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  4. [Form 4/A] e.l.f. Beauty, Inc. Amended Insider Trading Activity

ELF CEO Tarang Amin corrects filing, discloses option exercise

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

e.l.f. Beauty (ELF) reported an amended Form 4 for CEO and Director Tarang Amin, correcting prior figures and detailing a 10b5-1 plan transaction on 10/01/2025. Amin exercised 194,537 stock options at $17 and executed sales solely to cover tax liabilities, then retained the remaining exercise shares.

Sales disclosed were 6,817 shares at a weighted average $130.3629, 33,038 at $131.8583, 64,030 at $132.4099, and 12,430 at $133.4391. Following these transactions, direct beneficial ownership was 160,040 shares, which includes 81,818 restricted stock units. Additional indirect holdings were reported through family trusts and a family partnership.

Positive

  • None.

Negative

  • None.
Insider AMIN TARANG
Role Chief Executive Officer
Sold 116,315 shs ($15.38M)
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 194,537 $0.00 --
Exercise Common Stock, $0.01 par value 194,537 $17.00 $3.31M
Sale Common Stock, $0.01 par value 6,817 $130.3629 $889K
Sale Common Stock, $0.01 par value 33,038 $131.8583 $4.36M
Sale Common Stock, $0.01 par value 64,030 $132.4099 $8.48M
Sale Common Stock, $0.01 par value 12,430 $133.4391 $1.66M
holding Common Stock, $0.01 par value -- -- --
holding Common Stock, $0.01 par value -- -- --
holding Common Stock, $0.01 par value -- -- --
holding Common Stock, $0.01 par value -- -- --
holding Common Stock, $0.01 par value -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 0 shares (Direct); Common Stock, $0.01 par value — 276,355 shares (Direct); Common Stock, $0.01 par value — 228,037 shares (Indirect, By Family Trust)
Footnotes (1)
  1. Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on June 13, 2025 and in connection with an exercise of stock options set to expire in September 2026. The sales reported herein were made solely to cover tax liabilities in connection with the exercise of stock options. The Reporting Person otherwise retained the remaining shares from the exercise. Includes 81,818 restricted stock units. The transaction was executed in multiple trades in prices ranging from $130.05 to $130.76, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. The transaction was executed in multiple trades in prices ranging from $131.07 to $132.06, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. The transaction was executed in multiple trades in prices ranging from $132.07 to $133.06, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. The transaction was executed in multiple trades in prices ranging from $133.07 to $134.04, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. The stock option is fully vested and exercisable.
Form 4 Insider Transactions: What Each Field Means →
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
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
AMIN TARANG
(Last) (First) (Middle)
C/O E.L.F. BEAUTY, INC.
570 10TH STREET
(Street)
OAKLAND CA 94607
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
e.l.f. Beauty, Inc. [ ELF ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
10/03/2025 		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
Common Stock, $0.01 par value 10/01/2025 M(1) 194,537 A $17 276,355(2) D
Common Stock, $0.01 par value 10/01/2025 S(1) 6,817 D $130.3629(3) 269,538(2) D
Common Stock, $0.01 par value 10/01/2025 S(1) 33,038 D $131.8583(4) 236,500(2) D
Common Stock, $0.01 par value 10/01/2025 S(1) 64,030 D $132.4099(5) 172,470(2) D
Common Stock, $0.01 par value 10/01/2025 S(1) 12,430 D $133.4391(6) 160,040(2) D
Common Stock, $0.01 par value 228,037 I By Family Trust
Common Stock, $0.01 par value 228,037 I By Family Trust
Common Stock, $0.01 par value 468,532 I By Amin Family General Partnership
Common Stock, $0.01 par value 40,295 I By 2025 Family Trust I
Common Stock, $0.01 par value 40,295 I By 2025 Family Trust II
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
Stock Option (Right to Buy) $17 10/01/2025 M(1) 194,537 (7) 09/21/2026 Common Stock 194,537 $0 0 D
Explanation of Responses:
1. Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on June 13, 2025 and in connection with an exercise of stock options set to expire in September 2026. The sales reported herein were made solely to cover tax liabilities in connection with the exercise of stock options. The Reporting Person otherwise retained the remaining shares from the exercise.
2. Includes 81,818 restricted stock units.
3. The transaction was executed in multiple trades in prices ranging from $130.05 to $130.76, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
4. The transaction was executed in multiple trades in prices ranging from $131.07 to $132.06, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
5. The transaction was executed in multiple trades in prices ranging from $132.07 to $133.06, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
6. The transaction was executed in multiple trades in prices ranging from $133.07 to $134.04, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
7. The stock option is fully vested and exercisable.
Remarks:
On October 3, 2025, the reporting person filed a Form 4 which inadvertently reported the wrong number of exercised shares.
/s/ Scott K. Milsten, Attorney-in-Fact for Tarang Amin 11/10/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did ELF’s CEO Tarang Amin report in the amended Form 4/A?

He corrected prior figures and disclosed exercising 194,537 options at $17 on 10/01/2025, with sales made solely to cover taxes under a 10b5-1 plan.

How many ELF shares were sold and at what prices?

Reported sales: 6,817 at $130.3629, 33,038 at $131.8583, 64,030 at $132.4099, and 12,430 at $133.4391 (weighted averages).

What is Tarang Amin’s direct ownership after these transactions?

Direct beneficial ownership is 160,040 shares, including 81,818 restricted stock units.

Were the sales discretionary or part of a plan?

They were made pursuant to a 10b5-1 trading plan adopted on June 13, 2025 and solely to cover tax liabilities from the option exercise.

What happened to the exercised stock option position?

The option for 194,537 shares (exercise price $17, expiring 09/21/2026) is fully exercised, leaving 0 derivative securities.

Were any indirect ELF holdings reported?

Yes. Indirect holdings were listed through a Family Trust, the Amin Family General Partnership, and two 2025 Family Trusts.