e.l.f. Beauty CCO sells shares to cover tax

Rhea-AI Filing Summary

e.l.f. Beauty, Inc.'s Chief Commercial Officer Jennifer Catherine Hartnett sold 4,352 shares of common stock at $51.53 per share. The company states these shares were sold solely to cover tax and other government withholding obligations from vesting Restricted Stock Units, and she now directly holds 54,056 shares, including 24,079 RSUs.

Insights

Insider transactions analyst

Small tax-related insider sale with limited signaling impact.

Chief Commercial Officer Jennifer Catherine Hartnett executed an open-market sale of 4,352 shares of e.l.f. Beauty, Inc. common stock at $51.53 per share. The filing explains the sale was solely to satisfy tax or other government withholding obligations tied to vesting Restricted Stock Units.

This makes the transaction more mechanical than discretionary, unlike a typical open-market sale motivated by portfolio views. After the sale, she directly holds 54,056 shares, including 24,079 RSUs, so the disposition represents a modest portion of her overall equity exposure.

Insider Trade Summary

Net Seller: 4,352 shares

Net Sell 1 txn

Insider Hartnett Jennifer Catherine

Role Chief Commercial Officer

Sold 4,352 shs ($224K)

Type	Security	Shares	Price	Value
Sale	Common Stock, $0.01 par value	4,352	$51.53	$224K

Holdings After Transaction: Common Stock, $0.01 par value — 54,056 shares (Direct)

Footnotes (2)

1. F1. The shares were sold solely to satisfy tax or other government withholding obligations in connection with the vesting of shares subject to Restricted Stock Units ("RSUs") of the Issuer.
2. F2. Includes 24,079 RSUs.

Key Figures

Shares sold: 4,352 shares Sale price: $51.53 per share Shares held after transaction: 54,056 shares +1 more

4 metrics

Shares sold 4,352 shares Open-market sale on 2026-06-09

Sale price $51.53 per share Price for common stock sold

Shares held after transaction 54,056 shares Direct holdings following sale

Restricted Stock Units 24,079 RSUs Included in post-transaction holdings

Key Terms

Restricted Stock Units ("RSUs"), withholding obligations, open-market sale

3 terms

Restricted Stock Units ("RSUs") financial

"in connection with the vesting of shares subject to Restricted Stock Units ("RSUs") of the Issuer"

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.

withholding obligations financial

"sold solely to satisfy tax or other government withholding obligations in connection with the vesting"

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did e.l.f. Beauty (ELF) report for Jennifer Hartnett?

e.l.f. Beauty reported that Chief Commercial Officer Jennifer Hartnett sold 4,352 shares of common stock. The shares were sold at $51.53 each and, according to the disclosure, were used solely to cover tax and other government withholding obligations from vesting RSUs.

Why did e.l.f. Beauty’s Chief Commercial Officer sell 4,352 ELF shares?

The filing states the 4,352 shares were sold solely to satisfy tax and other government withholding obligations. These obligations arose in connection with the vesting of Restricted Stock Units, meaning the sale was driven by tax mechanics rather than a discretionary decision to reduce exposure.

How many e.l.f. Beauty (ELF) shares does Jennifer Hartnett hold after this Form 4?

After the reported transaction, Jennifer Hartnett directly holds 54,056 shares of e.l.f. Beauty common stock. This total includes 24,079 Restricted Stock Units, which represent additional shares that will be delivered as they vest under the company’s equity compensation arrangements.

Was the e.l.f. Beauty (ELF) insider sale an open-market transaction?

Yes. The Form 4 classifies the transaction as an open-market sale coded “S.” However, the company’s footnote clarifies that the sale was executed solely to meet tax and other government withholding obligations triggered by the vesting of Restricted Stock Units, limiting its signaling value.

What does the Form 4 reveal about RSUs held by e.l.f. Beauty’s CCO?

The filing notes that Jennifer Hartnett’s post-transaction position includes 24,079 Restricted Stock Units. RSUs are share-based awards that convert into common stock upon vesting, so these units indicate a meaningful ongoing equity stake beyond currently outstanding common shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/11/2026 - 04:14 PM Learn about SEC filing dates

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).

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^*

Hartnett Jennifer Catherine

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Commercial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value	06/09/2026		S(1)		4,352	D	$51.53	54,056(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. The shares were sold solely to satisfy tax or other government withholding obligations in connection with the vesting of shares subject to Restricted Stock Units ("RSUs") of the Issuer.

2. Includes 24,079 RSUs.

	/s/ Scott K. Milsten, Attorney-in-Fact for Jennifer Catherine Hartnett	06/11/2026
	** 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.
* Form 4: SEC 1474 (03-26)