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

e.l.f. Beauty (NYSE: ELF) officer awarded RSUs, sells shares to cover tax

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

e.l.f. Beauty, Inc. officer Mandy J. Fields reported a mix of equity compensation and related share sales. She received 42,315 shares of common stock as a grant on June 3, 2026, reflecting Restricted Stock Units that vest in four equal annual installments, subject to continued service.

On June 4, 2026, she sold 8,464 shares at $51.94 per share solely to satisfy tax and other government withholding obligations tied to RSU vesting. After these transactions, she directly holds 111,288 shares of common stock, including 66,981 RSUs.

Positive

  • None.

Negative

  • None.
Insider FIELDS MANDY J
Role See Remarks
Sold 8,464 shs ($440K)
Type Security Shares Price Value
Sale Common Stock, $0.01 par value 8,464 $51.94 $440K
Grant/Award Common Stock, $0.01 par value 42,315 $0.00 --
Holdings After Transaction: Common Stock, $0.01 par value — 111,288 shares (Direct, null)
Footnotes (1)
  1. Reflects Restricted Stock Units ("RSUs") that vest in four equal annual installments subject to continued service and does not include Performance Stock Units that vest based upon performance metrics, which are expected to be reported upon achievement. The shares were sold solely to satisfy tax or other government withholding obligations in connection with the vesting of shares subject to RSUs of the Issuer. Includes 66,981 RSUs.
Shares sold 8,464 shares Open-market sale on June 4, 2026 at $51.94 to cover taxes
Sale price $51.94 per share Price for 8,464 e.l.f. Beauty common shares sold June 4, 2026
Shares granted 42,315 shares Stock award on June 3, 2026 coded as grant/award acquisition
Post-transaction holdings 111,288 shares Direct common stock holdings after June 4, 2026 sale
RSUs included 66,981 RSUs Restricted Stock Units included in post-transaction holdings
Restricted Stock Units ("RSUs") financial
"Reflects Restricted Stock Units ("RSUs") that vest in four equal annual installments"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
Performance Stock Units financial
"does not include Performance Stock Units that vest based upon performance metrics"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
withholding obligations financial
"sold solely to satisfy tax or other government withholding obligations in connection with the vesting"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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).
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*
FIELDS MANDY J
(Last)(First)(Middle)
C/O E.L.F. BEAUTY, INC.
601 12TH STREET, SUITE 1400
(Street)
OAKLAND CALIFORNIA 94607
(City)(State)(Zip)
UNITED STATES
(Country)		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)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock, $0.01 par value06/03/2026A(1)42,315A$0119,752D
Common Stock, $0.01 par value06/04/2026S(2)8,464D$51.94111,288(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Reflects Restricted Stock Units ("RSUs") that vest in four equal annual installments subject to continued service and does not include Performance Stock Units that vest based upon performance metrics, which are expected to be reported upon achievement.
2. The shares were sold solely to satisfy tax or other government withholding obligations in connection with the vesting of shares subject to RSUs of the Issuer.
3. Includes 66,981 RSUs.
Remarks:
Senior Vice President and Chief Financial Officer
/s/ Scott Milsten, Attorney-in-Fact for Mandy J. Fields06/05/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR