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

Sep 21, 2016

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: e.l.f. Beauty, Inc. (ELF)
CIK: 0001600033
Period of Report: 2016-09-21

Reporting Person: AMIN TARANG (Director, See remarks, 10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	2787198	Direct
Common Stock, $0.01 par value	408	Indirect
Common Stock, $0.01 par value	408	Indirect
Common Stock, $0.01 par value	1225	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$1.84	2024-01-31	Common Stock (476889)		Direct
Convertible Preferred Stock, $0.01 par value	$		Common Stock (551591)		Indirect
Convertible Preferred Stock, $0.01 par value	$		Common Stock (551591)		Indirect
Convertible Preferred Stock, $0.01 par value	$		Common Stock (1654774)		Indirect

Footnotes

F1: Includes 146,561 Restricted Stock Units.

F2: Represents shares of the Issuer's Convertible Preferred Stock or Common Stock held directly by certain family trusts over which the Reporting Person and his spouse each have sole investment and voting power.

F3: The option will vest, in part or in full, solely upon the achievement of certain performance milestones, as determined by the Issuer's board of directors in its sole discretion.

F4: The shares of the Issuer's Convertible Preferred Stock automatically convert 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. The total reported in Column 3 represents the amount of the Issuer's Common Stock underlying the Convertible Preferred Stock actually outstanding.

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