[Form 4] COTY INC. Insider Trading Activity

Rhea-AI Filing Summary

Coty Inc. reported an insider equity event. A company officer (SVP Group Controller) reported the vesting of 12,303 restricted stock units, which settled into Class A common stock on 10/19/2025. The filing also reports 4,437 shares surrendered to the issuer to satisfy tax withholding tied to that vesting; this is stated as not a sale by the reporting person.

Following these transactions, the officer directly beneficially owns 161,685 Class A shares. The activity reflects routine equity compensation settlement and associated tax withholding.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Zafar Ayesha

(Last) (First) (Middle)

350 FIFTH AVENUE

(Street)

NEW YORK NY 10118

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COTY INC. [ COTY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP Group Controller

3. Date of Earliest Transaction (Month/Day/Year)
10/19/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A common stock	10/19/2025		M		12,303	A	(1)	166,122	D
Class A common stock	10/19/2025		F		4,437	D	(2)	161,685	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	10/19/2025		M			12,303	(1)	(1)	Class A common stock	12,303	(1)	37,439	D

Explanation of Responses:

1. Upon vesting, each Restricted Stock Unit settled for one share of Class A Common Stock of the Issuer.

2. Represents shares surrendered to the Issuer in connection with the vesting of restricted stock units to satisfy the income tax withholding and remittance obligations of the Reporting Person at a net settlement price equal to the closing price of Class A Common Stock on the New York Stock Exchange on the trading day prior to the vesting date and does not represent a sale by the Reporting Person.

Remarks:

	/s/ Christina Kiely, Attorney-in-Fact	10/21/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did COTY’s Form 4 report?

An officer reported the vesting of 12,303 restricted stock units into Class A shares on 10/19/2025, with shares withheld for taxes.

How many COTY shares were withheld for taxes?

4,437 shares were surrendered to the issuer to satisfy tax withholding tied to the RSU vesting.

What is the reporting person’s role at COTY?

The reporting person is an Officer, titled SVP Group Controller.

What is the officer’s COTY share ownership after the transactions?

Direct beneficial ownership is 161,685 Class A shares after the reported transactions.

Which transaction codes appear on the Form 4?

The filing lists code M in connection with RSU settlement and code F for shares surrendered for tax withholding.

Did the filing indicate an open-market sale by the officer?

No. The 4,437-share entry is described as tax withholding and does not represent a sale by the reporting person.