[144] e.l.f. Beauty, Inc. SEC Filing

Rhea-AI Filing Summary

Form 144 notice for e.l.f. Beauty, Inc. (ELF) reports a proposed sale of 13,515 common shares through Morgan Stanley Smith Barney on the NYSE, with an aggregate market value of $1,866,016.05 and approximate sale date of 09/12/2025. The filing identifies the shares to be sold as previously acquired as 2,846 Restricted Stock Units (06/01/2025) and 10,669 Performance Stock Units (04/21/2025), both issued by the company.

The filer certifies no undisclosed material adverse information and indicates there were no sales in the past three months to report. The notice includes broker details (Morgan Stanley Smith Barney LLC) and confirms the transaction is reported under Rule 144.

Positive

• Transparent disclosure of broker, share count, market value, and acquisition types (RSUs/PSUs).
• No sales in the prior three months reported, indicating this is a new, discrete notice.

Negative

• Insider sale valued at $1,866,016.05 may attract investor attention though materiality relative to total holdings is not disclosed.
• Filing lacks information on the seller's remaining holdings and any 10b5-1 plan adoption date, limiting context for intent.

Insights

Securities Analyst

TL;DR: Insider plans to sell 13,515 shares valued at ~$1.87M; transaction stems from recent RSU/PSU grants, indicating routine equity compensation liquidation.

The notice documents a scheduled sale under Rule 144 of equity awarded as Restricted Stock Units and Performance Stock Units. Because the shares were acquired within 2025 and are being disposed through a broker, this appears consistent with insiders monetizing recent compensation rather than an abrupt divestiture. The filing discloses clear quantities, acquisition dates, and broker information, which supports transparency for investors assessing insider activity.

Corporate Governance Expert

TL;DR: Filing shows compliance with disclosure rules; sale size is modest but worth monitoring relative to insider holdings.

The Form 144 provides required assurances and a broker identity, meeting procedural disclosure norms. The shares derive from company-issued compensation (RSUs and PSUs) with acquisition dates in April and June 2025, suggesting the sale is likely tied to vesting/liquidity needs. While the $1.87M aggregate value is publicly disclosed, the filing does not state the seller's remaining holdings or plan adoption dates, limiting assessment of intent or governance implications.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	13515	1866016.05	56734903	09/12/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	06/01/2025	Restricted Stock Units	Issuer			2846	06/01/2025	N/A
Common	04/21/2025	Performance Stock Units	Issuer			10669	04/21/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 filed for e.l.f. Beauty (ELF) disclose?

The filing discloses a proposed sale of 13,515 common shares via Morgan Stanley Smith Barney on the NYSE with an aggregate market value of $1,866,016.05 and an approximate sale date of 09/12/2025.

What types of securities are being sold in the ELF Form 144?

The securities consist of common shares that were acquired as 2,846 Restricted Stock Units (06/01/2025) and 10,669 Performance Stock Units (04/21/2025) issued by the company.

Does the Form 144 report any sales in the past three months for ELF?

No. The filing states "Nothing to Report" for securities sold during the past three months.

Who is the broker named in the ELF Form 144?

The broker listed is Morgan Stanley Smith Barney LLC, address provided in the filing.

Does the filing state whether a 10b5-1 plan was used for these sales?

The filing contains the standard representation about Rule 10b5-1 but does not provide a date of plan adoption or explicit confirmation that a 10b5-1 plan is being relied upon.