPANY LISTED AS A GUARANTOR ON THE SIGNATURE PAGES HERETO, as Guarantors, THE LENDERS FROM TIME TO TIME PARTY HERETO, as Lenders, TCW ASSET MANAGEMENT COMPANY LLC, as Collateral Agent and as Administrative Agent and MIDCAP FINANCIAL TRUST, as Revolving

Regis Corporation Announces New Credit Facility to Refinance Existing Debt Refinancing reduces outstanding debt by more than $80 million, saving ~$7 million in cash interest annually and accelerating Regis’ investment in long-term growth Supplemental

Exhibit 99.1 Regis Corporation Announces New Credit Facility to Refinance Existing Debt Refinancing reduces outstanding debt by more than $80 million, saving ~$7 million in cash interest annually and accelerating Regis’ investment in long-term growth Supplemental Presentation Available on the Regis Investor Relations Website MINNEAPOLIS – June 25, 2024 – Regis Corporation (NasdaqGM: RGS) (“Regis”

Stock Purchase Agreement, dated as of May 2, 2024, by and among Regis Corporation, EEG, Inc., and Franklin Schoeneman.

Exhibit 10.1 EXECUTION VERSION STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (“Agreement”), dated as of May 2, 2024, is by and between EEG, Inc., a Delaware corporation (“EEG” or “Purchaser”), and Regis Corporation, a Minnesota corporation (“Regis” or “Seller”). EEG and Regis sometimes are referred to herein, individually, as a “Party” and, collectively, as the “Parties.” In addition, Fra

Current Report

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): May 2, 2024 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Number) (

Results of Operations and Financial Condition

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): May 1, 2024 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Number) (

Regis Corporation Reports Continued Profitability for the Third Fiscal Quarter 2024

Exhibit No. 99.1 Regis Corporation Reports Continued Profitability for the Third Fiscal Quarter 2024 MINNEAPOLIS, May 1, 2024 - Regis Corporation (NasdaqGM: RGS), a leader in the haircare industry, today announced financial results for the third fiscal quarter ended March 31, 2024. Matthew Doctor, Regis Corporation’s President and Chief Executive Officer, commented: “In the third quarter, we conti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corpor

Joint Filing Agreement

EX-99.1 2 tm245973d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1)(iii) of the Securities Exchange Act of 1934, each of the undersigned agrees that a single joint Schedule 13G and any amendments thereto may be filed on behalf of each of the undersigned with respect to the securities held by each of them in Regis Corporation. The undersigned further agree t

US7589322061 / REGIS CORPORATION / Torch BRC, LP - SC 13G/A Passive Investment

SC 13G/A 1 tm245973d1sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Regis Corporation (Name of Issuer) Common Stock, $0.05 par value (Title of Class of Securities) 758932206 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig

RGS / Regis Corporation / FIRST MANHATTAN CO Passive Investment

SC 13G/A 1 firstmanhattan-rgs123123a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Regis Corporation (Name of Issuer) Common Stock, $0.05 par value (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropr

US7589322061 / REGIS CORPORATION / CHARLES SCHWAB INVESTMENT MANAGEMENT INC - CHARLES SCHWAB INVESTMENT MANAGEMENT INC Passive Investment

SC 13G/A 1 rgsa120824.htm CHARLES SCHWAB INVESTMENT MANAGEMENT INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Regis Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 758932206 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the

1 Exhibit 3.1 ARTICLES OF AMENDMENT OF RESTATED ARTICLES OF INCORPORATION OF REGIS CORPORATION The undersigned, Kersten D. Zupfer, in her capacity as Executive Vice President, Chief Financial Officer of Regis Corporation, a Minnesota corporation (the

1 Exhibit 3.1 ARTICLES OF AMENDMENT OF RESTATED ARTICLES OF INCORPORATION OF REGIS CORPORATION The undersigned, Kersten D. Zupfer, in her capacity as Executive Vice President, Chief Financial Officer of Regis Corporation, a Minnesota corporation (the “Corporation”), hereby certifies that: 1. Article III of the Corporation’s Restated Articles of Incorporation has been amended to read in its entiret

Results of Operations and Financial Condition

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): January 31, 2024 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Numb

Exhibit 3.1

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): November 27, 2023 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Regis Corporation Reports Continued Profitability for the Second Fiscal Quarter 2024

Exhibit No. 99.1 Regis Corporation Reports Continued Profitability for the Second Fiscal Quarter 2024 MINNEAPOLIS, January 31, 2024 - Regis Corporation (NasdaqGM: RGS), a leader in the haircare industry, today announced financial results for the second fiscal quarter ended December 31, 2023. Matthew Doctor, Regis Corporation’s President and Chief Executive Officer, commented: “In the second quarte

Exhibit 3.2 REGIS CORPORATION RESTATED ARTICLES OF INCORPORATION The undersigned, Kersten D. Zupfer, in her capacity as Executive Vice President and Chief Financial Officer of Regis Corporation, a Minnesota corporation (the “Corporation”), hereby cer

Exhibit 3.2 REGIS CORPORATION RESTATED ARTICLES OF INCORPORATION The undersigned, Kersten D. Zupfer, in her capacity as Executive Vice President and Chief Financial Officer of Regis Corporation, a Minnesota corporation (the “Corporation”), hereby certifies that: 1. The Corporation’s Restated Articles of Incorporation, as amended to date, is hereby amended and restated in its entirety as set forth

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Cor

Exhibit 4.1

  Exhibit 4.1   REGIS CORPORATION   and   Equiniti Trust Company, LLC   Tax Benefits Preservation Plan   Dated as of January 29, 2024         Table of Contents       Page       Section 1. Certain Definitions 1 Section 2. Appointment of Rights Agent 8 Section 3. Issue of Rights Certificates 9 Section 4. Form of Rights Certificates 10 Section 5. Countersignature and Registration 11 Section 6. Transf

Exhibit 3.1

Exhibit 3.1 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES A JUNIOR PARTICIPATING PREFERRED STOCK ($0.05 PAR VALUE) OF REGIS CORPORATION Pursuant to Section 302A.401 of the Business Corporation Act of the State of Minnesota Regis Corporation, a corporation organized and existing under the Business Corporation Act of the State of Minnesota (the “Corporation”), in accordance with the p

2023 Restated Articles of Incorporation of Regis Corporation. (Incorporated by reference to Exhibit 3.2 of the Company's Current Report on Form 8-K filed on December 1, 2023.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 Regis Corporation (Exact name of registrant as specified in its charter) Minnesota 41-0749934 (State or other jurisdiction of incorporation) (I.R.S. employer identification no.) 3701 Wayzata Boul

Tax Benefits Preservation Plan, dated as of January 29, 2024, between Regis Corporation and Equiniti Trust Company, LLC (which includes the Certificate of Designations, Form of Rights Certificate and Summary of Rights as Exhibits A, B and C thereto, respectively (filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 30, 2024)*

Exhibit 4.1 REGIS CORPORATION and Equiniti Trust Company, LLC Tax Benefits Preservation Plan Dated as of January 29, 2024 Table of Contents Page Section 1. Certain Definitions 1 Section 2. Appointment of Rights Agent 8 Section 3. Issue of Rights Certificates 9 Section 4. Form of Rights Certificates 11 Section 5. Countersignature and Registration 11 Section 6. Transfer, Split Up, Combination and Ex

REGIS CORPORATION ADOPTS TAX BENEFITS PRESERVATION PLAN

Exhibit No. 99.1 REGIS CORPORATION ADOPTS TAX BENEFITS PRESERVATION PLAN MINNEAPOLIS, MN – January 30, 2024 — Regis Corporation (NasdaqGM:RGS) (“Regis” or the “Company”), today announced that its Board of Directors adopted a tax benefits preservation plan (the “Plan”) designed to preserve the availability of its net operating loss carryforwards (“NOLs”) and certain other tax attributes under the I

Certificate of Designation, Preferences and Rights of Series A Junior Participating Preferred Stock of the Company (filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 30, 2024).*

Exhibit 3.1 CERTIFICATE OF DESIGNATION, PREFERENCES AND RIGHTS OF SERIES A JUNIOR PARTICIPATING PREFERRED STOCK ($0.05 PAR VALUE) OF REGIS CORPORATION Pursuant to Section 302A.401 of the Business Corporation Act of the State of Minnesota Regis Corporation, a corporation organized and existing under the Business Corporation Act of the State of Minnesota (the “Corporation”), in accordance with the p

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

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): January 30, 2024 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

William Charters 5537 Newcastle Lane Calabasas, CA 91302 (925) 330-6016

EX-99.2 2 ex992toregis13d-01092024.htm EXHIBIT 99.2 William Charters 5537 Newcastle Lane Calabasas, CA 91302 (925) 330-6016 Stephen Salvadore 38 Sunset Drive East Greenwich, RI 02818 (646) 320 0191 Gary Wyetzner 64 Norris Avenue Metuchen, NJ 08840 (646) 484-0540 January 9, 2024 Regis Corporation 3701 Wayzata Boulevard Minneapolis, MN 55416 Attention: David J. Grissen, Chairman of the Board of Dire

RGS / Regis Corporation / Charters William Activist Investment

SC 13D 1 regis13d-01092024.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Regis Corporation (Name of Issuer) Common Stock, $0.05 par value per share (Title of Class of Securities) 758932206 (CUSIP Number) William Charters 5537 Newcastle Lane Calabasas, CA 91302 (925) 330-6016 Stephen Salvadore 38 S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 REGIS CORPORATION (Exact name of registrant a

8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 41-0749934 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 3701 Wayzata

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 1-12725 REGIS CORPORATION New

25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 1-12725 REGIS CORPORATION New York Stock Exchange (Exact name of registrant as specified in its charter, and name of Exchange where security is listed and/or registered) 3701 Wa

Regis Announces Listing Transfer to The Nasdaq Stock Market LLC

Exhibit 99.1 Regis Announces Listing Transfer to The Nasdaq Stock Market LLC MINNEAPOLIS, December 29, 2023 — Regis Corporation (NYSE: RGS), a leader in the haircare industry, today announced that it will transfer its stock exchange listing from the New York Stock Exchange (“NYSE”) to The Nasdaq Stock Market LLC (“Nasdaq”), effective January 8, 2024 after the market close. The Company’s shares are

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): December 29, 2023 REGIS CORPORATI

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): December 29, 2023 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Joint Filing Agreement

EX-99.1 2 e5296ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D with respect to the Common Stock of Regis Corporation dated as of December 28, 2023 is, and any amendments thereto (including amendments on Schedule 13G) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance wit

Letter, dated December 28, 2023, from Galloway Capital Partners, LLC to the Chairman and Chief Executive Officer of Regis Corporation

EX-99.2 3 e5296ex99-2.htm EXHIBIT 99.2 EXHIBIT 99.2 Galloway Capital Partners, LLC December 28, 2023 David J. Grissen, Chairman Matthew Doctor, Chief Executive Officer Regis Corporation 3701 Wayzata Boulevard Minneapolis, MN 55416 Dear Mssrs. Grissen and Doctor: We have been shareholders of Regis Corporation (the ‘Company’ or ‘Regis’) for over a year. We are quite disappointed with the performance

RGS / Regis Corporation / Galloway Capital Partners, LLC - FORM SC 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.

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): December 13, 2023 REGIS CORPORATI

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): December 13, 2023 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders

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): November 27, 2023 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Articles of Amendment of Restated Articles of Incorporation of the Registrant (effective as of November 29, 2023)

1 Exhibit 3.1 ARTICLES OF AMENDMENT OF RESTATED ARTICLES OF INCORPORATION OF REGIS CORPORATION The undersigned, Kersten D. Zupfer, in her capacity as Executive Vice President, Chief Financial Officer of Regis Corporation, a Minnesota corporation (the “Corporation”), hereby certifies that: 1. Article III of the Corporation’s Restated Articles of Incorporation has been amended to read in its entiret

2023 Restated Articles of Incorporation of the Company. (Incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8-K filed on December 1, 2023.)

Exhibit 3.2 REGIS CORPORATION RESTATED ARTICLES OF INCORPORATION The undersigned, Kersten D. Zupfer, in her capacity as Executive Vice President and Chief Financial Officer of Regis Corporation, a Minnesota corporation (the “Corporation”), hereby certifies that: 1. The Corporation’s Restated Articles of Incorporation, as amended to date, is hereby amended and restated in its entirety as set forth

RGS / Regis Corp. / Torch BRC, LP - SC 13G Passive Investment

SC 13G 1 tm2331655d1sc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.  )* Regis Corporation (Name of Issuer) Common Stock, $0.05 par value (Title of Class of Securities) 758932107 (CUSIP Number) November 27, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

Joint Filing Agreement

EX-99.1 2 tm2331655d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1)(iii) of the Securities Exchange Act of 1934, each of the undersigned agrees that a single joint Schedule 13G and any amendments thereto may be filed on behalf of each of the undersigned with respect to the securities held by each of them in Regis Corporation. The undersigned further agree

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): November 17, 2023 REGIS CORPORATI

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): November 17, 2023 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Exhibit No. 99.1 Regis Corporation Announces Reverse Stock Split to Regain Compliance with Minimum Bid Price Requirements MINNEAPOLIS, November [17], 2023 -- Regis Corporation (NYSE: RGS), a leader in the haircare industry, today announced that it in

Exhibit No. 99.1 Regis Corporation Announces Reverse Stock Split to Regain Compliance with Minimum Bid Price Requirements MINNEAPOLIS, November [17], 2023 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, today announced that it intends to effect a reverse stock split of its outstanding common stock, par value $0.05 per share, at a ratio of one-for-twenty, with an intended market

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Co

Regis Corporation Reports Continued Profitability for the First Fiscal Quarter 2024 and the Review of Strategic Alternatives

Exhibit No. 99.1 Regis Corporation Reports Continued Profitability for the First Fiscal Quarter 2024 and the Review of Strategic Alternatives MINNEAPOLIS, November 1, 2023 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, today announced financial results for the first fiscal quarter ended September 30, 2023 and that its Board of Directors (the “Board”) intends to evaluate a rang

Results of Operations and Financial Condition

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): November 1, 2023 REGIS CORPORATION (Exact name of registrant as specified in charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Numb

Current Report

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): October 24, 2023 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

Regis Corporation Receives Continued Listing Notice From NYSE

Exhibit No. 99.1 Regis Corporation Receives Continued Listing Notice From NYSE MINNEAPOLIS, October 6, 2023 — Regis Corporation (NYSE: RGS), a leader in the haircare industry, today announced that it has received written notice (the “Notice”) from the New York Stock Exchange (“NYSE”) that the Company does not presently meet the NYSE’s continued listing standard that requires the Company to maintai

Current Report

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): October 4, 2023 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File N

UNITED STATES SECURITIES AND EXCHANGE Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐

UNITED STATES SECURITIES AND EXCHANGE Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.   ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Ru

Offer Letter, dated October 5, 2021, between the Company and John Davi.

Description of the Company's Securities.

Exhibit 4.1 DESCRIPTION OF SECURITIES The summary of the general terms and provisions of the capital stock of Regis Corporation (the “Company”) set forth below does not purport to be complete and is subject to and qualified by reference to the Company’s 2020 Restated Articles of Incorporation (the “Articles”) and Bylaws (“Bylaws,” and together with the Articles, the “Charter Documents”), each of w

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): August 23, 2023 REGIS CORPORATION

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): August 23, 2023 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File N

Regis Corporation Reports Continued Profitability for the Fourth Fiscal Quarter and Full Fiscal Year 2023

Exhibit No. 99.1 Regis Corporation Reports Continued Profitability for the Fourth Fiscal Quarter and Full Fiscal Year 2023 MINNEAPOLIS, August 23, 2023 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, today announced financial results for the fourth fiscal quarter and full year ended June 30, 2023. Matthew Doctor, Regis Corporation's President and Chief Executive Officer, commen

List of Subsidiaries of the Company.

Exhibit No. 21 Regis Corporation List of Subsidiaries Company Name Country or State of Incorporation/Formation The Barbers, Hairstyling for Men & Women, Inc. Minnesota Roosters MGC International LLC Michigan Supercuts, Inc. Delaware Supercuts Corporate Shops, Inc. Delaware RPC Acquisition Corp. Minnesota RPC Corporate Shops, Inc. Minnesota Regis Corp. Minnesota Regis, LLC Minnesota Regis Insurance

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corporation (Ex

Regis Corporation Reports Third Quarter 2023 Continued Sales and EBITDA Growth

Exhibit No. 99.1 Regis Corporation Reports Third Quarter 2023 Continued Sales and EBITDA Growth MINNEAPOLIS, May 3, 2023 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, today announced financial results for the third fiscal quarter and nine months ended March 31, 2023. Matthew Doctor, Regis Corporation’s President and Chief Executive Officer, commented: "We are pleased with our

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): May 3, 2023 REGIS CORPORATION (Ex

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): May 3, 2023 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corpor

to Schedule 13G

EX-99.I 2 d414898dex99i.htm EX-99.I Exhibit I to Schedule 13G Ameriprise Financial, Inc., a Delaware Corporation, is a parent holding company. The classification and identity of the relevant subsidiaries is as follows: Non-US Institution – TAM UK International Holdings Limited, a private limited company incorporated in England and Wales, is a holding company and parent entity to Threadneedle Holdi

to Schedule 13G Joint Filing Agreement

EX-99.II 3 d414898dex99ii.htm EX-99.II Exhibit II to Schedule 13G Joint Filing Agreement The undersigned persons agree and consent to the joint filing on their behalf of this Schedule 13G dated February 14, 2023 in connection with their beneficial ownership of Regis Corporation. Each of TAM UK International Holdings Limited, Threadneedle Holdings Limited, TAM UK Holdings Limited, Threadneedle Asse

RGS / Regis Corporation / AMERIPRISE FINANCIAL INC - SC 13G/A Passive Investment

SC 13G/A 1 d414898dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment #1 Under the Securities and Exchange Act of 1934 Regis Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

to Schedule 13G Powers of Attorney LIMITED POWER OF ATTORNEY

EX-99.III 4 d414898dex99iii.htm EX-99.III Exhibit III to Schedule 13G Powers of Attorney LIMITED POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, which are intended to constitute a Limited Power of Attorney, that TAM UK International Holdings Limited, a company incorporated under the laws of England and Wales under registered number 12728685, with its principal place of business at Cannon Place,

RGS / Regis Corporation / FIRST MANHATTAN CO Passive Investment

SC 13G 1 firstmanhattan-rgs123122.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Regis Corporation (Name of Issuer) Common Stock, $0.05 par value (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

RGS / Regis Corporation / CHARLES SCHWAB INVESTMENT MANAGEMENT INC - CHARLES SCHWAB INVESTMENT MANAGEMENT INC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Regis Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] R

Results of Operations and Financial Condition

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): February 1, 2023 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

Regis Corporation Reports Continued Progress in Second Quarter and First Half 2023 Highest first half operating income in five years.

Exhibit No. 99.1 Regis Corporation Reports Continued Progress in Second Quarter and First Half 2023 Highest first half operating income in five years. MINNEAPOLIS, February 1, 2023 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, today announced financial results for the second fiscal quarter ended December 31, 2022. Matthew Doctor, Regis Corporation’s President and Chief Execut

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Cor

January 17, 2023 Via EDGAR Robert Shapiro Staff Attorney Division of Corporation Finance AD 11 - Office of Telecommunications United States Securities and Exchange Commission 100 F. Street, NE Washington, D.C. 20549 Re: Regis Corporation Form 10-K fo

CORRESP 1 filename1.htm January 17, 2023 Via EDGAR Robert Shapiro Staff Attorney Division of Corporation Finance AD 11 - Office of Telecommunications United States Securities and Exchange Commission 100 F. Street, NE Washington, D.C. 20549 Re: Regis Corporation Form 10-K for the Year Ended June 30, 2022 Filed August 23, 2022 Earnings Release on Form 8-K Furnihed shed November 1, 2022 File No. 001-

December 14, 2022 Via EDGAR Robert Shapiro Staff Attorney Division of Corporation Finance AD 11 - Office of Telecommunications United States Securities and Exchange Commission 100 F. Street, NE Washington, D.C. 20549 Re: Regis Corporation Form 10-K f

December 14, 2022 Via EDGAR Robert Shapiro Staff Attorney Division of Corporation Finance AD 11 - Office of Telecommunications United States Securities and Exchange Commission 100 F.

Regis Corporation Reports Operating Profit for the First Time in 16 Quarters

Exhibit No. 99.1 Regis Corporation Reports Operating Profit for the First Time in 16 Quarters MINNEAPOLIS, November 1, 2022 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, today announced financial results for the first fiscal quarter ended September 30, 2022. Financial Highlights: First quarter 2023 compared to first quarter 2022: •System-wide same-store sales increased 4.5% i

Amended and Restated Senior Executive Severance Policy, dated September 1, 2022. (Incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q filed on November 1, 2022.)

ex101severancepolicy Amended and Restated Senior Executive Severance Policy Release Date: September 1, 2022 Senior Executives (defined as SVPs and above) who do not have an Employment Agreement will be eligible to receive severance pursuant to the following guidelines: 1.

Form of Non-Employee Director Stock Option Agreement (Annual Non-Employee Director Grants). (Incorporated by reference to Exhibit 10.4 of the Company's Quarterly Report on Form 10-Q filed on November 1, 2022.)

ex104non-employeedirecto US.351988314.03 Form of Director Option Grant ([•] 2022) REGIS CORPORATION STOCK OPTION AWARD AGREEMENT THIS STOCK OPTION AWARD AGREEMENT, dated as of [•], 202[•] (the “Grant Date”), is made between Regis Corporation, a Minnesota corporation (the “Company”), and , a nonemployee director of the Company (the “Director”). WHEREAS, the Company desires to increase the Director’

Form of Employee Stock Option Agreement (Annual Executive Grants). Incorporated by reference to Exhibit 10.3 of the Company's Quarterly Report on Form 10-Q filed on November 1, 2022.)

ex103employeestockoption US.351988573.04 REGIS CORPORATION STOCK OPTION AWARD AGREEMENT This STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of [•] (the “Grant Date”), is between Regis Corporation, a Minnesota corporation (the “Company”), and [•] (the “Participant”). WHEREAS, the Participant is a valued and trusted employee of the Company and the Company desires to grant the Participant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Co

Form of Cash Settled SAR Agreement (Annual Executive Grants). (Incorporated by reference to Exhibit 10.2 of the Company's Quarterly Report on Form 10-Q filed on November 1, 2022.)

ex102cashsettledsar US.351988748.03 REGIS CORPORATION STOCK APPRECIATION RIGHTS AWARD AGREEMENT This STOCK APPRECIATION RIGHTS AWARD AGREEMENT (this “Agreement”), dated as of [•] (the “Grant Date”), is between Regis Corporation, a Minnesota corporation (the “Company”), and [•] (the “Participant”). WHEREAS, the Participant is a valued and trusted employee of the Company and the Company desires to g

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): November 1, 2022 REGIS CORPORATIO

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): November 1, 2022 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

Current Report

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): October 25, 2022 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.??) Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? Preliminary Proxy Statement ?? Confidential, for Use of the Commission Only (as permitted by Rul

UNITED STATES SECURITIES AND EXCHANGE Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.??) Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Def

REGIS CORPORATION REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS

Exhibit No. 99.1 REGIS CORPORATION REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS MINNEAPOLIS, August 23, 2022 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, today reported results for the fourth quarter and full year ended June 30, 2022. Highlights from the year include: ?Fourth quarter and full year revenue of $66.1 million and $276.0 million, including royalty growth of

Amendment to the adoption agreement for the Regis Corporation Executive Retirement Savings Plan, effective January 1, 2016. (Incorporated by reference to Exhibit 10.3 to the Company's Annual Report on Form 10-K filed on August 23, 2022).

ex10executiveretirements

Results of Operations and Financial Condition

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): August 23, 2022 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File N

List of Subsidiaries of the Company.

Exhibit No. 21 Regis Corporation List of Subsidiaries Company Name Country or State of Incorporation/Formation The Barbers, Hairstyling for Men & Women, Inc. Minnesota Roosters MGC International LLC Michigan Supercuts, Inc. Delaware Supercuts Corporate Shops, Inc. Delaware RPC Acquisition Corp. Minnesota RPC Corporate Shops, Inc. Minnesota Regis Corp. Minnesota Regis, LLC Minnesota Regis Insurance

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corporation (Ex

Regis Corporation Successfully Renegotiates Debt Announces Credit Agreement Amendment and Extension

Exhibit No. 99.1 Regis Corporation Successfully Renegotiates Debt Announces Credit Agreement Amendment and Extension MINNEAPOLIS, August 15, 2022 ? Regis Corporation (NYSE: RGS), a leader in the haircare industry, announced today that it successfully amended its credit facility and extended the maturity date from March 23, 2023 to August 31, 2025. Under the amendment, the revolving credit facility

Amendment No. 6 to Credit Agreement, dated as of August 12, 2022, by and among Regis Corporation, certain of its subsidiaries, various financial institutions and Bank of America, N.A. as Administrative Agent. (Incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on August 15, 2022.)

Execution Version 1 AMENDMENT NO. 6 TO LOAN DOCUMENTS This Amendment No. 6 to Loan Documents (this ?Amendment?), dated as of August 12, 2022, is made by and among REGIS CORPORATION, a Minnesota corporation (the ?Borrower?), each Subsidiary Guarantor (as defined in the Credit Agreement), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

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): August 12, 2022 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File N

Current Report

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): June 13, 2022 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Regis Corporation Receives Continued Listing Notice From NYSE

Exhibit No. 99.1 Regis Corporation Receives Continued Listing Notice From NYSE MINNEAPOLIS, June 14, 2022 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, today announced that it has received written notice (the ?Notice?) from the New York Stock Exchange (?NYSE?) that the Company does not presently meet certain NYSE continued listing standards. Under the NYSE continued listing s

Asset Purchase Agreement, dated June 9, 2022, among the Company, Fremont Software, LLC, The Barbers, Hairstyling for Men & Women, Inc., Roosters MGC International LLC, Regis Holdings (Canada), Ltd., Magicuts, Ltd., First Choice Haircutters, Ltd., Cutco Acquisition Corp., RPC Acquisition Corp., Supercuts, Inc., and Soham Inc. (Incorporated by reference to Exhibit 2.1 of the Company's Current Report on Form 8-K filed on June 10, 2022.)

Execution Version ASSET PURCHASE AGREEMENT by and among REGIS CORPORATION, FREMONT SOFTWARE, LLC, As Sellers THE BARBERS, HAIRSTYLING FOR MEN & WOMEN, INC.

Regis Partners with Salon Technology Provider Zenoti to Support its 5,000+ locations Zenoti Will Purchase Regis’ Opensalon® Pro Salon Management System as Part of the Transaction

Exhibit No. 99 Regis Partners with Salon Technology Provider Zenoti to Support its 5,000+ locations Zenoti Will Purchase Regis’ Opensalon® Pro Salon Management System as Part of the Transaction MINNEAPOLIS, June 9, 2022 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, announces that it has partnered with Zenoti, the leading technology provider for beauty, wellness, and fitness b

Current Report

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): June 9, 2022 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corpor

Results of Operations and Financial Condition

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): May 10, 2022 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Numb

REGIS CORPORATION REPORTS THIRD QUARTER 2022 RESULTS

Exhibit No. 99 REGIS CORPORATION REPORTS THIRD QUARTER 2022 RESULTS MINNEAPOLIS, May 10, 2022 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, today reported results for the third fiscal quarter and nine months ended March 31, 2022 versus the prior year as noted below. ?Total third quarter and nine months ended March 31, 2022 revenue of $64.7 million and $212.8 million includes

Offer Letter, Non-Compete, Non-Disclosure, Non-Solicitation and Non-Hire Agreement, dated May 4, 2022, between the Company and Matthew Doctor. (Incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on May 5, 2022.)

T: -7777 | 3701 Wayzata Boulevard, Suite 500 | Minneapolis, MN 55416952-947 1 | P a g e May 4, 2022 Matthew Doctor Minneapolis, MN RE: Chief Executive Officer and President Offer Letter Dear Matt: We are pleased to offer you employment with Regis Corporation (the ?Company?) as President and Chief Executive Officer.

Regis Corporation Appoints Matthew Doctor as President and Chief Executive Officer

Exhibit No. 99 Regis Corporation Appoints Matthew Doctor as President and Chief Executive Officer MINNEAPOLIS, May 5, 2022 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, has appointed Matthew Doctor as the Company?s President and Chief Executive Officer (CEO) and will join the Company?s Board of Directors. Matt has been serving as the Company?s Interim Chief Executive Officer

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): May 4, 2022 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Numbe

to Schedule 13G

Exhibit I to Schedule 13G Ameriprise Financial, Inc., a Delaware Corporation, is a parent holding company. The classification and identity of the relevant subsidiaries is as follows: Non-US Institution ? TAM UK International Holdings Limited, a private limited company incorporated in England and Wales, is a holding company and parent entity to Threadneedle Asset Management Oversight Limited. Non-U

RGS / Regis Corporation / ALLIANCEBERNSTEIN L.P. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Regis Corp (Name of Issuer) Common Stock (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

RGS / Regis Corporation / CRAMER ROSENTHAL MCGLYNN LLC - NONE Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 05)* REGIS CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

RGS / Regis Corporation / AMERIPRISE FINANCIAL INC - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities and Exchange Act of 1934 Regis Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: This Schedule i

to Schedule 13G Joint Filing Agreement

Exhibit II to Schedule 13G Joint Filing Agreement The undersigned persons agree and consent to the joint filing on their behalf of this Schedule 13G dated February 14, 2022 in connection with their beneficial ownership of Regis Corporation.

to Schedule 13G Powers of Attorney LIMITED POWER OF ATTORNEY

Exhibit III to Schedule 13G Powers of Attorney LIMITED POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, which are intended to constitute a Limited Power of Attorney, that TAM UK International Holdings Limited, a company incorporated under the laws of England and Wales under registered number 12728685, with its principal place of business at Cannon Place, 78 Cannon Street, London, EC4N 6AG (?Threa

REGIS CORPORATION REPORTS SECOND QUARTER FISCAL YEAR 2022 EARNINGS

Exhibit No. 99 REGIS CORPORATION REPORTS SECOND QUARTER FISCAL YEAR 2022 EARNINGS MINNEAPOLIS, February 2, 2022 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, today reported results for the second fiscal quarter ended December 31, 2021 versus the prior year as noted below. Results reflect an improvement in system-wide same stores sales and a lower cost structure. ?Total revenu

Offer Letter, dated December 22, 2021, between the Company and Jim B. Lain. (Incorporated by reference to Exhibit 10.2 of the Company's Quarterly Report on Form 10-Q filed on February 3, 2022.)

[Address omitted]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Cor

Offer Letter, dated December 22, 2021, between the Company and Matthew Doctor. (Incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q filed on February 3, 2022.)

Results of Operations and Financial Condition

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): February 2, 2022 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

RGS / Regis Corporation / MASSACHUSETTS FINANCIAL SERVICES CO /MA/ - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* REGIS CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

REGIS® CORPORATION ANNOUNCES LEADERSHIP TRANSITIONS Matt Doctor Named Interim CEO

Exhibit No. 99 REGIS? CORPORATION ANNOUNCES LEADERSHIP TRANSITIONS Matt Doctor Named Interim CEO MINNEAPOLIS, December 23, 2021 - Regis Corporation (NYSE: RGS), a leader in the haircare industry, whose primary business is franchising technology-enabled hair salons, today announced that Felipe Athayde, President and Chief Executive Officer, has resigned from the Company. In connection with his resi

Current Report

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): December 19, 2021 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

RGS / Regis Corporation / Torch BRC, LP - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Regis Corporation (Name of Issuer) Common Stock, par value $0.05 per share (Title of Class of Securities) 758932107 (CUSIP Number) James Grosfeld Torch BRC, LP One Towne Square Suite 1600 Southfield, MI 48076 (248) 827-1715 with a copy to: Jeffrey H. Kura

Current Report

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): November 12, 2021 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

REGIS® REPORTS IMPROVED FIRST QUARTER 2022 RESULTS AND ENHANCED LIQUIDITY POSITION Nominal Sales Continue To Improve; Q1 2022 System-Wide Same-Store Sales Up 23.2% Compared To Q1 2021 Proactively Bolstered Liquidity By Raising $37 Million In At-The-M

Exhibit No. 99 REGIS? REPORTS IMPROVED FIRST QUARTER 2022 RESULTS AND ENHANCED LIQUIDITY POSITION Nominal Sales Continue To Improve; Q1 2022 System-Wide Same-Store Sales Up 23.2% Compared To Q1 2021 Proactively Bolstered Liquidity By Raising $37 Million In At-The-Market Offering Continued Rollout Of Proprietary Technology Platform Opensalon? Pro; 46% Of U.S. Franchise Salons Are Now Running Or Hav

Form of Stock Option Award Agreement (Annual Executive Grants). (Incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on 10-Q filed on November 4, 2021.)

EX-10.1 2 rgs-093021ex101.htm EX-10.1 REGIS CORPORATION STOCK OPTION AWARD AGREEMENT This STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of [•] (the “Grant Date”), is between Regis Corporation, a Minnesota corporation (the “Company”), and [•] (the “Participant”). WHEREAS, the Participant is a valued and trusted employee of the Company and the Company desires to grant the Participant an

Results of Operations and Financial Condition

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): November 3, 2021 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

Form of Cash-Settled SAR Agreement (Annual Executive Grants). (Incorporated by reference to Exhibit 10.2 of the Company's Quarterly Report on 10-Q filed on November 4, 2021.)

REGIS CORPORATION STOCK APPRECIATION RIGHTS AWARD AGREEMENT This STOCK APPRECIATION RIGHTS AWARD AGREEMENT (this ?Agreement?), dated as of [?] (the ?Grant Date?), is between Regis Corporation, a Minnesota corporation (the ?Company?), and [?] (the ?Participant?).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Co

Current Report

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): October 26, 2021 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

Current Report

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): October 12, 2021 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registran

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Current Report

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): September 9, 2021 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

Exhibit 99.1: Joint Filing Agreement, dated as of August 31, 2021.

EX-99.1 2 tm2126639d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1)(iii) of the Securities Exchange Act of 1934, each of the undersigned agrees that a single joint Schedule 13D and any amendments thereto may be filed on behalf of each of the undersigned with respect to the securities held by each of them in Regis Corporation. The undersigned further agree

RGS / Regis Corporation / Torch BRC, LP - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Regis Corporation (Name of Issuer) Common Stock, par value $0.05 per share (Title of Class of Securities) 758932107 (CUSIP Number) James Grosfeld Torch BRC, LP One Towne Square Suite 1600 Southfield, MI 48076 (248) 827-1715 with a copy to: Jeffrey H. Kura

RGS / Regis Corporation / Birch Run Capital Advisors, LP Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7) Regis Corporation (Name of Issuer) Common Stock, par value $0.05 per share (Title of Class of Securities) 758932107 (CUSIP Number) Caren Abramovich Birch Run Capital Advisors, LP 405 Lexington Avenue Suite 923 New York, NY 10174 (212) 433?1980 with a copy

RGS / Regis Corporation / Walnut BRC, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Regis Corporation (Name of Issuer) Common Stock, par value $0.05 per share (Title of Class of Securities) 758932107 (CUSIP Number) Barry L. Bloom 655 Madison Avenue New York, NY 10065-8068 (212) 521-2930 (Name, Address and Telephone Number of Person Auth

AGREEMENT JOINT FILING OF SCHEDULE 13D

Exhibit 1 AGREEMENT JOINT FILING OF SCHEDULE 13D The undersigned hereby agree to jointly prepare and file with regulatory authorities this Schedule 13D and any future amendments thereto reporting each of the undersigned?s ownership of securities of Regis Corporation, and hereby affirm that such Schedule 13D is being filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corporation (Ex

Restricted Stock Unit Agreement, dated November 11, 2019, between the Company and Kersten D. Zupfer. (Incorporated by reference to Exhibit 10(o) to the Company's Annual Report on Form 10-K filed on August 26, 2021.)

Form of Initial RSU (FY19 LTI Awards) ? Tier I REGIS CORPORATION RESTRICTED STOCK UNIT AGREEMENT THIS RESTRICTED STOCK UNIT AGREEMENT (the ?Agreement?), dated as of November 11, 2019 (the ?Grant Date?), is between Regis Corporation, a Minnesota corporation (the ?Company?), and Kersten Zupfer (the ?Participant?).

REGIS® REPORTS FOURTH QUARTER AND FULL YEAR RESULTS, COMPLETION OF TRANSFORMATIONAL PHASE AND CONTINUED PROGRESS ON KEY FOUNDATIONAL INITIATIVES Business Transformation To A Fully-Franchised Model Considered Complete; Refranchised, Negotiated Lease B

EX-99 2 a63021pressrelease.htm EX-99 Exhibit No. 99 REGIS® REPORTS FOURTH QUARTER AND FULL YEAR RESULTS, COMPLETION OF TRANSFORMATIONAL PHASE AND CONTINUED PROGRESS ON KEY FOUNDATIONAL INITIATIVES Business Transformation To A Fully-Franchised Model Considered Complete; Refranchised, Negotiated Lease Buyouts, Or Closed At Lease Term 550 Company-Owned Salons During The Fourth Quarter And 1,356 Durin

List of Subsidiaries of the Company.

Exhibit No. 21 Regis Corporation List of Subsidiaries Company Name Country or State of Incorporation/Formation The Barbers, Hairstyling for Men & Women, Inc. Minnesota Roosters MGC International LLC Michigan Supercuts, Inc. Delaware Supercuts Corporate Shops, Inc. Delaware RPC Acquisition Corp. Minnesota RPC Corporate Shops, Inc. Minnesota Regis Corp. Minnesota Regis Insurance Group, Inc. Vermont

Form of Restricted Stock Unit Agreement (Fiscal 2021 Executive Grants). Incorporated by reference to Exhibit 10(q) to the Company's Annual Report on Form 10-K filed on August 26, 2021.)

18RSU211YR RESTRICTED STOCK UNIT AGREEMENT THIS RESTRICTED STOCK UNIT AGREEMENT (the ?Agreement?), dated as of (the ?Grant Date?), is between Regis Corporation, a Minnesota corporation (the ?Company?), and (the ?Participant?).

Stock Option Agreement, dated October 5, 2020, between the Company and Felipe A. Athayde.

PERFORMANCE OPTIONS REGIS CORPORATION STOCK OPTION AWARD AGREEMENT This STOCK OPTION AWARD AGREEMENT (this ?Agreement?), dated as of [?] (the ?Grant Date?), is between Regis Corporation, a Minnesota corporation (the ?Company?), and Felipe Athayde (the ?Participant?).

Restricted Stock Unit Agreement, dated October 5, 2020, between the Company and Felipe A. Athayde.

SIGN-ON RSUs RESTRICTED STOCK UNIT AGREEMENT THIS RESTRICTED STOCK UNIT AGREEMENT (the ?Agreement?), dated as of , 2020 (the ?Grant Date?), is between Regis Corporation, a Minnesota corporation (the ?Company?), and Felipe Athayde (the ?Participant?).

Performance Units Agreement, dated November 11, 2019, between the Company and Kersten D. Zupfer. (Incorporated by reference to Exhibit 10(p) to the Company's Annual Report on From 10-K filed on August 26, 2021.)

Form of PSU (FY19 LTI Awards) ? Tier I REGIS CORPORATION PERFORMANCE UNITS AGREEMENT THIS PERFORMANCE UNITS AGREEMENT (the ?Agreement?), dated as of November 11, 2019 (the ?Grant Date?), is between Regis Corporation, a Minnesota corporation (the ?Company?), and Kersten Zupfer (the ?Participant?).

Results of Operations and Financial Condition

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): August 26, 2021 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File N

Matching Stock Option Agreement, dated October 5, 2020, between the Company and Felipe A. Athayde.

EX-10.H 4 rgs2021630ex10h.htm EX-10.H MATCHING OPTIONS REGIS CORPORATION STOCK OPTION AWARD AGREEMENT This STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of [●] (the “Grant Date”), is between Regis Corporation, a Minnesota corporation (the “Company”), and Felipe Athayde (the “Participant”). WHEREAS, the Company wishes to incentivize the Participant to join the Company by granting the Pa

Separation and Consulting Agreement, dated July 1, 2021, between the Company and James Townsend.

Current Report

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): June 15, 2021 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) Regis Corporation (Name of Issuer) Common Stock, par value $0.05 per share (Title of Class of Securities)

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) Regis Corporation (Name of Issuer) Common Stock, par value $0.05 per share (Title of Class of Securities) 758932107 (CUSIP Number) Caren Abramovich Birch Run Capital Advisors, LP 405 Lexington Avenue Suite 839 New York, NY 10174 (212) 433–1980 wi

Standstill Agreement, dated June 11, 2021, by and among Birch Run Capital Advisors, LP, Springhill Investments LLC and New Walnut GP LLC

EX-99.1 2 d145391dex991.htm EX-99.1 Exhibit 99.1 STANDSTILL AGREEMENT This Standstill Agreement, dated as of June 11, 2021 (this “Standstill Agreement”), is by and among Birch Run Capital Advisors, LP (“Birch Run”), Springhill Investments LLC (“Springhill”) and New Walnut GP LLC (“New Walnut GP”, and together with Springhill, the “New GPs”). Birch Run and each of the New GPs are each referred to h

Current Report

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): June 11, 2021 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Results of Operations and Financial Condition

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): May 6, 2021 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Numbe

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corpor

REGIS REPORTS THIRD QUARTER 2021 IMPROVED TRAFFIC TRENDS AND CONTINUED PROGRESS IN KEY INITIATIVES The Company Refranchised 126 Company-Owned Salons To Franchisees During Third Quarter And An Additional 109 Salons In Fourth Quarter To Date. As Of Mar

EX-99 2 a3312021pressrelease.htm EX-99 Exhibit No. 99 REGIS REPORTS THIRD QUARTER 2021 IMPROVED TRAFFIC TRENDS AND CONTINUED PROGRESS IN KEY INITIATIVES The Company Refranchised 126 Company-Owned Salons To Franchisees During Third Quarter And An Additional 109 Salons In Fourth Quarter To Date. As Of March 31, 2021, Approximately 87% Of The Company's Salon Portfolio Was Franchised Over 1,700 Salons

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 04)* REGIS CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) (CUSIP Number) December 31, 202

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 04)* REGIS CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9 )* Regis Corp (Name of Issuer) Common Stock (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* REGIS CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Regis Corp Title of Class of Securities: Common Stock CUSIP Number: 758932107 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Regis Corp (Name of Issuer) Common Stock (Title of Class of Securities) 758932107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

-

REGIS CORPORATION 3701 Wayzata Boulevard Minneapolis, MN 55416 February 8, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

Form of Subordinated Indenture

EXHIBIT 4.4 REGIS CORPORATION TO [] Trustee INDENTURE Dated as of [] Subordinated Debt Securities -1- Regis Corporation Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of [] Trust Indenture Act Section Indenture Section §310(a)(1) 609 (a)(2) 609 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 609 (b) 608, 610 §311(a) 613 (b) 613 §312(a) 701, 702(a) (b) 702(b)

Form of Senior Indenture.

EX-4.3 3 a43formofseniorindenture.htm EX-4.3 EXHIBIT 4.3 REGIS CORPORATION TO [] Trustee INDENTURE Dated as of [] Senior Debt Securities US.130690010.02 Regis Corporation Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of [] Trust Indenture Act Section Indenture Section §310(a)(1) 609 (a)(2) 609 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 609 (b) 608, 610

Results of Operations and Financial Condition - 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): February 3, 2021 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

- S-3

As filed with the Securities and Exchange Commission on February 3, 2021 Registration No.

Open Market Sale Agreement, dated February 3, 2021, between the Company and Jefferies LLC. (Incorporated by reference to Exhibit 1.2 of the Company's Registration Statement on Form S-3 (No. 333-252700) filed on February 4, 2021.)

EX-1.2 2 ex12openmarketsaleagreement.htm EX-1.2 Execution Version OPEN MARKET SALE AGREEMENT1 February 3, 2021 JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Regis Corporation, a Minnesota corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or princip

REGIS REPORTS SECOND QUARTER 2021 RESULTS AND TAKES ACTION ON A NUMBER OF INITIATIVES TO POSITION THE COMPANY FOR GROWTH The Company Continues To Make Progress In Its Transition To A Fully-Franchised Model With The Sale And Conversion Of An Additiona

Exhibit No. 99 REGIS REPORTS SECOND QUARTER 2021 RESULTS AND TAKES ACTION ON A NUMBER OF INITIATIVES TO POSITION THE COMPANY FOR GROWTH The Company Continues To Make Progress In Its Transition To A Fully-Franchised Model With The Sale And Conversion Of An Additional 145 Company-Owned Salons To Its Franchise Portfolio During The Quarter Second Quarter 2021 Results Were Materially Impacted By The CO

Exhibit 10.1

a101separationagreement

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Cor

Letter regarding change in certifying accountant.

December 11, 2020 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Regis Corporation (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of Regis Corporation dated December 7, 2020. We agree with the statements concerning our Firm contained ther

Current Report

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): December 7, 2020 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

- 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): December 2, 2020 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

Restricted Stock Unit Agreement (Inducement Grant), between Felipe A. Athayde and Regis Corporation, dated October 5, 2020.

Exhibit 10.2 SIGN-ON RSUs RESTRICTED STOCK UNIT AGREEMENT THIS RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”), dated as of October 5, 2020 (the “Grant Date”), is between Regis Corporation, a Minnesota corporation (the “Company”), and Felipe Athayde (the “Participant”). WHEREAS, the Company wishes to incentivize the Participant to join the Company by granting the Participant the opportunity to r

Power of Attorney.

EX-24 6 ex24powerofattorney.htm EX-24 Exhibit 24 POWER OF ATTORNEY The undersigned director and/or officer of Regis Corporation, a Minnesota corporation (the “Company”), does hereby make, constitute and appoint Kersten D. Zupfer and Amanda P. Rusin, and each of them, his or her true and lawful attorneys-in-fact, with full power of substitution, for the undersigned and in his or her name, place and

Stock Option Award Agreement (Inducement Grant), between Felipe A. Athayde and Regis Corporation, dated October 5, 2020.

Exhibit 10.1 MATCHING OPTIONS REGIS CORPORATION STOCK OPTION AWARD AGREEMENT This STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of October 5, 2020 (the “Grant Date”), is between Regis Corporation, a Minnesota corporation (the “Company”), and Felipe Athayde (the “Participant”). WHEREAS, the Company wishes to incentivize the Participant to join the Company by granting the Participant the

- S-8

As filed with the Securities and Exchange Commission on November 2, 2020 Registration No.

REGIS REPORTS FIRST QUARTER 2021 RESULTS WITH SIGNIFICANT PROGRESS IN ITS TRANSITION TO A FULLY-FRANCHISED ASSET-LIGHT MODEL AND COMPLETED SALON RE-OPENING First Quarter 2021 Results Were Materially Impacted By The COVID-19 Pandemic. Excluding Discre

EX-99 2 a09302020pressrelease.htm EX-99 Exhibit No. 99 REGIS REPORTS FIRST QUARTER 2021 RESULTS WITH SIGNIFICANT PROGRESS IN ITS TRANSITION TO A FULLY-FRANCHISED ASSET-LIGHT MODEL AND COMPLETED SALON RE-OPENING First Quarter 2021 Results Were Materially Impacted By The COVID-19 Pandemic. Excluding Discrete Items, The Company Reported First Quarter 2021 Adjusted Net Loss Of $27.9 Million The Compan

Results of Operations and Financial Condition

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): October 27, 2020 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corporation (

RGS / Regis Corp. / Birch Run Capital Advisors, LP Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) Regis Corporation (Name of Issuer) Common Stock, par value $0.05 per share (Title of Class of Securities) 758932107 (CUSIP Number) Caren Abramovich Birch Run Capital Advisors, LP 405 Lexington Avenue Suite 720 New York, NY 10174 (212) 433–1980 with a copy

definitive proxy statement for the Registrant's 2020 Annual Meeting of Shareholders filed on September 16, 2020

DEF 14A 1 nc10012900x2def14a.htm DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

COURTESY PDF

PROXY STATEMENT AND NOTICE OF ANNUAL MEETING 2 2 Dear Regis shareholders, employees, franchise owners and customers, The medical, economic, and social trauma we are all experiencing has hit the Regis community hard.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): September 4, 2020 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 001-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission Fi

REGIS CORPORATION ANNOUNCES LEADERSHIP TRANSITION Hugh Sawyer to Retire; Felipe Athayde Named CEO and President Daniel Beltzman Elected Chairman of the Board

Exhibit 99.1 REGIS CORPORATION ANNOUNCES LEADERSHIP TRANSITION Hugh Sawyer to Retire; Felipe Athayde Named CEO and President Daniel Beltzman Elected Chairman of the Board MINNEAPOLIS – September 8, 2020 – Regis Corporation (NYSE:RGS), a leader in the haircare industry, whose primary business is franchising, owning, and operating technology-enabled hair salons, today announced that Hugh Sawyer, Cha

Exhibit 10.2

Exhibit 10.2 NON-COMPETE, NON-DISCLOSURE, NON-SOLICITATION AND NON-HIRE AGREEMENT This is an Agreement between Felipe A. Athayde (“You”) and Regis Corporation (“Regis” or “Company”). The Agreement is effective on September 4, 2020 (“Effective Date”). In consideration of the employment opportunity provided by Regis on or about September 4, 2020, you, intending to be legally bound, agree to the foll

Exhibit 10.1

Exhibit 10.1 [Company Letterhead] September 4, 2020 Mr. Felipe A. Athayde 5234 La Gorce Drive Miami Beach, FL 33140 Dear Felipe: We are pleased to offer you employment with Regis Corporation (the “Company”) as Chief Executive Officer and President. You will report directly to the Board of Directors of the Company. If you choose to accept this offer, your employment will commence as soon as reasona

Exhibit 10.3

Exhibit 10.3 TRANSITION SERVICES AND RELEASE AGREEMENT TO: Hugh Sawyer FROM: Regis Corporation DATE: September 3, 2020 This Transition Services and Release Agreement (“Agreement”) is between Hugh Sawyer (“Executive”) and Regis Corporation (“Regis” or “Company”) collectively, the “parties”. This Agreement sets out the terms of Executive’s separation of employment from Regis, as well as the terms of

Results of Operations and Financial Condition - 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): August 31, 2020 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File N

Amendment No. 3 to Credit Agreement dated as of July 29, 2020 by and among Regis Corporation, certain of its subsidiaries, various financial institutions and Bank of America, N.A. as Administrative Agent.

rgs-20200630ex10u AMENDMENT NO. 3 TO CREDIT AGREEMENT AND CONSENT This Amendment No. 3 to Credit Agreement and Consent (this “Amendment”), dated as of July 29, 2020, is made by and among REGIS CORPORATION, a Minnesota corporation (the “Borrower”), each Subsidiary Guarantor (as defined in the Credit Agreement), BANK OF AMERICA, N.A., a national banking association organized and existing under the l

List of Subsidiaries of the Company.

Exhibit No. 21 Regis Corporation List of Subsidiaries Company Name Country or State of Incorporation/Formation The Barbers, Hairstyling for Men & Women, Inc. Minnesota WCH, Inc.* Minnesota We Care Hair Realty, Inc.* Delaware Roosters MGC International LLC Michigan Supercuts, Inc. Delaware Supercuts Corporate Shops, Inc. Delaware Tulsa’s Best Haircut LLC Oklahoma RPC Acquisition Corp. Minnesota RPC

Employment Agreement dated December 1, 2014, between the Company and Kersten D. Zupfer. (Incorporated by reference to Exhibit 10(g) of the Company's Annual Report on Form 10-K filed on August 31, 2020.)

rgs-20200630ex10g

Exhibit 10.4

rgs-20200630ex10c

REGIS® REPORTS FOURTH QUARTER AND FULL YEAR 2020 OPERATING RESULTS MATERIALLY IMPACTED BY THE COVID-19 PANDEMIC, SUCCESSFULLY AMENDS CREDIT FACILITY AND ANNOUNCES SIGNIFICANT PROGRESS IN ITS TRANSITION TO FRANCHISE MODEL In May, The Company Successfu

EX-99 2 a63020pressrelease.htm EX-99 Exhibit No. 99 REGIS® REPORTS FOURTH QUARTER AND FULL YEAR 2020 OPERATING RESULTS MATERIALLY IMPACTED BY THE COVID-19 PANDEMIC, SUCCESSFULLY AMENDS CREDIT FACILITY AND ANNOUNCES SIGNIFICANT PROGRESS IN ITS TRANSITION TO FRANCHISE MODEL In May, The Company Successfully Amended Its Revolving Credit Facility Establishing Covenant-Light Terms Expected To Provide Th

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corporation (Ex

Current Report

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): June 29, 2020 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

REGIS REPORTS THIRD QUARTER 2020 RESULTS MATERIALLY IMPACTED BY THE COVID-19 PANDEMIC AND SIGNIFICANT PROGRESS IN SALON RE-OPENINGS AND IN ITS TRANSITION TO A FRANCHISE MODEL Third Quarter Operating Loss Of $64.3 Million Includes A One-Time, Non-Cash

EX-99 2 a03312020pressrelease.htm EX - 99 Exhibit No. 99 REGIS REPORTS THIRD QUARTER 2020 RESULTS MATERIALLY IMPACTED BY THE COVID-19 PANDEMIC AND SIGNIFICANT PROGRESS IN SALON RE-OPENINGS AND IN ITS TRANSITION TO A FRANCHISE MODEL Third Quarter Operating Loss Of $64.3 Million Includes A One-Time, Non-Cash Goodwill Impairment Charge Of $44.5 Million Related To Company-Owned Salons, Non-Cash Goodwi

Senior Executive Severance Policy, dated May 18, 2020, Applicable to Senior Vice Presidents and Above Who Do Not Have an Employment Agreement. (Incorporated by reference to Exhibit 10.3.1 of the Company's Quarterly Report on Form 10-Q filed on June 18, 2020.)

Senior Executive Severance Policy Release Date: May 18, 2020 Senior Executives (defined as SVPs and above) who do not have an Employment Agreement will receive severance pursuant to the following guidelines: 1.

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-12725 Regis Corpor

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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): June 18, 2020 REGIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 1-12725 41-0749934 (State or other jurisdiction of incorporation) (Commission File Num

Regis Corporation Announces Successful Amendment to Revolving Credit Facility

EX-99.1 Exhibit 99.1 Regis Corporation Announces Successful Amendment to Revolving Credit Facility MINNEAPOLIS, May 18, 2020 – Regis Corporation (NYSE: RGS), a leader in the haircare industry, whose primary business is franchising, owning, and operating technology enabled hair salons, announced today that it successfully amended its $295 million revolving credit facility that expires in March 2023