ULTA Form 4: Director Stephanie Landry receives 277 restricted stock units

Rhea-AI Filing Summary

Stephanie Lee Landry, a director of Ulta Beauty, Inc. (ULTA), acquired 277 restricted stock units on 09/01/2025. The Form 4 reports the grant as an acquisition (code A) at no cash price ($0). The filing shows 277 shares beneficially owned following the transaction in a direct ownership form. The RSUs are described in the explanation as vesting 100% on 09/01/2026. The Form 4 was signed by an attorney-in-fact on 09/03/2025. No derivatives, option exercises, cash purchases, or sales are reported in this filing.

Positive

• Alignment of interests: 277 restricted stock units vesting in one year align the director's incentives with shareholders.
• No cash outlay required: The grant is recorded at $0, indicating standard compensation rather than a paid purchase.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received a small RSU grant vesting in one year, aligning compensation with shareholder incentives without immediate dilution.

The grant of 277 restricted stock units to a director is a routine equity-based compensation event intended to align long-term interests with shareholders. The units vest 100% on 09/01/2026, creating a one-year retention incentive. The acquisition reported at $0 indicates these are compensation units rather than a market purchase. For investors, this is a standard governance practice and not a material transaction for a company Ulta's size.

Securities Analyst

TL;DR: Transaction is immaterial to ULTA valuation; it's an ordinary director RSU grant with no immediate cash flow impact.

The Form 4 documents a non-derivative acquisition of 277 RSUs by a director, increasing her beneficial ownership to 277 shares post-transaction. The grant price of $0 and the one-year cliff vesting show standard equity compensation mechanics. There are no sales or option exercises disclosed, so there is no change in free float from exercised options in this filing. This item is informational for insider holdings tracking but not a material corporate action.

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

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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^*

Landry Stephenie Lee

(Last) (First) (Middle)

1000 REMINGTON BLVD

(Street)

BOLINGBROOK IL 60440

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ulta Beauty, Inc. [ ULTA ]

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)
09/01/2025

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	09/01/2025		A		277(1)	A	$0	277	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. Represents a grant of 277 restricted stock units, vesting 100% on 9/1/2026.

	s/ Rene G. Casares, as attorney-in-fact for Stephanie Lee Landry	09/03/2025
	** 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 Ulta Beauty director Stephanie Lee Landry report on Form 4 (ULTA)?

She reported a grant of 277 restricted stock units acquired on 09/01/2025 with 100% vesting on 09/01/2026.

Does the Form 4 show a sale or purchase of ULTA shares for cash?

No. The transaction code is A (acquisition) with a price of $0, indicating an RSU compensation grant rather than a cash purchase or sale.

How many shares does Stephanie Lee Landry beneficially own after this transaction?

277 shares are reported as beneficially owned following the reported transaction, in direct ownership form.

When do the restricted stock units reported on the Form 4 vest?

The RSUs vest 100% on 09/01/2026, per the explanation in the filing.

When was the Form 4 signed and filed?

The signature date shown is 09/03/2025 by an attorney-in-fact for Stephanie Lee Landry.