| Item 1. | |
| (a) | Name of issuer:
The Honest Company, Inc. |
| (b) | Address of issuer's principal executive offices:
12130 Millennium Drive, Suite 500, Los Angeles, CA, 90094 |
| Item 2. | |
| (a) | Name of person filing:
Nikolaos Vlahos |
| (b) | Address or principal business office or, if none, residence:
c/o Rhode
P.O. Box 15965
Beverly Hills, CA 90209 |
| (c) | Citizenship:
United States of America |
| (d) | Title of class of securities:
Common Stock, $0.0001 par value per share |
| (e) | CUSIP No.:
438333106 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
As of December 31, 2024, Mr. Vlahos beneficially owned 2,450,000 shares of the Issuer's Common Stock, consisting of 2,450,000 shares issuable pursuant to stock options held by Mr. Vlahos that are exercisable within 60 days of December 31, 2024. |
| (b) | Percent of class:
Percent of Common Stock is based on the denominator of (i) 108,902,315 shares of the Issuer's Common Stock outstanding as of December 31, 2024; and (ii) 2,450,000 shares of the Issuer's Common Stock issuable pursuant to stock options held by Mr. Vlahos that are exercisable within 60 days of December 31,
2024 and deemed as outstanding Common Stock for purposes of computing this percentage in accordance with Rule 13d-3(d) of the Securities Exchange Act of 1934, as amended. Based on the above, Mr. Vlahos beneficially owned 2.3% of the Issuer's outstanding Common Stock as of December 31, 2024. |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
2,450,000
|
| | (ii) Shared power to vote or to direct the vote:
0
|
| | (iii) Sole power to dispose or to direct the disposition of:
2,450,000
|
| | (iv) Shared power to dispose or to direct the disposition of:
0
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| | 
Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
| |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
| |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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