COTY CFO reports RSU vesting and tax withholding on 10/19/2025

Rhea-AI Filing Summary

Coty Inc. (COTY) reported an insider transaction by its Chief Financial Officer on 10/19/2025. The filing shows vesting and settlement of equity awards and related tax withholding.

The CFO acquired 210,526 shares of Class A common stock at $0 upon RSU vesting (code M), and 120,711 shares were surrendered to the issuer to cover taxes (code F), which the filing states does not represent a sale. Following these events, the officer beneficially owned 495,031 shares directly, with 394,959 RSUs remaining outstanding.

Insights

Insider transactions analyst

Routine RSU vesting with tax withholding; neutral signal.

The CFO reported an RSU vesting (code M) delivering 210,526 Class A shares at $0, which reflects settlement of previously granted awards rather than an open-market purchase. The concurrent tax withholding (code F) of 120,711 shares is a standard net settlement mechanism.

The filing explicitly notes the withheld shares do not represent a sale, reducing interpretive risk around insider intent. Post-transaction holdings are 495,031 shares and 394,959 RSUs, indicating continued equity exposure. No new cash proceeds or pricing events are indicated in the excerpt.

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^*

Mercier Laurent

(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)
	Chief Financial Officer

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		210,526	A	$0	615,742	D
Class A common stock	10/19/2025		F		120,711	D	(1)	495,031	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	$0(2)	10/19/2025		M			210,526	(2)	(2)	Class A common stock	210,526	(2)	394,959	D

Explanation of Responses:

1. 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.

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

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 CFO report on the Form 4 dated 10/19/2025?

An RSU vesting of 210,526 shares (code M) and tax withholding of 120,711 shares (code F).

Did the COTY CFO sell shares in this transaction?

No. The filing states the 120,711 shares were surrendered to cover taxes and do not represent a sale.

How many COTY shares does the CFO own after the transaction?

Beneficial ownership is 495,031 Class A shares directly.

How many RSUs does the COTY CFO still hold after vesting?

The filing shows 394,959 RSUs remain outstanding.

What is the transaction code M and F on the Form 4 for COTY?

Code M indicates RSU settlement into shares; code F indicates shares withheld to satisfy taxes.

What is the officer’s position at COTY?

The reporting person is the Chief Financial Officer of Coty Inc.