COTY INC. — Director's Dealing 2016

May 18, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COTY INC. (COTY)
CIK: 0001024305
Period of Report: 2016-05-13

Reporting Person: STAHL JACK L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-13	Class A common stock	M	48685	—	Acquired	62685	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-13	Restricted Stock Units	$	D	1315	Disposed		Class A common stock (1315.0)	Direct
2016-05-13	Restricted Stock Units	$	M	48685	Disposed		Class A common stock (48685.0)	Direct

Footnotes

F1: Upon vesting, each Restricted Stock Unit will settle for one share of Class A Common Stock. Restricted Stock Units vested in connection with the termination of the Reporting Person's service on the Board of Directors and Audit & Finance Committee of the Issuer.

F2: Represents Restricted Stock Units forfeited in connection with the termination of the Reporting Person's service on the Board of Directors and Audit & Finance Committee of the Issuer.