Every 8-K that e.l.f. Beauty, Inc. (ELF) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ELF and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ELF filings page.
e.l.f. Beauty, Inc. (ELF) reported the results of its 2026 annual meeting of stockholders held on August 20, 2026. Stockholders elected four Class I directors – Matt Farrell, Kenny Mitchell, Gayle Tait and Maureen Watson – to serve until the 2029 annual meeting, with each receiving over 25.8 million votes in favor.
Stockholders approved, on an advisory basis, the compensation of the company’s named executive officers, with 31,888,346 votes for and 1,330,281 against. They also approved holding the advisory vote on executive compensation every one year, with 30,993,297 votes for the one‑year frequency. In addition, stockholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending March 31, 2027, with 43,197,780 votes for and 533,173 against.
e. Beauty, Inc. reported another quarter of rapid growth for the three months ended June 30, 2026. Net sales increased 36% to $479.4 million, marking the company’s 30th consecutive quarter of net sales growth. Gross margin expanded about 1,400 basis points to 83%, including roughly 1,050 basis points of benefit from IEEPA tariff refunds, with additional uplift from pricing and lower tariff rates.
Selling, general and administrative expenses rose to $280.3 million, reflecting higher marketing, merchandising, distribution, compensation, and depreciation. GAAP net income was $66.6 million and diluted EPS was $1.12, while adjusted net income reached $104.6 million and adjusted diluted EPS $1.75. Adjusted EBITDA was $168.2 million, or 35% of net sales, up 93% year over year. Cash and cash equivalents were $344.2 million and total debt $834.2 million at June 30, 2026. Reflecting current momentum, the company raised its fiscal 2027 outlook to net sales of $1,938–1,968 million (net sales growth of 18–20%), adjusted EBITDA of $401–407 million, adjusted net income of $212–215 million, and adjusted diluted EPS of $3.50–3.55.
e. Beauty, Inc. reported strong growth for the year ended March 31, 2026, with net sales up 25% to $1.64 billion. All five brands grew, and rhode and Naturium were highlighted as standout performers.
Despite higher sales, full-year GAAP net income fell to $26.3 million from $112.1 million, largely reflecting higher SG&A, interest expense and a $57.6 million fair value increase in contingent consideration tied to the rhode acquisition. However, full-year adjusted net income reached $185.9 million and adjusted EBITDA rose 13% to $335.2 million, or 20% of net sales.
For fiscal 2027, the company expects net sales of $1.84–1.87 billion, implying 12–14% growth, and projects adjusted EBITDA of $379–385 million and adjusted diluted EPS of $3.27–3.32. Cash rose to $289.7 million, while total debt increased to $841.7 million as the company financed acquisitions and growth.
e.l.f. Beauty, Inc. reported that its board of directors appointed Matthew Farrell as a Class I director, effective February 12, 2026. He will stand for election at the company’s 2026 annual meeting of stockholders.
Farrell brings extensive consumer products and financial leadership experience, having served as Chief Executive Officer and Chairman of Church & Dwight Co. Inc., and previously as its Chief Financial Officer and Chief Operating Officer. He has also held senior finance and investor relations roles at several large industrial and pharmaceutical companies and began his career as an audit partner at KPMG. He currently serves on multiple public and private company boards. Farrell will receive director compensation consistent with other non-employee directors, and the company expects to enter into its standard indemnification agreement with him. The company states there was no arrangement leading to his appointment and no related party transactions involving him.
e.l.f. Beauty, Inc. filed a Form 8-K to disclose that it issued a press release with its financial results for the three and nine months ended December 31, 2025. The press release is attached as Exhibit 99.1 and is designated as "furnished," not "filed," meaning it is not automatically incorporated into other securities law filings.
e.l.f. Beauty, Inc. (ELF) furnished a press release announcing its financial results for the three and six months ended September 30, 2025. The release is attached as Exhibit 99.1.
The information under Item 2.02 and Exhibit 99.1 is being furnished, not filed, under the Exchange Act and is not incorporated by reference into other filings except as specifically stated.
e.l.f. Beauty, Inc. filed Amendment No. 1 to its Form 8-K to provide required financial statements and unaudited pro forma information related to its August 5, 2025 acquisition of HRBeauty LLC (“rhode”).
The filing includes rhode’s audited consolidated financial statements as of and for the year ended December 31, 2024 (Ex. 99.1), unaudited condensed financial statements as of and for the six months ended June 30, 2025 (Ex. 99.2), and unaudited pro forma condensed combined statements: a balance sheet as of June 30, 2025 and statements of operations for the year ended March 31, 2025 and the three months ended June 30, 2025 (Ex. 99.3). The pro forma data are presented for illustrative purposes only. The amendment makes no other changes to the original 8-K.
Transaction and Credit Amendment (Aug 5, 2025)
e.l.f. Beauty, Inc. entered into a Fifth Amendment to its Amended and Restated Credit Agreement that: (i) establishes a new $600 million Term Facility, (ii) makes technical amendments to add the Term Facility, (iii) increases the maximum permitted consolidated total net leverage ratio covenant, and (iv) increases interest margins and unused-commitment fees on the existing Revolving Credit Facility. Term Facility pricing is at borrower election of SOFR + 1.50%–2.25% (SOFR floored at 0.00%) or an alternate base rate + 0.50%–1.25% (alternate base floored at 1.00%). Unused commitment fees on the revolver rose to 0.15% and 0.20% from 0.10% and 0.15% at the two lower pricing tiers. Amortization is 1.25% quarterly for the first three years, then 1.875% quarterly for two years, with final maturity on March 3, 2030. Proceeds are available to e.l.f. Cosmetics and certain subsidiaries for merger consideration, payoff of rhode's credit facility, fees/expenses and working capital.
Acquisition of rhode (Completed Aug 5, 2025)
e.l.f. and e.l.f. Cosmetics completed the acquisition of HRBeauty, LLC (rhode) pursuant to the May 28, 2025 Merger Agreement. Aggregate Closing Consideration was $800 million subject to adjustments, comprised of $600 million cash (approximate) and ~$200 million in common stock issued at $77.1685 per share based on the specified VWAP calculation. Contingent consideration (Earn-Out) of up to $200 million is payable based on three-year revenue performance: up to $100 million for achievement of projections and up to an additional $100 million for overachievement. Buyer funded a portion of the Closing Consideration with borrowings under the Amended Credit Agreement. The Company relied on Section 4(a)(2)/Rule 506 exemptions for the stock issuance and agreed to file a shelf registration covering resale of the shares. The Form 8-K attaches a press release for Q2 2025 results as Exhibit 99.1 and notes required financial statements and pro forma information for rhode will be filed within 71 days.