ONESPAWORLD HOLDINGS Ltd Stock Compensation Disclosure

10. Stock-Based Compensation

2019 Equity Incentive Plan and Stock-Based Compensation

The Company’s Board and shareholders approved the 2019 Equity Incentive Plan (the “2019 Plan”) on March 18, 2019. The purpose of the 2019 Plan is to make available incentives that will assist the Company to attract, retain, and motivate employees, including officers, consultants and directors. The Company may provide these incentives through the grant of share options, share appreciation

rights, restricted shares, restricted share units, performance shares and units and other cash-based or share-based awards. The 2019 Plan provides participants an option to defer compensation on a tax-deferred basis. Awards may be granted under the 2019 Plan to OneSpaWorld participants, including employees, officers, directors or consultants or those of any present or future parent or subsidiary corporation or other affiliated entity. A total of 7,000,000 shares of Common stock have been authorized and reserved for issuance under the 2019 Plan.

Stock Based Compensation Cost

Stock based compensation cost, which is included as a component of salary, benefits and payroll taxes in the accompanying consolidated statements of operations for the years ended December 31, 2025, 2024 and 2023 was $10.1 million, $9.1 million and $10.1 million, respectively. During 2025, the Company accelerated the vesting of certain restricted stock units ("RSUs") and performance stock units ("PSUs"), including those related to a previously announced executive departure in March 2025, making them fully vested, resulting in incremental share-based compensation expense of $1.4 million. As of December 31, 2025, the Company had $16.1 million of total unrecognized compensation expense related to restricted stock units and performance stock units.

Restricted Stock Units

The Company’s restricted stock units (“RSUs”) have been issued to employees and directors with vesting periods ranging from one year to three years and vest based solely on service conditions. RSUs become unrestricted common stock upon vesting on a one-for-one basis. The cost of these awards is determined using the fair value of our common stock on the date of the grant, and compensation expense is recognized over the vesting period.

The total fair value of RSUs that vested in 2025, 2024 and 2023, based on the market price of the underlying shares on the day of vesting, was $7.7 million, $7.6 million and $11.1 million, respectively.

As of December 31, 2025, the Company had $9.2 million of total unrecognized compensation expense related to restricted stock award grants, which will be recognized over the weighted-average period of approximately 2.2 years.

Performance Stock Units

The Company grants certain executive officers and senior-level employees performance stock units that generally vest based on either performance and time-based service conditions (“Performance Condition-Based Awards”) or market and time-based service conditions (“Market Condition-Based Awards”) which are referred to herein as Performance Stock Units (“PSUs”). The number of shares of common stock underlying each award is determined at the end of the performance period. In order to vest, the employee must be employed by the Company, with certain contractual exclusions, at the end of the performance period.

Performance Condition-Based Awards

PSUs are converted into shares of common stock upon vesting on a one-for-one basis. The Company estimates the fair value of each performance stock unit when the grant is authorized, and the related service period has commenced. The Company recognizes compensation cost over the vesting period based on the probability of the performance conditions being achieved. If the specified service and performance conditions are not met, compensation expense is not recognized, and any previously recognized compensation expense will be reversed. As of December 31, 2025, we determined that the performance measures for the outstanding PSUs were probable.

Market Condition-Based Awards

The Company estimates the fair value of each PSU when the grant is authorized, and the related service period has commenced. Expense for these PSUs is recorded over the derived service period.

PSUs Activity

The total fair value of PSUs that vested in 2025, 2024 and 2023 was $5.5 million, $7.7 million and $11.4 million, respectively, based on the market price of the underlying shares on the day of vesting. As of December 31, 2025, there was total unrecognized compensation cost related to non-vested performance-based PSUs of $6.8 million. The costs are expected to be recognized over the weighted-average period of approximately 2.6 years. As of December 31, 2025, there was no unrecognized compensation cost related to non-vested market-based PSUs. The aggregate intrinsic value of PSUs was $11.0 million and $11.8 million as of December 31, 2025 and December 31, 2024, respectively. The aggregate intrinsic value of PSUs is based on the number of nonvested PSUs and the market value of the Company’s common stock as of December 31, 2025 and 2024, respectively.

Stock Options

There were no outstanding stock options as of December 31, 2025 and 2024. As of December 31, 2025, there was no unrecognized compensation cost related to the share options granted or exercised under the 2019 Plan. No share options were granted during the years ended December 31, 2025, 2024 and 2023. No share options were exercisable as of December 31, 2025 and 2024.