AIRS / AirSculpt Technologies, Inc. - Документы SEC, Годовой отчет, Доверенное заявление

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): August 1, 2025 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File N

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

Table of Contents 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 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:

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, 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 1, 2025 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File N

AirSculpt Technologies Reports Second Quarter Fiscal 2025 Results

Exhibit 99.1 AirSculpt Technologies Reports Second Quarter Fiscal 2025 Results MIAMI BEACH, Fla., August 1, 2025 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced results for the second quarter ended June 30, 2025. The Company also announced that Dennis Dean intends to retire from

Underwriting Agreement by and between the Company and Leerink Partners LLC, dated June 9, 2025.

Exhibit 1.1 3,160,000 Shares    AIRSCULPT TECHNOLOGIES, INC. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT June 9, 2025 June 9, 2025 Leerink Partners LLC c/o Leerink Partners LLC 1301 Avenue of the Americas, 5th Floor New York, New York 10019 Ladies and Gentlemen: AirSculpt Technologies, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Under

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, 2025 AirSculpt Technologi

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, 2025 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File Num

AirSculpt Announces Public Offering of Common Stock

Exhibit 99.1 AirSculpt Announces Public Offering of Common Stock MIAMI BEACH, Fla., June 9, 2025 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced the launch of an underwritten public offering of 3,160,000 shares of its common stock. The underwriter will also have a 30-day option t

AirSculpt Announces Pricing of Offering of Common Stock

Exhibit 99.2 AirSculpt Announces Pricing of Offering of Common Stock MIAMI BEACH, Fla., June 10, 2025 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced the pricing of its previously announced underwritten public offering of 3,160,000 shares of common stock. AirSculpt has agreed to

AirSculpt Announces Closing of Offering of Common Stock and Underwriters’ Full Exercise of Option to Purchase Additional Shares

Exhibit 99.3 AirSculpt Announces Closing of Offering of Common Stock and Underwriters’ Full Exercise of Option to Purchase Additional Shares MIAMI BEACH, Fla., June 11, 2025 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced the closing of its previously announced underwritten publi

3,160,000 Shares Common Stock

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(5)  Registration No. 333-285825 Prospectus Supplement (To Prospectus dated March 14, 2025) 3,160,000 Shares Common Stock We are offering 3,160,000 shares of our common stock, par value $0.001 per share, in this offering. Vesey Street Capital Partners, L.L.C., which is affiliated with two of our directors and is our largest stockholder, has expressed

3,160,000 Shares Common Stock

TABLE OF CONTENTS The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed.

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 7, 2025 AirSculpt Technologie

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 7, 2025 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File Numb

RSU Award Grant Notice and Award Agreement between AirSculpt Technologies, Inc. and Yogesh Jashnani

Exhibit 10.1 AIRSCULPT TECHNOLOGIES, INC. RSU AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) AirSculpt Technologies, Inc. (the “Company”) has awarded to you (the “Participant”) the number of restricted stock units specified, and on the terms set forth, below in consideration of your services (the “RSU Award”). Your RSU Award is subject to all of the terms and conditions as set forth herein and in

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

Table of Contents 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:

Financial Statements and Exhibits, 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 2, 2025 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File Numb

Amended and Restated Certificate of Incorporation

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AIRSCULPT TECHNOLOGIES, INC. ARTICLE I NAME The name of the corporation is AirSculpt Technologies, Inc. (the “Corporation”). ARTICLE II REGISTERED OFFICE AND AGENT The address of the Corporation’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, County of New Cast

AirSculpt Technologies Reports First Quarter Fiscal 2025 Results and Full Year Guidance

Exhibit 99.1 AirSculpt Technologies Reports First Quarter Fiscal 2025 Results and Full Year Guidance MIAMI BEACH, Fla., May 2, 2025 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced results for the first quarter ended March 31, 2025. “We began the year reporting results in line wit

PSU Award Grant Notice and Award Agreement between AirSculpt Technologies, Inc. and Yogesh Jashnani

Exhibit 10.2 AIRSCULPT TECHNOLOGIES, INC. PSU AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) AirSculpt Technologies, Inc. (the “Company”) has awarded to you (the “Participant”) the number of performance stock units specified and on the terms set forth below in consideration of your services (the “PSU Award”). Your PSU Award is subject to all of the terms and conditions as set forth herein and in

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. )

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

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. )

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

AirSculpt Technologies, Inc. 1111 Lincoln Road, Suite 802 Miami Beach, FL 33139

AirSculpt Technologies, Inc. 1111 Lincoln Road, Suite 802 Miami Beach, FL 33139 March 20, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 RE: AirSculpt Technologies, Inc. Registration Statement on Form S-3 File No. 333-285825 Request for Acceleration Ladies and Gentlemen: AirSculpt Technologies, Inc. (the “Registrant”) hereb

Form T-1 Statement of Eligibility and Qualification under the Trust Indenture Act of 1939, as amended, of Computershare Trust Company, N.A. with respect to the form of Indenture

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) []    Computershare Trust Company, National Association (Exact name of trustee as specified in its charte

Insider Trading Policy

AIRSCULPT TECHNOLOGIES, INC. INSIDER TRADING POLICY Policy Principles 1. Employees, directors, officers and designated contractors and consultants (each a “Covered Person,” and collectively, “Covered Persons”) of AirSculpt Technologies, Inc. (“AirSculpt”)(or any other person or entity subject to this Insider Trading Policy (this “Policy”)) are responsible for understanding the obligations that com

Calculation of Filing Fee Tables

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) AIRSCULPT TECHNOLOGIES, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents 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 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: 001-

Form of Indenture between AirSculpt Technologies, Inc. and Computershare Trust Company, N.A., as Trustee

Exhibit 4.5 AIRSCULPT TECHNOLOGIES, INC., Company AND COMPUTERSHARE TRUST COMPANY, N.A., Trustee INDENTURE Dated as of Debt Securities CROSS-REFERENCE TABLE** Section of First Indenture Act of 1939, as amended Section of Indenture 310(a) 7.09 310(b) 7.08 7.10 310(c) Inapplicable 311(a) 713(a) 311(b) 713(b) 311(c) Inapplicable 312(a) 5.01 5.02(a) 312(b) 5.02(b) 312(c) 5.02(c) 313(a) 5.04(a) 313(b)

As filed with the Securities and Exchange Commission on March 14, 2025

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 14, 2025 Registration No.

Sales Agreement, dated March 14, 2025, by and between AirSculpt Technologies, Inc. and Leerink Partners LLC

Exhibit 1.2 AirSculpt Technologies, Inc. Shares of Common Stock ($0.001 par value per share) SALES AGREEMENT March 14, 2025 LEERINK PARTNERS LLC 1301 Avenue of the Americas, 5th Floor New York, New York 10019 Ladies and Gentlemen: AirSculpt Technologies, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Leerink Partners LLC (the “Agent”), as follows: 1.  

Limited Guarantee, dated March 12, 2025

Execution Version LIMITED GUARANTEE This Limited Guarantee, dated as of March 12, 2025 (this “Limited Guarantee”), by each Person listed under “Guarantors” on the signature pages hereto (the “Guarantors”), is in favor of Silicon Valley Bank, a division of First-Citizens Bank & Trust Company, as administrative agent (in such capacity, the “Administrative Agent”) for itself and the other lenders (the “Lenders”) from time to time party to that certain Credit Agreement, dated as of November 7, 2022, by and among Airsculpt Technologies, Inc.

Third Amendment to Credit Agreement, dated March 12, 2025

Exhibit 10.1 THIRD AMENDMENT TO CREDIT AGREEMENT This Third Amendment to Credit Agreement, dated as of March 12, 2025 (this “Agreement”), by and among AIRSCULPT TECHNOLOGIES, INC., a Delaware corporation (“Holdings”), EBS INTERMEDIATE PARENT LLC, a Delaware limited liability company (“Intermediate Holdings”), EBS ENTERPRISES LLC, a Delaware limited liability company (the “Borrower”), the Lenders p

AirSculpt Technologies Reports Fourth Quarter, and Full Year Fiscal 2024 Results

Exhibit 99.1 AirSculpt Technologies Reports Fourth Quarter, and Full Year Fiscal 2024 Results MIAMI BEACH, Fla., March 14, 2025 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced results for the fourth quarter and twelve months ended December 31, 2024. “Following a challenging 2024,

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): March 14, 2025 AirSculpt Technolo

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): March 14, 2025 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File N

AirSculpt Technologies Updates Fiscal Year 2024 Guidance in Advance of its Participation in the ICR Conference 2025

Exhibit 99.1 AirSculpt Technologies Updates Fiscal Year 2024 Guidance in Advance of its Participation in the ICR Conference 2025 MIAMI BEACH, Fla., January 13, 2025 (GLOBE NEWSWIRE) — AirSculpt Technologies, Inc. (NASDAQ: AIRS) (“AirSculpt” or the “Company”), an industry leader and provider of premium body contouring procedures, today announced an update to its fiscal year 2024 guidance. The Compa

Financial Statements and Exhibits, 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 13, 2025 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File

Amendment, dated December 26, 2024, to the Employment Agreement dated July 1, 2022 between the Company and Philip Bodie

Exhibit 10.1 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT (this “Amendment”), dated as of December 26, 2024 (the “Amendment Date”), is entered into by and between AirSculpt Technologies, Inc., a Delaware corporation (the “Company”) and Philip Bodie (“Executive”). WITNESSETH: WHEREAS, the Company and Executive previously enter into an Employment Agreement, effective as of July 1, 2022 (the “Emp

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): December 20, 2024 AirSculpt Technologies, Inc. (Exact name of Registrant as specified in its charter) Delaware (State or other jurisdiction of  incorporation) 001-40973 (Commission F

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): December 16, 2024 AirSculpt Technologies, Inc. (Exact name of Registrant as specified in its charter) Delaware (State or other jurisdiction of  incorporation) 001-40973 (Commission F

Employment Agreement between the Company and Yogesh Jashani, dated December 6, 2024

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between AirSculpt Technologies, Inc., a Delaware corporation (the “Company”), and Yogesh Arvind Jashnani (“Executive”) on December 6, 2024. W I T N E S S E T H: WHEREAS, the Company desires to employ Executive and as Chief Executive Officer of the Company in accordance with the terms and condition

AirSculpt Technologies Names Yogi Jashnani Chief Executive Officer

Exhibit 99.1 AirSculpt Technologies Names Yogi Jashnani Chief Executive Officer MIAMI BEACH, Fla., December 17, 2024 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS) (“AirSculpt” or the “Company”), an industry leader and provider of premium body contouring procedures, today announced the appointment of Yogi Jashnani as Chief Executive Officer (“CEO”) and a member of the Board of Direc

Stockholders Agreement by and between the Company, VSCP EBS Aggregator, LP, Dr. Aaron Rollins, and JCBI II LLC, dated November 2, 2021, as amended on July 30, 2024

Exhibit 10.1 STOCKHOLDERS AGREEMENT of AIRSCULPT TECHNOLOGIES, INC. dated as of November 2, 2021, as amended on July 30, 2024 DMUS 208945333-1.116680.0011 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 SECTION 1.1. Effective Date 1 SECTION 1.2. Certain Defined Terms 1 SECTION 1.3. Other Interpretive Provisions. 3 ARTICLE II CORPORATE GOVERNANCE 3 SECTION 2.1. The Board. 3 SECTION 2.2. Other Rights

AIRS / AirSculpt Technologies, Inc. / Rollins Aaron - SC 13G/A Passive Investment

SC 13G/A 1 tm2428004d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 3) AIRSCULPT TECHNOLOGIES, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 009496100 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of This Statemen

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 8, 2024 AirSculpt Techno

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 8, 2024 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File

AirSculpt Technologies Reports Third Quarter Fiscal 2024 Results Third Quarter Revenue of $42.5 million, Net Loss of $6.0 million and Adjusted EBITDA of $4.7 million

Exhibit 99.1 AirSculpt Technologies Reports Third Quarter Fiscal 2024 Results Third Quarter Revenue of $42.5 million, Net Loss of $6.0 million and Adjusted EBITDA of $4.7 million MIAMI BEACH, Fla., November 8, 2024 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced results for the t

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

Table of Contents 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 num

AirSculpt Technologies Announces Preliminary Third Quarter 2024 Revenue Results Expects 2024 Revenue in the Range of $183 Million to $189 Million Announces Third Quarter Fiscal 2024 Earnings Date and Conference Call

AirSculpt Technologies Announces Preliminary Third Quarter 2024 Revenue Results Expects 2024 Revenue in the Range of $183 Million to $189 Million Announces Third Quarter Fiscal 2024 Earnings Date and Conference Call MIAMI BEACH, Fla.

Financial Statements and Exhibits, 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 24, 2024 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File

Entry into a Material Definitive Agreement, 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): September 13, 2024 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission Fi

Second Amendment to Credit Agreement, dated September 13, 2024

Exhibit 10.1 SECOND AMENDMENT TO CREDIT AGREEMENT This Second Amendment to Credit Agreement, dated as of September 13, 2024 (this “Agreement”), by and among AIRSCULPT TECHNOLOGIES, INC., a Delaware corporation (“Holdings”), EBS INTERMEDIATE PARENT LLC, a Delaware limited liability company (“Intermediate Holdings”), EBS ENTERPRISES LLC, a Delaware limited liability company (the “Borrower”), the Len

Filing fee table

Exhibit 107 CALCULATION OF FILING FEE TABLE 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 (4) Equity Common Stock, par value $0.

As filed with the Securities and Exchange Commission on August 12, 2024

As filed with the Securities and Exchange Commission on August 12, 2024 Registration No.

AirSculpt Technologies Announces Leadership Changes

Exhibit 99.1 AirSculpt Technologies Announces Leadership Changes MIAMI BEACH, Fla., August 9, 2024 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced Todd Magazine has stepped down from his role as Chief Executive Officer and as a member of the Board of Directors of the Company. Mr.

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

Table of Contents 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 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:

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 9, 2024 AirSculpt Technolo

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 9, 2024 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File N

Transition Services Agreement between the Company and Todd Magazine, dated August 8, 2024

Exhibit 10.1 AIRSCULPT TECHNOLOGIES, INC. August 8, 2024 Todd Magazine 5225 Lagorce Drive Miami Beach, FL 33140 RE: Transition Services Letter Agreement (“Letter Agreement”) Dear Mr. Magazine: The Board met yesterday and decided to terminate your employment as AirSculpt’s Chief Executive Officer effective as of August 8, 2024. AirSculpt will treat your employment termination as being without Cause

AirSculpt Technologies Reports Second Quarter Fiscal 2024 Results Second Quarter Revenue of $51.0 million, Net Loss of $3.2 million and Adjusted EBITDA of $6.9 million Company Revises 2024 Guidance

Exhibit 99.1 AirSculpt Technologies Reports Second Quarter Fiscal 2024 Results Second Quarter Revenue of $51.0 million, Net Loss of $3.2 million and Adjusted EBITDA of $6.9 million Company Revises 2024 Guidance MIAMI BEACH, Fla., August 9, 2024 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, tod

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): August 8, 2024 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File N

Entry into a Material Definitive Agreement, 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): July 30, 2024 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File Nu

Amendment to Stockholders Agreement, dated July 30, 2024 (incorporated by reference to Exhibit 10.1 to our Form 8-K filed on August 2, 2024 (SEC File No. 001-40973))

Exhibit 10.1 AMENDMENT TO STOCKHOLDERS AGREEMENT OF AIRSCULPT TECHNOLOGIES, INC. This AMENDMENT (this “Amendment”) is made this 30th day of July, 2024 to the STOCKHOLDERS AGREEMENT, dated November 2, 2021 (the “Agreement”), among AirSculpt Technologies, Inc., a Delaware corporation (the “Company”), and each of the other parties identified on the signature pages thereto (the “Holders”). Capitalized

AirSculpt Technologies Reports for First Quarter Earnings

Exhibit 99.1 AirSculpt Technologies Reports for First Quarter Earnings MIAMI BEACH, Fla., May 10, 2024 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced results for the first quarter ended March 31, 2024. First Quarter •Cases increased 2.9% over the prior year period to 3,746 •Reve

Financial Statements and Exhibits, 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, 2024 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File Num

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

Table of Contents 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:

Financial Statements and Exhibits, Submission of Matters to a Vote 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): May 7, 2024 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File Numb

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. )

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

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. )

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

AirSculpt Technologies Reports Double Digit Revenue Growth for the Fourth Quarter and Full Year 2023

Exhibit 99.1 AirSculpt Technologies Reports Double Digit Revenue Growth for the Fourth Quarter and Full Year 2023 MIAMI BEACH, Fla., February 27, 2024 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced results for the fourth quarter and full year ended December 31, 2023. •Fourth qua

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents 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 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: 001-

Financial Statements and Exhibits, 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 27, 2024 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission Fil

Compensation Clawback Policy, effective as of October 2, 2023

AIRSCULPT TECHNOLOGIES, INC. COMPENSATION CLAWBACK POLICY Effective as of October 2, 2023 1.Purpose. Airsculpt Technologies, Inc. (the “Company”) has adopted this Policy to comply with Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, as codified by Section 10D of the Exchange Act, and Nasdaq Listing Rule 5608, which require the recovery of certain forms of ince

AIRS / AirSculpt Technologies, Inc. / Rollins Aaron - SC 13G/A Passive Investment

SC 13G/A 1 tm246239d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2) AIRSCULPT TECHNOLOGIES, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 009496100 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement)

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

Table of Contents 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 num

Financial Statements and Exhibits, 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 9, 2023 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File

AirSculpt Technologies Announces Third Quarter 2023 Results and Reaffirms 2023 Guidance

Exhibit 99.1 AirSculpt Technologies Announces Third Quarter 2023 Results and Reaffirms 2023 Guidance MIAMI BEACH, Fla., November 9, 2023 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced results for the third quarter ended September 30, 2023. •Cases increased 19.0% over the prior y

AirSculpt Technologies Announces Strong Preliminary Third Quarter 2023 Revenue Results and Updates 2023 Revenue and Adjusted EBITDA Guidance

AirSculpt Technologies Announces Strong Preliminary Third Quarter 2023 Revenue Results and Updates 2023 Revenue and Adjusted EBITDA Guidance MIAMI BEACH, Fla.

Financial Statements and Exhibits, 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 5, 2023 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File

Regulation FD Disclosure, 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): September 29, 2023 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission Fi

Financial Statements and Exhibits, 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 11, 2023 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File

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

Table of Contents 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 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:

AirSculpt Technologies Announces Second Quarter 2023 Results and Reaffirms 2023 Guidance

Exhibit 99.1 AirSculpt Technologies Announces Second Quarter 2023 Results and Reaffirms 2023 Guidance MIAMI BEACH, Fla., August 11, 2023 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced results for the second quarter ended June 30, 2023. •Cases increased 13.4% over the prior year

Amended and Restated Certificate of Incorporation

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AIRSCULPT TECHNOLOGIES, INC. ARTICLE I NAME The name of the corporation is AirSculpt Technologies, Inc. (the “Corporation”). ARTICLE II REGISTERED OFFICE AND AGENT The address of the Corporation’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, County of New Castle, and the

AirSculpt Technologies Announces Strong Preliminary Second Quarter 2023 Revenue, Reaffirms 2023 Revenue Guidance and Updates 2023 Adjusted EBITDA Guidance

Exhibit 99.1 AirSculpt Technologies Announces Strong Preliminary Second Quarter 2023 Revenue, Reaffirms 2023 Revenue Guidance and Updates 2023 Adjusted EBITDA Guidance MIAMI BEACH, Fla., July 11, 2023 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced selected unaudited preliminary

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): July 11, 2023 AirSculpt Technolog

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): July 11, 2023 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File Nu

AirSculpt Technologies, Inc. 1111 Lincoln Road, Suite 802 Miami Beach, FL 33139

AirSculpt Technologies, Inc. 1111 Lincoln Road, Suite 802 Miami Beach, FL 33139 June 15, 2023 Via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Michael Fay Christie Wong Re: AirSculpt Technologies, Inc. Form 10-K for Fiscal Year Ended December 31, 2022 Filed March 10, 2023 File No. 001-40973 Dear Mr. Fay and Ms. Wong:

Financial Statements and Exhibits, 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 12, 2023 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File Num

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

Table of Contents 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:

AirSculpt Technologies Announces First Quarter 2023 Results, Reaffirms 2023 Guidance and Announces London Opening

Exhibit 99.1 AirSculpt Technologies Announces First Quarter 2023 Results, Reaffirms 2023 Guidance and Announces London Opening MIAMI BEACH, Fla., May 12, 2023 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced results for the first quarter ended March 31, 2023. •Cases increased 15.3

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote 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): May 10, 2023 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File Num

Certificate of Amendment to Amended and Restated Certificate of Incorporation, dated May 10, 2023.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AIRSCULPT TECHNOLOGIES, INC. AirSculpt Technologies, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), DOES HEREBY CERTIFY: FIRST: The name of the Corporation is AirSculpt Technologies, Inc. SECOND: Article VII of the Ame

Appendix A

May 8, 2023 VIA EDGAR AND EMAIL U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Michael Fay Christie Wong Re: AirSculpt Technologies, Inc. Form 10-K for Fiscal Year Ended December 31, 2022 Filed March 10, 2023 File No. 001-40973 Dear Mr. Fay: On behalf of AirSculpt Technologies, Inc., a Delaware corporation (the “Company”

JOINT ACQUISITION STATEMENT

Page 8 of 8 Pages EXHIBIT 1 JOINT ACQUISITION STATEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements.

AIRS / Airsculpt Technologies Inc / SW Investment Management LLC - 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. )* Airsculpt Technologies, Inc. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 009496100 (CUSIP Number) April 19, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th

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. )

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

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. )

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

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. )

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

AirSculpt Technologies, Inc. 43,316,360 Shares of Common Stock

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(3)  Registration No. 333-270069 PROSPECTUS AirSculpt Technologies, Inc. 43,316,360 Shares of Common Stock The selling stockholders identified in this prospectus or their transferees may sell or otherwise dispose of up to 43,316,360 shares of our common stock, par value $0.001 per share. We are not offering any shares of common stock under this prosp

As filed with the Securities and Exchange Commission on March 13, 2023

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 13, 2023 Registration 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): March 13, 2023 AirSculpt Technolo

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): March 13, 2023 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File N

AirSculpt Technologies, Inc. 1111 Lincoln Road, Suite 802 Miami Beach, FL 33139

AirSculpt Technologies, Inc. 1111 Lincoln Road, Suite 802 Miami Beach, FL 33139 March 10, 2023 Via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: AirSculpt Technologies, Inc. Registration Statement on Form S-3 File No. 333-270069 Request for Acceleration Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securiti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents 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 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: 001-

AirSculpt Technologies Announces Fourth Quarter 2022 Results and Provides 2023 Guidance

Exhibit 99.1 AirSculpt Technologies Announces Fourth Quarter 2022 Results and Provides 2023 Guidance MIAMI BEACH, Fla., March 10, 2023 (GLOBE NEWSWIRE) – AirSculpt Technologies, Inc. (NASDAQ:AIRS)(“AirSculpt” or the “Company”), a national provider of premium body contouring procedures, today announced results for the fourth quarter and full year ended December 31, 2022. •Fourth quarter cases incre

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): March 10, 2023 AirSculpt Technolo

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): March 10, 2023 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File N

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) AirSculpt Technologies, Inc.

Power of Attorney (included on signature page)

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on February 27, 2023 Registration No.

AIRS / Airsculpt Technologies Inc / THRIVENT FINANCIAL FOR LUTHERANS Passive Investment

SC 13G 1 schedule13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* AirSculpt Technologies, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 009496100 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appro

AIRS / Airsculpt Technologies Inc / Airsculpt Technologies, Inc. - SC 13G/A Passive Investment

SC 13G/A 1 tm236764d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) AIRSCULPT TECHNOLOGIES, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 009496100 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statemen

AIRS / Airsculpt Technologies Inc / Rollins Aaron - SC 13G/A Passive Investment

SC 13G/A 1 tm236623d1sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) AIRSCULPT TECHNOLOGIES, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 009496100 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statemen

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): December 30, 2022 AirSculpt Technologies, Inc. (Exact name of Registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40973 (Commission Fil

Second Amended and Restated Employment Agreement between the Company and Dr. Rollins, dated January 4, 2023

? Exhibit 10.3 ? Execution Version ? SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT ? THIS SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?), is entered into by and between Airsculpt Technologies,?Inc., a Delaware corporation (the ?Company?) and Dr.?Aaron Rollins (?Executive?), and shall be effective as of January?4, 2023 (the ?Effective Date?). ? W I T N E S S E T H: ? WHEREAS

Separation and General Release Agreement between the Company and Ronald Zelhof, dated December 30, 2022

? Exhibit 10.2 ? SEPARATION AND GENERAL RELEASE AGREEMENT ? 1.????????????Provided that the undersigned (?Executive?) executes this Separation and General Release Agreement (this ?Agreement?) no later than December?30, 2022 (the ?Effective Date?), and Executive does not revoke this Agreement within seven (7)?days following Executive?s execution of this Agreement, as provided in Section?9 below, Ai

AirSculpt Technologies, Inc. Announces Executive Leadership Changes & Reiterates 2022 Revenue Guidance Todd Magazine Appointed CEO & Dr. Aaron Rollins Named Executive Chairman

Exhibit 99.1 AirSculpt Technologies, Inc. Announces Executive Leadership Changes & Reiterates 2022 Revenue Guidance Todd Magazine Appointed CEO & Dr. Aaron Rollins Named Executive Chairman Miami Beach, Fla., January 6, 2023 (GLOBE NEWSWIRE)? AirSculpt Technologies, Inc., (?AirSculpt? or the ?Company?) (NASDAQ: AIRS) an industry leader and provider of premium body contouring procedures, announced t

Employment Agreement between the Company and Todd Magazine, dated December 29, 2022

EX-10.1 2 tm232309d1ex10-1.htm EXHIBIT 10.1   Exhibit 10.1   EMPLOYMENT AGREEMENT   THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between AirSculpt Technologies, Inc., a Delaware corporation (the “Company”), and Todd Magazine (“Executive”) this December 29 2022, with employment to commence on or before January 30, 2023 (the “Effective Date”).   W I T N E S S E T H:   WHEREAS,

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

Table of Contents 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 num

AirSculpt Technologies, Inc. Announces Third Quarter 2022 Results

Exhibit 99.1 AirSculpt Technologies, Inc. Announces Third Quarter 2022 Results MIAMI BEACH, Fla., November 10, 2022 (GLOBE NEWSWIRE) ? AirSculpt Technologies, Inc. (NASDAQ:AIRS)(?AirSculpt? or the ?Company?), a national provider of premium body contouring procedures, today announced results for the third quarter ended September 30, 2022. ?Revenue increased 12.2% from prior year period to $38.9 mil

Financial Statements and Exhibits, 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 10, 2022 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission Fil

Credit Agreement dated as of November 7, 2022, among AirSculpt Technologies, Inc., as Holdings, EBS Intermediate Parent LLC, as Intermediate Holdings, EBS Enterprises LLC, as the Borrower, the several lenders from time to time party hereto, and Silicon Valley Bank, as Administrative Agent, Issuing Lender and Swingline Lender

Execution Version CREDIT AGREEMENT dated as of November 7, 2022, among AIRSCULPT TECHNOLOGIES, INC.

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 7, 2022 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File

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

Table of Contents 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 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:

AirSculpt Technologies, Inc. Announces Special Dividend

Exhibit 99.2 AirSculpt Technologies, Inc. Announces Special Dividend MIAMI BEACH, Fla., August 12, 2022 (GLOBE NEWSWIRE) ? The Board of Directors of AirSculpt Technologies, Inc. (NASDAQ:AIRS)(?AirSculpt? or the ?Company?) today announced a $0.41 per share special cash dividend. The dividend will be paid on September 14, 2022, to shareholders of record at the close of business on August 26, 2022. ?

AirSculpt Technologies, Inc. Announces Second Quarter 2022 Results and Authorizes Special Cash Dividend

Exhibit 99.1 AirSculpt Technologies, Inc. Announces Second Quarter 2022 Results and Authorizes Special Cash Dividend MIAMI BEACH, Fla., August 12, 2022 (GLOBE NEWSWIRE) ? AirSculpt Technologies, Inc. (NASDAQ:AIRS)(?AirSculpt? or the ?Company?), a national provider of premium body contouring procedures, today announced results for the second quarter ended June 30, 2022. Additionally, its Board of D

Sixth Amendment to Credit Agreement by and among the Company, EBS Enterprises LLC, the Guarantors party thereto, the Lenders party thereto and First Eagle Alternative Capital Agents, Inc. (formerly known as THL Corporate Finance), as administrative agent and collateral agent for the Lenders.

Exhibit 10.1 SIXTH AMENDMENT TO CREDIT AGREEMENT THIS SIXTH AMENDMENT TO CREDIT AGREEMENT (this ?Amendment?) is entered into as of August 10, 2022, by and among EBS INTERMEDIATE PARENT LLC, a Delaware limited liability company (?Holdings?), EBS ENTERPRISES, LLC, a Delaware limited liability company (the ?Borrower?), the Guarantors party hereto, the Lenders party hereto which constitute the Require

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition, 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 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File

AirSculpt Technologies, Inc. Announces First Quarter 2022 Results

Exhibit 99.1 AirSculpt Technologies, Inc. Announces First Quarter 2022 Results MIAMI BEACH, Fla., May 13, 2022 (GLOBE NEWSWIRE) ? AirSculpt Technologies, Inc. (NASDAQ:AIRS)(?AirSculpt? or the ?Company?), a national provider of premium body contouring procedures, today announced results for the first quarter ended March 31, 2022. ?Cases increased 31.1% from prior year period to 3,156 cases ?Revenue

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

Table of Contents 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:

Submission of Matters to a Vote 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): May 11, 2022 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File Num

Financial Statements and Exhibits, 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 13, 2022 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File Num

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. )

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

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. )

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

AirSculpt Technologies, Inc. Announces Fourth Quarter and Full Year 2021 Results

Exhibit 99.1 AirSculpt Technologies, Inc. Announces Fourth Quarter and Full Year 2021 Results MIAMI BEACH, Fla., March 11, 2022 (GLOBE NEWSWIRE) ? AirSculpt Technologies, Inc. (NASDAQ:AIRS)(?AirSculpt? or the ?Company?), a national provider of premium body contouring procedures, today announced results for the fourth quarter and full year ended December 31, 2021. Fourth Quarter ?Cases increased 43

Financial Statements and Exhibits, 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): March 11, 2022 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File N

Description of Registrant’s Securities

Exhibit 4.4 DESCRIPTION OF REGISTRANT?S SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 General The following description of the common stock of AirSculpt Technologies, Inc. (the ?Company? or ?us?) is intended as a summary only and is qualified in its entirety by reference to our amended and restated certificate of incorporation and amended and restated bylaws, which

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents 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 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 001-409

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): February 25, 2022 AirSculpt Technologies, Inc. (Exact name of Registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40973 (Commission Fil

Form of AirSculpt Technologies, Inc. 2022 PSU Award Grant Notice and Award Agreement

Exhibit 10.1 DMUS 186434607-2.110529.0012 AIRSCULPT TECHNOLOGIES, INC. [FORM OF] PSU AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) AirSculpt Technologies, Inc. (the ?Company?) has awarded to you (the ?Participant?) the number of performance stock units specified and on the terms set forth below in consideration of your services (the ?PSU Award?). Your PSU Award is subject to all of the terms and

AIRS / Airsculpt Technologies Inc / Rollins Aaron - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

Exhibit 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulati

AIRS / Airsculpt Technologies Inc / EBS Aggregator Blocker Holdings, LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.

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

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Financial Statements and Exhibits, 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): December 3, 2021 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40973 (Commission File

AirSculpt Technologies, Inc. Announces Third Quarter 2021 Results

Exhibit 99.1 AirSculpt Technologies, Inc. Announces Third Quarter 2021 Results MIAMI BEACH, Fla., December 3, 2021 (GLOBE NEWSWIRE) ? AirSculpt Technologies, Inc. (NASDAQ:AIRS)(?AirSculpt? or the ?Company?), a national provider of premium body contouring procedures, today announced results for the third quarter ended September 30, 2021. ? Cases increased 60.4% from prior year period to 2,743 cases

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 tm2121217d238k.htm FORM 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): October 28, 2021 AirSculpt Technologies, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-40973 87-1471855 (State or Other Ju

Stockholders Agreement by and between the Company, VSCP EBS Aggregator, LP, Dr. Aaron Rollins, and JCBI II LLC, dated November 2, 2021

Exhibit 10.3 STOCKHOLDERS AGREEMENT of AIRSCULPT TECHNOLOGIES, INC. dated as of November 2, 2021 TABLE OF CONTENTS Page RECITALS 1 Article I DEFINITIONS 1 Section 1.1. Effective Date 1 Section 1.2. Certain Defined Terms 1 Section 1.3. Other Interpretive Provisions 2 Article II CORPORATE GOVERNANCE 3 Section 2.1. The Board 3 Section 2.2. Other Rights of Principal Investor Designees 5 Section 2.3. C

Registration Rights Agreement by and between the Company and the Sponsor, dated November 2, 2021

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT BY AND AMONG AIRSCULPT TECHNOLOGIES, INC. AND THE OTHER PARTIES THERETO dated as of November 2, 2021 TABLE OF CONTENTS Article I EFFECTIVENESS 1 1.1 Effectiveness 1 Article II DEFINITIONS 1 2.1 Certain Defined Terms 1 2.2 Other Interpretive Provisions 4 Article III REGISTRATION RIGHTS 4 3.1 Demand Registration Rights 4 3.2 Shelf Registration 6 3.3 Piggyba

Amended and Restated Articles of Incorporation

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AIRSCULPT TECHNOLOGIES, INC. AirSculpt Technologies, Inc. (the ?Corporation?), a corporation organized and existing under the General Corporation Law of the State of Delaware (the ?DGCL?), does hereby certify as follows: 1. The name of the Corporation is AirSculpt Technologies, Inc. The Corporation was incorporated under the name Air

Underwriting Agreement, dated October 28, 2021.

Exhibit 10.1 EXECUTION VERSION 7,000,000 Shares AIRSCULPT TECHNOLOGIES, INC. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT October 28, 2021 October 28, 2021 Morgan Stanley & Co. LLC Piper Sandler & Co. SVB Leerink LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Piper Sandler & Co. 1251 Avenue of the Americas, Sixth Floor New York, NY 10020 c/o SVB Leer

2021 Equity Incentive Plan (filed as Exhibit 99.1 to the Company's Registration Statement on Form S-8, as amended (File No. 333-260609), filed with the Securities and Exchange Commission on October 29, 2021, and incorporated herein by reference).

Exhibit 99.1 AirSculpt Technologies, Inc. 2021 Equity Incentive Plan Adopted by the Board of Directors: October 18, 2021 Approved by the Stockholders: October 27, 2021 1. General. (a) Plan Purpose. The purpose of the Plan is to further align the interests of eligible participants with those of the Company?s stockholders by providing incentive compensation opportunities tied to the performance of t

7,000,000 Shares Common Stock

TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(4)? ?Registration No. 333-260067? PROSPECTUS? 7,000,000 Shares Common Stock This is the initial public offering of shares of common stock of AirSculpt Technologies, Inc. We are offering 2,173,913 shares of common stock. The selling stockholders identified in this prospectus are offering 4,826,087 shares of our common stock. We will not receive any p

As filed with the Securities and Exchange Commission on October 29, 2021

As filed with the Securities and Exchange Commission on October 29, 2021 Registration No.

As filed with the Securities and Exchange Commission on October 28, 2021.

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 28, 2021.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A Amendment No. 1 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 AirSculpt Technologies, Inc. (E

8-A12B/A 1 tm2121217d228a12ba.htm 8-A12B/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A Amendment No. 1 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 AirSculpt Technologies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 87-1471855 (State of Incorporation (I.R.S. Em

Form of Underwriting Agreement

Exhibit 1.1 [ ] Shares AIRSCULPT TECHNOLOGIES, INC. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT October [ ], 2021 October [ ], 2021 Morgan Stanley & Co. LLC Piper Sandler & Co. SVB Leerink LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Piper Sandler & Co. 1251 Avenue of the Americas, Sixth Floor New York, NY 10020 c/o SVB Leerink LLC 1301 Avenue of

Fifth Amendment to Credit Agreement by and among the Registrant, EBS Enterprises LLC, the Guarantors party thereto, the Lenders party thereto and First Eagle Alternative Capital Agents, Inc. (formerly known as THL Corporate Finance), as Agent

Exhibit 10.2 FIFTH AMENDMENT TO CREDIT AGREEMENT THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this ?Amendment?) is entered into as of October 25, 2021, by and among EBS INTERMEDIATE PARENT LLC, a Delaware limited liability company (?Holdings?), EBS ENTERPRISES, LLC, a Delaware limited liability company (the ?Borrower?), the Guarantors party hereto, the Lenders party hereto which constitute the Requir

First Amendment to Employee Covenants Agreement, dated as of October 5, 2021, by and between EBS Enterprises, LLC and Dr. Aaron Rollins

Exhibit 10.16 FIRST AMENDMENT TO EMPLOYEE COVENANTS AGREEMENT This First Amendment to the Employee Covenants Agreement, dated October 2, 2018, by and between EBS Enterprises, LLC (the ?Company?) and Dr. Aaron Rollins (?Employee?) (the ?Covenants Agreement?) is made and entered into on the date set forth on the signature page hereto and shall be effective immediately following the time, and subject

As filed with the Securities and Exchange Commission on October 27, 2021.

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 27, 2021.

AirSculpt Technologies, Inc. 400 Alton Road, Unit TH-103M Miami Beach, Florida 33139

AirSculpt Technologies, Inc. 400 Alton Road, Unit TH-103M Miami Beach, Florida 33139 October 27, 2021 VIA EDGAR & TELECOPY Division of Corporation Finance Office of Trade and Services U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 RE: AirSculpt Technologies, Inc. (the ?Company?) Registration Statement on Form S-1 (File No. 333-260067) (the ?Registration Statement?) L

[Signature Page Follows]

October 27, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: AirSculpt Technologies, Inc. Registration Statement on Form S-1 File No. 333-260067 Acceleration Request Requested Date: October 28, 2021 Requested Time:?5:00 p.m. Eastern Standard Time Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1

(b) The description of the Registrant’s Common Stock contained in the Registrant’s Registration Statement on Form 8-A filed on October 27, 2021 (File No. 001-40973) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), including any amendment or report filed for the purpose of updating such description.

8-A12B 1 tm2121217d158a12b.htm FORM 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 AirSculpt Technologies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 87-1471855 (State of Incorporation (I.R.S. Employer or Organi

Specimen Common Stock Certificate evidencing the shares of Common Stock

Exhibit 4.1 . ZQ|CERT#|COY|CLS|RGSTRY|ACCT#|TRANSTYPE|RUN#|TRANS#COMMON STOCK PAR VALUE $0.001COMMON STOCKCertificate Number ZQ00000000THIS CERTIFIES THATis the owner ofAIRSCULPT TECHNOLOGIES, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE ** Mr. Alexander David Sample **** Mr. Alexander David Sample **** Mr. Alexander David Sample **** Mr. Alexander David Sample **** Mr. Alexander Davi

Form of AirSculpt Technologies, Inc. 2021 RSU Award Grant Notice and Award Agreement

Exhibit 10.14 AIRSCULPT TECHNOLOGIES, INC. FORM OF RSU AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) AirSculpt Technologies, Inc. (the ?Company?) has awarded to you (the ?Participant?) the number of restricted stock units specified and on the terms set forth below in consideration of your services (the ?RSU Award?). Your RSU Award is subject to all of the terms and conditions as set forth herein

Employee Covenants Agreement, dated as of October 2, 2018, by and between EBS Enterprises, LLC and Dr. Aaron Rollins

Exhibit 10.15 EMPLOYEE COVENANTS AGREEMENT EMPLOYEE COVENANTS AGREEMENT (the ?Agreement?), dated as of October 2, 2018, by and between EBS Enterprises, LLC. (the ?Company?) and the person identified as ?Employee? on the signature page hereof (?Employee?). WHEREAS, Employee has been offered employment with the Company pursuant to an employment agreement, of even date herewith, by and between Employ

Form of Restricted Stock Agreement between AirSculpt Technologies, Inc., EBS Parent LLC and Ronald Zelhof

Exhibit 10.13 FORM OF RESTRICTED STOCK AGREEMENT THIS RESTRICTED STOCK AGREEMENT (this ?Agreement?), effective [], 2021 (the ?Distribution Date?), is entered into by and among AirSculpt Technologies, Inc., a Delaware corporation (the ?Company?), EBS Parent LLC, a Delaware limited liability company (the ?Partnership?), and Ronald Zelhof (the ?Participant?). R E C I T A L S WHEREAS, the Partnership

Form of Registration Rights Agreement, by and between the Registrant and the Sponsor to be in effect immediately after the closing of the offering

Exhibit 10.9 REGISTRATION RIGHTS AGREEMENT BY AND AMONG AIRSCULPT TECHNOLOGIES, INC. AND THE OTHER PARTIES THERETO dated as of [?], 2021 TABLE OF CONTENTS Article I EFFECTIVENESS 1 1.1 Effectiveness 1 Article II DEFINITIONS 1 2.1 Certain Defined Terms 1 2.2 Other Interpretive Provisions 4 Article III REGISTRATION RIGHTS 4 3.1 Demand Registration Rights 4 3.2 Shelf Registration 6 3.3 Piggyback Regi

Consent of Kenneth Higgins to be Named as Director Nominee

EXHIBIT 99.3 Consent to be Named as a Director Nominee In connection with the filing by AirSculpt Technologies, Inc. of the Registration Statement on Form S-1, and in all subsequent amendments and post-effective amendments or supplements thereto, with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 o

Form of Indemnification Agreement by and between the Company and each of its directors and officers

Exhibit 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of , 20 by and between AirSculpt Technologies, Inc., a Delaware corporation (the ?Company?), and , [a member of the Board of Directors/ an officer] of the Company (?Indemnitee?). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnifica

Form of Stockholders Agreement, by and between the Registrant and the Sponsor to be in effect immediately after the closing of the offering

Exhibit 10.11 STOCKHOLDERS AGREEMENT of AIRSCULPT TECHNOLOGIES, INC. dated as of [?], 2021 TABLE OF CONTENTS Page RECITALS 1 Article I DEFINITIONS 1 Section 1.1. Effective Date 1 Section 1.2. Certain Defined Terms 1 Section 1.3. Other Interpretive Provisions. 3 Article II CORPORATE GOVERNANCE 3 Section 2.1. The Board. 3 Section 2.2. Other Rights of Principal Investor Designees 5 Section 2.3. Corpo

Amended and Restated Employment Agreement between EBS Enterprises, LLC and Dr. Aaron Rollins

EXHIBIT 10.5 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?), is entered into by and between EBS Enterprises, LLC (?EBS Enterprises?), a Delaware limited liability company and Dr. Aaron Rollins (?Executive?), and shall be effective immediately following the time, and subject to, AirSculpt Technologies, Inc.?s (?AirSculpt? and together wit

Amended and Restated Employment Agreement between EBS Enterprises, LLC and Ronald Zelhof

EXHIBIT 10.10 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into by and between EBS Enterprises, LLC (?EBS Enterprises?), a Delaware limited liability company and Mr. Ron Zelhof (?Executive?), and shall be effective immediately following the time, and subject to, AirSculpt Technologies, Inc.?s (?AirSculpt? and together with E

Consent of Thomas Aaron to be Named as Director Nominee

EXHIBIT 99.2 Consent to be Named as a Director Nominee In connection with the filing by AirSculpt Technologies, Inc. of the Registration Statement on Form S-1, and in all subsequent amendments and post-effective amendments or supplements thereto, with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 o

2021 Equity Incentive Plan

Exhibit 10.6 AirSculpt Technologies, Inc. 2021 Equity Incentive Plan Adopted by the Board of Directors: [ ], 2021 Approved by the Stockholders: [ ], 2021 1. General. (a) Plan Purpose. The purpose of the Plan is to further align the interests of eligible participants with those of the Company?s stockholders by providing incentive compensation opportunities tied to the performance of the Company and

Form of AirSculpt Technologies, Inc. RSU Award Grant Notice and Award Agreement (IPO Grants)

EXHIBIT 10.7 AIRSCULPT TECHNOLOGIES, INC. FORM OF RSU AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) AirSculpt Technologies, Inc. (the ?Company?) has awarded to you (the ?Participant?) the number of restricted stock units specified and on the terms set forth below in consideration of your services (the ?RSU Award?). Your RSU Award is subject to all of the terms and conditions as set forth herein

As filed with the Securities and Exchange Commission on October 20, 2021.

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 20, 2021.

Consent of Pamela Netzky to be Named as Director Nominee

Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by AirSculpt Technologies, Inc. of the Registration Statement on Form S-1, and in all subsequent amendments and post-effective amendments or supplements thereto, with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 o

Form of Amended and Restated Certificate of Incorporation of the Registrant, to be in effect immediately prior to the completion of the offering

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AIRSCULPT TECHNOLOGIES, INC. AirSculpt Technologies, Inc. (the ?Corporation?), a corporation organized and existing under the General Corporation Law of the State of Delaware (the ?DGCL?), does hereby certify as follows: 1. The name of the Corporation is AirSculpt Technologies, Inc. The Corporation was incorporated under the name Air

Amended and Restated Bylaws

Exhibit 3.4 Amended and Restated Bylaws of AirSculpt Technologies, Inc. (a Delaware corporation) Table of Contents Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice of Business to be Brought before a Meeting 2 2.5 Notice of Nominations for Election to

Amended and Restated Employment Agreement between EBS Enterprises, LLC and Dennis Dean

EXHIBIT 10.12 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into by and between EBS Enterprises, LLC (?EBS Enterprises?), a Delaware limited liability company and Mr. Dennis Dean (?Executive?), and shall be effective immediately following the time, and subject to, AirSculpt Technologies, Inc.?s (?AirSculpt? and together with

Form of AirSculpt Technologies, Inc. PSU Award Grant Notice and Award Agreement (2021 Equity Incentive Plan) (IPO Grants)

EXHIBIT 10.8 AIRSCULPT TECHNOLOGIES, INC. FORM OF PSU AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) AirSculpt Technologies, Inc. (the ?Company?) has awarded to you (the ?Participant?) the number of performance stock units specified and on the terms set forth below in consideration of your services (the ?PSU Award?). Your PSU Award is subject to all of the terms and conditions as set forth herein

Consent of Caroline Chu to be Named as Director Nominee

Exhibit 99.1 Consent to be Named as a Director Nominee In connection with the filing by AirSculpt Technologies, Inc. of the Registration Statement on Form S-1, and in all subsequent amendments and post-effective amendments or supplements thereto, with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 o

October 20, 2021

mwe.com October 20, 2021 VIA EDGAR AND EMAIL U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jenn Do Lynn Dicker Daniel Crawford Tim Buchmiller Re: AirSculpt Technologies, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed October 5, 2021 File No. 333-260067 Dear Ms. Do: On behalf of AirSculpt Technologies,

Form of Continuity Agreement

Exhibit 10.7 CONTINUITY AGREEMENT THIS CONTINUITY AGREEMENT (this ?Agreement?) is made and entered into as of [], 2021 (the ?Effective Date?) by and among [] (the ?Professional Company?), [], an individual licensed to practice medicine (?Owner?), and EBS Enterprises, LLC, a Delaware limited liability company (the ?Management Company?, and, together with the Professional Company and Owner, the ?Par

By-Laws of the Registrant, as currently in effect

Exhibit 3.3 BYLAWS OF AIRSCULPT TECHNOLOGIES, INC. a Delaware Corporation ARTICLE I STOCKHOLDERS Section 1.1. Annual Meeting. An annual meeting of the stockholders of Airsculpt Technologies, Inc., a Delaware corporation (the ?Corporation?), for the election of directors to succeed those whose term expire and for the transaction of such other business as may properly come before the meeting shall b

October 5, 2021

mwe.com October 5, 2021 VIA EDGAR AND EMAIL U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Deanna Virginio Celeste Murphy Jenn Do Lynn Dicker Re: AirSculpt Technologies, Inc. Amendment No. 2 to Draft Registration Statement on Form S-1 Submitted September 13, 2021 CIK No. 0001870940 Dear Ms. Virginio: On behalf of AirScul

Power of Attorney (included on signature page)

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 5, 2021.

Form of Management Services Agreement

Exhibit 10.6 MANAGEMENT SERVICES AGREEMENT This Management Services Agreement (this ?Agreement?) dated as of [], is between [] (the ?Professional Company?), and EBS Enterprises, LLC, a Delaware limited liability company (the ?Management Company?). The Professional Company and the Management Company are collectively referred to herein as the ?Parties?. RECITALS A. The Professional Company is engage

List of Subsidiaries

EX-21.1 6 tm2121217d8ex21-1.htm EXHIBIT 21.1 Exhibit 21.1 List of Subsidiaries of AirSculpt Technologies, Inc. Legal Name Jurisdiction EBS Intermediate Parent LLC Delaware EBS Enterprises LLC Delaware

Certificate of Incorporation of the Registrant, as currently in effect

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF AIRSCULPT TECHNOLOGIES, INC. The undersigned Incorporator, for the purpose of creating and organizing a corporation under the provisions of and subject to the requirements of the General Corporation Law of the State of Delaware (the ?DGCL?), certifies as follows: 1. ???????????The name of the corporation is Airsculpt Technologies, Inc. (the ?Corporation?

As confidentially submitted to the Securities and Exchange Commission on September 10, 2021. This amended draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly

TABLE OF CONTENTS As confidentially submitted to the Securities and Exchange Commission on September 10, 2021.

September 10, 2021

mwe.com September 10, 2021 VIA EDGAR AND EMAIL U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Deanna Virginio Celeste Murphy Jenn Do Lynn Dicker Re: AirSculpt Technologies, Inc. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted August 13, 2021 CIK No. 0001870940 Dear Ms. Virginio: On behalf of AirScul

As confidentially submitted to the Securities and Exchange Commission on August 13, 2021. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidenti

TABLE OF CONTENTS As confidentially submitted to the Securities and Exchange Commission on August 13, 2021.

August 13, 2021

mwe.com August 13, 2021 VIA EDGAR AND EMAIL U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Deanna Virginio Tim Buchmiller Jenn Do Lynn Dicker Re: AirSculpt Technologies, Inc. Draft Registration Statement on Form S-1 Submitted July 6, 2021 CIK No. 0001870940 Dear Ms. Virginio: On behalf of AirSculpt Technologies, Inc., a

As confidentially submitted to the Securities and Exchange Commission on July 2, 2021. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential.

TABLE OF CONTENTS As confidentially submitted to the Securities and Exchange Commission on July 2, 2021.