e.l.f. Beauty, Inc. — Director's Dealing 2016

Sep 27, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: e.l.f. Beauty, Inc. (ELF)
CIK: 0001600033
Period of Report: 2016-09-27

Reporting Person: Shamah Joseph A. (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-09-27	Common Stock, $0.01 par value	C	8273873	—	Acquired	8279999	Indirect
2016-09-27	Common Stock, $0.01 par value	S	1457901	$15.81	Disposed	6822098	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-09-27	Convertible Preferred Stock, $0.01 par value	$	C	29977.801	Disposed		Common Stock (8273873)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	86112	Direct

Footnotes

F1: The shares of the Issuer's Convertible Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, on a 1:276 basis immediately prior to the consummation of the Issuer's initial public offering.

F2: Represents shares of the Issuer's Convertible Preferred Stock or Common Stock held directly by J.A. Cosmetics Corp. The Reporting Person is an officer, director and stockholder of J.A. Cosmetics Corp. The Reporting Person disclaims beneficial ownership of the shares held by J.A. Cosmetics Corp. except to the extent of his pecuniary interest therein.

F3: The shares were sold directly to the underwriters of the Issuer's initial public offering upon the closing of the aforementioned transaction.

F4: The securities are immediately convertible.

F5: The expiration date is not relevant to the conversion of these securities.