e.l.f. Beauty Insider Sale: 13,515 Shares Sold Under 10b5-1 Plan

Rhea-AI Filing Summary

Officer sale under 10b5-1 plan: Kory Marchisotto, Senior Vice President and Chief Marketing Officer of e.l.f. Beauty, Inc. (ELF), reported the sale of 13,515 shares of the issuer's common stock on 09/12/2025 at a weighted-average price of $140.1019 per share. The filer states the transaction was made pursuant to a 10b5-1 trading plan adopted on December 10, 2024, and that execution occurred in multiple trades at prices ranging from $140.00 to $140.58. After the sale, the reporting person beneficially owned 144,788 shares, which include 47,398 restricted stock units.

Positive

• Transaction executed under an established 10b5-1 plan, indicating it was pre-arranged and not an ad hoc insider sale
• Filer discloses willingness to provide detailed trade breakdowns by price, supporting transparency

Negative

• Insider disposed of 13,515 shares, reducing beneficial ownership to 144,788 shares
• Sale executed at prices between $140.00 and $140.58, reflecting realized insider selling at current market levels

Insights

Securities Analyst

TL;DR: Officer sold a small portion of holdings under a pre-established 10b5-1 plan; remaining position includes substantial RSUs.

The Form 4 shows a planned sale executed under a 10b5-1 trading plan, which typically signals a pre-arranged disposition rather than ad hoc insider trading. The sale of 13,515 shares at a weighted-average price of $140.1019 reduced total beneficial ownership to 144,788 shares, and the filing specifies that 47,398 of those are restricted stock units. The report discloses execution across multiple price points between $140.00 and $140.58 and offers to provide a breakdown of quantities at each price upon request. This is a routine disclosure that increases transparency about insider liquidity but does not itself provide forward-looking information about company performance.

Corporate Governance Expert

TL;DR: Transaction documented and signed by attorney-in-fact; 10b5-1 adoption date disclosed for compliance context.

The filing identifies the reporting person as an officer (Senior VP, Chief Marketing Officer) and includes a clear compliance note that the sale was made pursuant to a 10b5-1 plan adopted on December 10, 2024. The form is signed by an attorney-in-fact, indicating procedural adherence. The disclosure that the filer will provide specifics of trade quantities by price upon request supports recordkeeping and regulatory transparency. From a governance perspective, the Form 4 appears complete and conforms to Section 16 reporting requirements.

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).

X

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^*

MARCHISOTTO KORY

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025

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	09/12/2025		S(1)		13,515	D	$140.1019(2)	144,788(3)	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

Explanation of Responses:

1. Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on December 10, 2024.

2. The transaction was executed in multiple trades in prices ranging from $140.00 to $140.58, 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.

3. Includes 47,398 restricted stock units.

Remarks:

Senior Vice President, Chief Marketing Officer

	/s/ Scott Milsten, Attorney-in-Fact for Kory Marchisotto	09/12/2025
	** 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 Kory Marchisotto report on Form 4 for ELF?

The filer reported the sale of 13,515 shares of e.l.f. Beauty, Inc. common stock on 09/12/2025 at a weighted-average price of $140.1019 per share.

Was the sale made under a 10b5-1 trading plan?

Yes. The filing states the transaction was made pursuant to a 10b5-1 trading plan adopted by the reporting person on December 10, 2024.

How many shares does the reporting person own after the sale?

After the reported transaction, the reporting person beneficially owned 144,788 shares, which include 47,398 restricted stock units.

Who signed the Form 4 filing?

The Form 4 was signed by Scott Milsten, Attorney-in-Fact for Kory Marchisotto on 09/12/2025.

At what price range were the shares sold?

The filing discloses the sale occurred in multiple trades at prices ranging from $140.00 to $140.58, with a reported weighted-average price of $140.1019.