COTY INC. — Director's Dealing 2014

Nov 18, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COTY INC. (COTY)
CIK: 0001024305
Period of Report: 2014-11-13

Reporting Person: Schoewel Erhard (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-11-13	Class A common stock	M	10000	—	Acquired	300500	Direct
2014-11-14	Class A common stock	S	1509	$19.39	Disposed	298991	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-11-13	Restricted Stock Units	$	M	10000	Disposed		Class A common stock (10000.0)	Direct
2014-11-14	Restricted Stock Units	$	A	10000	Acquired		Class A common stock (10000.0)	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.3100 to $19.3900, inclusive. The reporting person undertakes to provide to Coty Inc., any security holder of Coty Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. The shares were sold pursuant to Mr. Schoewel's 10(b)5-1 plan and were sold for the payment of withholding taxes related to the vesting of the RSUs.

F2: Upon vesting, each Restricted Stock Unit will settle for one share of Class A Common Stock.

F3: Upon vesting, each Restricted Stock Unit will settle for one share of Class A common stock of Coty Inc. The Restricted Stock Units vest on November 14, 2019.