Form 4: e.l.f. Beauty Executive Reports Routine Stock Transactions Following RSU Vesting

e.l.f. Beauty's Senior Vice President, Scott Milsten, reported the acquisition of 19,167 shares through Restricted Stock Unit (RSU) vesting and the subsequent sale of 11,860 shares to cover tax obligations.

Summary

• Scott Milsten, Senior Vice President, General Counsel, Corporate Secretary & Chief People Officer of e.l.f. Beauty, Inc. (ELF), reported changes in his beneficial ownership.
• On June 3, 2025, Mr. Milsten acquired 19,167 shares of Common Stock through the vesting of Restricted Stock Units (RSUs) at a price of $0.
• On June 4, 2025, he disposed of 11,860 shares of Common Stock at a price of $115.5647 per share.
• This disposition was solely to satisfy tax or other government withholding obligations related to the RSU vesting.
• Following these transactions, Mr. Milsten directly beneficially owns 118,836 shares of Common Stock, which includes 46,855 RSUs.
• Additionally, 22,761 shares are indirectly beneficially owned by the Milsten/Conner Trust dated October 17, 2008.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions related to executive compensation, specifically the vesting of Restricted Stock Units and a subsequent sale to cover tax obligations. This is a common and expected practice for equity compensation and does not indicate a change in company fundamentals or outlook, thus maintaining a neutral sentiment.

Positives

• The acquisition of 19,167 shares through RSU vesting indicates the fulfillment of executive compensation plans and continued service by a key executive.
• The vesting of RSUs demonstrates the company's commitment to its long-term incentive programs for management.

Negatives

• The sale of 11,860 shares, while for tax purposes, reduces the direct beneficial ownership of the executive.

Future Outlook

The filing indicates that the acquired Restricted Stock Units (RSUs) will vest in four equal annual installments, subject to continued service. Additionally, Performance Stock Units (PSUs) that vest based on performance metrics are expected to be reported upon their achievement, suggesting future potential equity grants and vesting events.

Management Comments

• Scott Milsten is identified as Senior Vice President, General Counsel, Corporate Secretary & Chief People Officer.

Industry Context

This Form 4 filing is a standard regulatory disclosure for insider transactions, common across all publicly traded companies. It reflects routine executive compensation practices within the consumer discretionary sector, specifically for a beauty and cosmetics company like e.l.f. Beauty, Inc.

Related Party Transactions

• 22,761 shares are indirectly beneficially owned by the Milsten/Conner Trust dated October 17, 2008, indicating a pre-existing related party holding.

Stakeholder Impact

• Shareholders: Minimal direct impact as this is a routine compensation event and tax-related sale, not indicative of a change in company strategy or performance.
• Employees: Reinforces the company's equity compensation structure for executives.

Next Steps

• Future vesting of the remaining Restricted Stock Units (RSUs) in three additional equal annual installments, subject to continued service.
• Reporting of Performance Stock Units (PSUs) upon their achievement of performance metrics.

Key Dates

Keywords

e.l.f. Beauty, ELF, Form 4, Insider Transaction, Restricted Stock Units, RSU, Stock Vesting, Tax Withholding, Beneficial Ownership, Scott Milsten