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

Rhea-AI Filing Summary

e.l.f. Beauty director Kenneth Mitchell received a grant of 1,676 restricted stock units (RSUs) on 08/21/2025. Each RSU converts to one share upon vesting and the reported grant was recorded with a $0 purchase price, indicating compensation rather than a cash purchase. After the award, the reporting person beneficially owns 17,847 shares in total. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Mitchell on 08/25/2025 and lists his role as a director. The filing documents a routine equity compensation award to an insider and does not disclose vesting dates or additional terms for the RSUs.

Positive

• Director received equity compensation, aligning insider and shareholder interests through 1,676 RSUs
• Total beneficial ownership reported (17,847 shares) provides transparency about insider holdings

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: A routine director equity award: 1,676 RSUs granted, bringing beneficial ownership to 17,847 shares.

This Form 4 reports a non-derivative grant of 1,676 RSUs to a company director, recorded as an acquisition (code A) at $0, consistent with compensation-based equity grants. The filing confirms insider ownership levels but omits vesting schedule details and any performance conditions, so material timing and retention implications cannot be assessed from this document alone. The signature by an attorney-in-fact is standard for administrative filing.

Compensation Analyst

TL;DR: The transaction reflects normal director compensation, increasing insider holdings modestly.

Granting 1,676 RSUs is a modest equity award that increases the director's stake to 17,847 shares. The $0 price indicates issuance as compensation. Without vesting or dilution context (total shares outstanding), the grant's impact on incentives and potential dilution cannot be determined from this Form 4 alone. No sales or exercises were reported.

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

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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^*

Mitchell Kenneth Jr

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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	08/21/2025		A		1,676(1)	A	$0	17,847(2)	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. Grant of Restricted Stock Units ("RSUs"). The reporting person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

2. Includes 1,676 RSUs.

	/s/ Scott K. Milsten, Attorney-in-Fact for Kenneth Mitchell	08/25/2025
	** 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 transaction did Kenneth Mitchell report on Form 4 for ELF?

The report shows a grant of 1,676 RSUs on 08/21/2025, recorded as an acquisition at $0.

How many shares does Kenneth Mitchell beneficially own after the reported transaction?

The filing states 17,847 shares beneficially owned following the RSU grant.

Does the Form 4 disclose vesting dates or conditions for the RSUs?

No. The Form 4 does not disclose vesting dates or performance conditions for the RSUs.

Was any cash paid for the reported securities?

No. The transaction is reported with a $0 price, indicating the RSUs were issued as compensation.

Who signed the Form 4 filing for Kenneth Mitchell?

The Form 4 was signed by Scott K. Milsten, Attorney-in-Fact for Kenneth Mitchell on 08/25/2025.