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e.l.f. Beauty Form 4: 116,315-Share Exercise and Sale by CEO

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Tarang Amin, who is listed as Chief Executive Officer and a Director of e.l.f. Beauty, Inc. (ELF), reported multiple transactions with an earliest transaction date of 10/01/2025. The filing shows an exercise of 116,315 stock options at a $17 exercise price executed under a 10b5-1 trading plan adopted on June 13, 2025, and subsequent sales of those same 116,315 shares in multiple trades at weighted-average prices reported across four grouped sales. After these transactions the reporting person holds 78,222 shares directly and additional indirect holdings through family trusts and partnerships, including reported indirect blocks of 228,037, 468,532, and two trusts of 40,295 each. The filing also discloses 81,818 restricted stock units included in beneficial ownership.

Positive

  • 10b5-1 trading plan adoption on June 13, 2025 provides a documented trading framework
  • Disclosure includes specific weighted-average price ranges and an offer to provide per-trade details on request

Negative

  • Reporting person sold a total of 116,315 shares on 10/01/2025
  • Direct beneficial ownership decreased to 78,222 shares following the reported transactions

Insights

Insider executed option exercise and coordinated sales under a 10b5-1 plan.

The filing confirms a 10b5-1 trading plan adopted on June 13, 2025, tied to an exercise of 116,315 options at $17. The use of a documented trading plan is a governance control that records pre-specified timing for sales.

The report lists substantial indirect holdings via family trusts and partnerships (e.g., 228,037, 468,532, and two 40,295 blocks), which are relevant to understanding aggregate insider ownership and voting influence.

All exercised shares were sold in multiple transactions on 10/01/2025 at weighted-average prices.

The filing shows the exercise of 116,315 options followed by sales in four tranches totaling 116,315 shares, with reported weighted-average sale prices in ranges spanning about $130.05 to $134.04 across the trades. The reporting person reduced direct holdings to 78,222 shares after the transactions.

The filing discloses that sale prices were executed in multiple trades and provides ranges and weighted averages for each tranche, with the filer offering to provide per-trade detail upon request.

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)
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) 116,315 A $17 198,133(2) D
Common Stock, $0.01 par value 10/01/2025 S(1) 6,817 D $130.3629(3) 191,316(2) D
Common Stock, $0.01 par value 10/01/2025 S(1) 33,038 D $131.8583(4) 158,278(2) D
Common Stock, $0.01 par value 10/01/2025 S(1) 64,030 D $132.4099(5) 94,248(2) D
Common Stock, $0.01 par value 10/01/2025 S(1) 12,430 D $133.4391(6) 81,818(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) 116,315 (7) 09/21/2026 Common Stock 116,315 $0 78,222 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.
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.
/s/ Scott K. Milsten, Attorney-in-Fact for Tarang Amin 10/03/2025
** 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 ELF CEO Tarang Amin report on Form 4 filed for 10/01/2025?

The filing shows an exercise of 116,315 options at a $17 exercise price and subsequent sales of 116,315 shares executed under a 10b5-1 trading plan adopted on June 13, 2025.

How many shares does Tarang Amin directly own after these transactions?

The Form 4 reports 78,222 shares owned directly following the transactions.

Are there indirect holdings disclosed for the reporting person?

Yes; the filing lists indirect holdings including 228,037, 468,532, and two trusts of 40,295 shares each, held via family trusts and partnerships.

Did the Form 4 disclose restricted stock units (RSUs)?

Yes; the filing states that beneficial ownership includes 81,818 restricted stock units.

What price ranges were the sales executed in?

Sales were executed in multiple trades with weighted-average prices reported in ranges from $130.05 to $134.04 across the tranches; the filer offered to provide per-trade detail on request.
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Household & Personal Products
Perfumes, Cosmetics & Other Toilet Preparations
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