COTY INC. — Director's Dealing 2013

Jun 17, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COTY INC. (COTY)
CIK: 0001024305
Period of Report: 2013-04-23

Reporting Person: Semerari Renato (President of Coty Beauty)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-04-23	Class A common stock	M	250000	$4.45	Acquired	295000	Direct
2013-04-23	Class A common stock	F	65442	$17.00	Disposed	229558	Direct
2013-04-23	Class A common stock	D	173953	$17.50	Disposed	55605	Direct
2013-06-13	Class A common stock	M	200000	—	Acquired	255605	Direct
2013-06-13	Class A common stock	F	34940	$17.50	Disposed	220665	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-04-23	Stock Options (right to buy)	$4.45	M	250000	Disposed	2019-05-01	Class A common stock (250000)	Direct
2013-04-23	Restricted Stock Units	$	A	3171	Acquired		Class A common stock (3171)	Direct
2013-06-13	IPO Units	$	M	200000	Disposed		Class A common stock (200000)	Direct

Footnotes

F1: The transactions represent exercises of vested stock options for 9,513 Restricted Shares of Class A common stock under Coty Inc.'s Platinum Program, 1,092 shares of Class A common stock and cash.

F2: The transactions represent vesting and settlement of IPO Units on June 13, 2013 and withholding of shares of Class A common stock upon settlement to pay withholding taxes.

F3: Upon vesting, each IPO Unit settles for one share of Class A common stock of Coty Inc. The remaining IPO Units vest on June 13, 2014.

F4: Upon vesting, each Restricted Stock Unit settles for one share of Class A common stock of Coty Inc. The Restricted Stock Units acquired on April 23, 2013 vest on April 23, 20198 and match the reporting person's investment in Coty Inc.'s Platinum Program. In addition, 30,000 Restricted Stock Units vest on June 12, 2014, and 220,000 Restricted Stock Units vest on September 25, 2017.