REGIS CORP
For the period ended Oct 28, 2026. Filed Sep 17, 2026.
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Oct 28, 2026 · Filed Sep 17, 2026
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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 |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material under § 240.14a-12 |
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Regis Corporation
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
| Payment of Filing Fee (Check all boxes that apply): | |
|---|---|
| ☒ | No fee required |
| ☐ | Fee paid previously with preliminary materials |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
LETTER FROM THE CHAIR OF THE BOARD AND CHIEF EXECUTIVE OFFICER
Dear Regis Shareholders, Employees, Franchisees, Vendors, and Guests,
Fiscal 2026 marked an important year for Regis as we continued strengthening the business and positioning the Company for sustainable long-term growth. We improved financial performance, generated stronger cash flow, and advanced our strategic priorities.
For fiscal 2026, which ended June 30, 2026, Regis delivered Adjusted EBITDA of $32.8 million, an increase of $1.2 million over fiscal 2025, generated $13.1 million in cash from operating activities, and returned to positive systemwide same-store sales growth. These results reflect the disciplined execution of our strategy and the dedication of our franchisees, stylists, and employees.
Over the past years, Regis has undergone a significant transformation, evolving into a predominantly franchise-focused business built around a portfolio of highly recognized brands. With a stronger foundation in place, we are focused on moving from financial stability to sustainable growth, which we believe will translate into long-term value for shareholders.
We believe franchisee success and exceptional guest experiences are the foundation of sustainable growth. We are investing to strengthen our brands, attract new guests, deepen guest loyalty, improve franchisee profitability, and enhance the salon experience through digital innovation, operational excellence, and disciplined execution.
Supercuts, our flagship brand representing nearly half of our salon network and our largest source of royalty revenue, is central to that strategy. During fiscal 2026, we developed the Supercuts Northstar Plan to sharpen the brand’s positioning, modernize the digital guest experience, and improve operational consistency across the system. This work culminated in the launch of our new brand platform,“Confidence Without Compromise,” and the debut of the “Supercuts? Supercuts!” marketing campaign in July 2026. The brand refresh and nationwide campaign reinforce our belief that guests should not have to choose between a high-quality haircut and exceptional value. The brand work is intended to strengthen the brand’s relevance and drive traffic.
Our Company-owned salons remain an important strategic asset. With 264 company-operated locations at fiscal year-end, these salons serve not only as contributors to financial performance but also as innovation centers where we test operational, marketing, and technology initiatives before broader system deployment. This disciplined approach helps improve salon performance while reducing implementation risk across our franchise network.
Across our portfolio, including our work to strengthen SmartStyle, we are focused on increasing traffic, strengthening guest loyalty, improving salon profitability, and supporting our franchisees’ long-term success. We continue investing in initiatives to recruit, develop, and retain talented stylists, recognizing that our stylists remain an important competitive advantage.
Strengthening our capital structure is another strategic priority. We are actively evaluating refinancing alternatives that we believe could provide greater financial flexibility, lower our cost of capital, and better position Regis to execute our long-term growth strategy.
Fiscal 2026 also marked an important leadership transition. In March 2026, after an extensive CEO search, the Board of Directors unanimously appointed Susan Lintonsmith, who was serving as Board Chair, as President and Chief Executive Officer. We would like to thank Jim Lain, Chief Operating Officer, for his leadership during his tenure as interim CEO and for helping ensure a smooth transition. Nancy Benacci was appointed as the new Chair of the Board, bringing continuity and strong governance to the Board’s leadership.
We also strengthened the Board through the addition of Andrew Alfano and William “Bill” Charters as independent directors. Andrew brings extensive experience leading consumer-facing, multi-unit, and franchise businesses through periods of growth and transformation. Bill contributes deep public-markets and financial experience, including corporate credit, capital allocation and franchise-based business models. As one of Regis’ largest individual shareholders, he also brings meaningful shareholder perspective on value creation. Together, Andrew and Bill’s experience broadens the Board’s operating, franchise, consumer, financial and capital-markets capabilities.
Michael Merriman is not standing for reelection at the 2026 Annual Meeting. Mike has served on the Regis Board since 2011, including as Chair of the Board and Chair of the Audit Committee, providing thoughtful leadership and financial oversight during a period of significant transformation. On behalf of the Board and management team, we thank Mike for his many years of dedicated service and his meaningful contributions to Regis and its shareholders.
Looking ahead, our priorities are clear: strengthen our core brands, drive guest traffic, and improve network health by improving operational excellence, enhancing franchisee profitability, and mitigating salon closures. While there is still important work ahead, we believe Regis is better positioned than it has been in years—with stronger brands, a healthier balance sheet, an engaged franchise system, an experienced leadership team, and a clear strategy for long-term value creation.
On behalf of the Board of Directors and the entire Regis team, thank you for your continued trust, investment, and support. We look forward to building on this momentum in fiscal 2027 and beyond.
| Sincerely, | |
|---|---|
| Nancy Benacci | Susan Lintonsmith |
| Chair of the Board | President and Chief Executive Officer |
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
To the Shareholders of Regis Corporation:
| The Annual Meeting of Shareholders (the “Annual Meeting”) of Regis Corporation (referred to as “we,” “us,” “our,” “Regis,” and the “Company”) will be held on October 28, 2026, commencing at 9:00 a.m. Central Time. The Annual Meeting will be conducted completely as a virtual meeting via the Internet at www.virtualshareholdermeeting.com/RGS2026. The purposes of the meeting are: | |
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| ✔ | To elect the six directors listed in this Proxy Statement to serve for a one-year term and until their successors are elected and qualified; |
| ✔ | To approve, on an advisory basis, the compensation of our named executive officers (referred to as the “Say-on-Pay” proposal); |
| ✔ | To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm; and |
| ✔ | To transact such other business, if any, as may properly come before the Annual Meeting or any adjournment or postponement thereof. |
| Only holders of record of our common stock at the close of business on September 2, 2026 are entitled to notice of and to vote at the Annual Meeting or any adjournment or postponement thereof. We are providing our proxy materials, which include our Notice and Proxy Statement and Annual Report, to such holders of record of our common stock beginning on or about September 17, 2026. | |
| Whether or not you plan to participate in the Annual Meeting, please submit your proxy by telephone or through the Internet in accordance with the voting instructions provided to you. If you requested a paper copy of the proxy card by mail, you may also date, sign, and mail the proxy card in the postage-paid envelope that is provided with your proxy card. Should you nevertheless participate in the Annual Meeting, you may revoke your proxy and vote your shares electronically during the Annual Meeting. | |
| If your shares are held in the name of a bank, broker, or other holder of record, you will receive instructions from the record holder that you must follow in order for your shares to be voted. If you plan to vote your shares during the Annual Meeting, you will need the 16-digit control number included on your proxy card or your Notice of Internet Availability of Proxy Materials. We recommend that you log in at least 15 minutes before the meeting to ensure that you are logged in when the meeting starts. | |
By Order of the Board of Directors,
Kersten D. Zupfer
Chief Financial Officer
September 17, 2026
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.