European Wax Center Shareholders Approve Merger Deal as Proxies Cover 84.83% of Shares

Key Points

• Shareholders approved the proposed merger agreement, with proxies representing 84.83% of eligible shares received and a quorum present after a unanimous recommendation from the board’s special committee.
• The transaction is a two-step merger where Glow Merger Sub 1 will merge into European Wax Center (making the company a wholly owned subsidiary of Glow Midco) and Glow Merger Sub 2 will merge into EWC Ventures, which will also become a Glow Midco subsidiary.
• Final voting results will be filed on SEC Form 8‑K within four business days, and no new timing for the transaction closing was provided at the meeting—stockholders were referred to the proxy statement for closing details.

European Wax Center NASDAQ: EWCZ stockholders approved the company’s proposed merger agreement during a special meeting held online, with proxies representing 84.83% of eligible shares received and a quorum present, according to the meeting’s inspector of elections, Broadridge Financial Solutions.

Meeting overview and voting procedures

Chris Morris, Chief Executive Officer and Chairman of the Board, opened and presided over the special meeting, joined by Chief Financial Officer Tom Kim. Morris noted that the meeting was generally accessible to the public, but only stockholders of record as of April 1, 2026, and duly appointed proxies with valid control numbers could ask questions and vote.

Morris said the notice of meeting and related proxy materials were mailed on April 3, 2026, by Broadridge to stockholders of record. He added that documentation supporting the meeting’s notice and recordkeeping—including an affidavit from Broadridge and a certified list of common stockholders prepared by Computershare Trust Company, N.A., the company’s transfer agent—would be filed with the meeting minutes. Broadridge was appointed inspector of elections and signed an oath to act in that role, Morris said.

Broadridge reported that proxies representing 84.83% of the company’s 54,796,851 outstanding common shares eligible to vote had been received, establishing a quorum and allowing the meeting to proceed.

Merger agreement proposal approved

The primary matter before stockholders was approval and adoption of an Agreement and Plan of Merger dated Feb. 9, 2026, involving Glow Midco, LLC; Glow Merger Sub 1, Inc.; Glow Merger Sub 2, LLC; the company; and EWC Ventures, LLC.

As described during the meeting, the transaction contemplates two mergers:

• First merger: Glow Merger Sub 1, Inc. will merge with and into the company, with the company surviving as the surviving corporation and becoming a wholly owned subsidiary of Glow Midco.
• Second merger: Glow Merger Sub 2, LLC will merge with and into EWC Ventures, LLC, with EWC Ventures surviving as the surviving limited liability company and becoming a wholly owned subsidiary of Glow Midco.

Morris said the company’s board—“upon unanimous recommendation of the special committee”—recommended stockholders vote in favor of the merger agreement proposal.

After the polls closed, Morris provided preliminary voting results and outlined the required approval thresholds. He said approval required (1) an affirmative vote of holders of a majority of all outstanding shares of company common stock entitled to vote on the proposal and (2) an affirmative vote of a majority of the votes cast by “disinterested stockholders.”

Morris reported that the merger agreement proposal met both requirements. “Accordingly, the merger agreement proposal is approved,” he said.

Adjournment proposal rendered moot

A second proposal—authorizing one or more adjournments of the special meeting if necessary or appropriate, including to solicit additional proxies in the event of insufficient votes—was also on the agenda. Morris said that because the merger agreement proposal was approved, the adjournment proposal was rendered moot.

Stockholder question on timing referred to proxy statement

During the question-and-answer portion of the meeting, Morris said one stockholder submitted a question seeking an update on expected transaction closing timing. Morris responded by referring stockholders to the company’s proxy statement, which he said “outlines the manner in which we will close the transaction.” No additional timing detail was provided during the meeting.

Next steps and reporting

Morris said a report with the final voting results would be filed with the meeting minutes. He also stated the company would report final results—including any votes properly submitted at the meeting—within four business days in an SEC filing on Form 8-K.

With no further business, Morris adjourned the meeting and thanked stockholders for their attendance and continued interest in the company.

About European Wax Center NASDAQ: EWCZ

European Wax Center is a national provider of hair removal services and related beauty products. The company operates through a network of company-owned and franchised locations, delivering professional waxing treatments for both women and men. Its core service offerings include facial waxing, bikini and Brazilian waxes, arm and leg treatments, back and chest services, and specialized body waxing. In addition to waxing services, European Wax Center markets a range of proprietary retail products such as pre- and post-wax skincare lotions, exfoliating treatments, and moisturizers designed to enhance client comfort and results.

Founded in 2004, European Wax Center introduced a standardized approach to the waxing experience, focusing on consistent training, customer education, and hygienic protocols.

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