FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      
1. Name and Address of Reporting Person * HEILBRONN CHARLES 2. Issuer Name and Ticker or Trading Symbol Ulta Beauty, Inc. [ ULTA ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)         (First)         (Middle)
1000 REMINGTON BLVD., SUITE 120
3. Date of Earliest Transaction (MM/DD/YYYY)
9/26/2019
(Street)
BOLINGBROOK, IL 60440
(City)       (State)       (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
 
6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock  9/26/2019    P    26243  A $235.4445 (1) 1809073  I  By Mousseluxe SARL (2)
Common Stock  9/26/2019    P    62361  A $236.3374 (3) 1871434  I  By Mousseluxe SARL (2)
Common Stock  9/26/2019    P    19033  A $237.3096 (4) 1890467  I  By Mousseluxe SARL (2)
Common Stock  9/26/2019    P    7621  A $238.1061 (5) 1898088  I  By Mousseluxe SARL (2)
Common Stock  9/27/2019    P    3300  A $238.1012 (6) 1901388  I  By Mousseluxe SARL (2)
Common Stock  9/27/2019    P    4041  A $239.5656 (7) 1905429  I  By Mousseluxe SARL (2)
Common Stock  9/27/2019    P    3107  A $240.3722 (8) 1908536  I  By Mousseluxe SARL (2)
Common Stock  9/27/2019    P    6109  A $241.5523 (9) 1914645  I  By Mousseluxe SARL (2)
Common Stock  9/27/2019    P    5930  A $242.5006 (10) 1920575  I  By Mousseluxe SARL (2)
Common Stock  9/27/2019    P    15237  A $243.6458 (11) 1935812  I  By Mousseluxe SARL (2)
Common Stock  9/27/2019    P    10595  A $244.4525 (12) 1946407  I  By Mousseluxe SARL (2)
Common Stock  9/27/2019    P    7722  A $245.3801 (13) 1954129  I  By Mousseluxe SARL (2)
Common Stock  9/27/2019    P    2541  A $246.2053 (14) 1956670  I  By Mousseluxe SARL (2)
Common Stock  9/30/2019    P    2386  A $245.5925 (15) 1959056  I  By Mousseluxe SARL (2)
Common Stock  9/30/2019    P    6770  A $247.214 (16) 1965826  I  By Mousseluxe SARL (2)
Common Stock  9/30/2019    P    18193  A $247.6235 (17) 1984019  I  By Mousseluxe SARL (2)
Common Stock  9/30/2019    P    15483  A $249.0317 (18) 1999502  I  By Mousseluxe SARL (2)
Common Stock  9/30/2019    P    27177  A $249.7826 (19) 2026679  I  By Mousseluxe SARL (2)
Common Stock                 60368  D   

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $234.78 to $235.77. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(2)  Mousseluxe SARL is the record holder of these securities. These securities are indirectly owned by (a) Mousse Partners Limited, the parent of Mousseluxe SARL and (b) Mr. Heilbronn, who has been granted a power of attorney and proxy to exercise voting and investment power with respect to these securities. Mr. Heilbronn disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
(3)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $235.78 to $236.77. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(4)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $236.78 to $237.77. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(5)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $237.78 to $238.48. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(6)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $237.45 to $238.32. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(7)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $238.97 to $239.94. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(8)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $239.98 to $240.97. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(9)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $241.00 to $241.99. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(10)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $242.00 to $241.98. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(11)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $243.00 to $243.99. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(12)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $244.00 to $244.96. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(13)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $245.055 to $245.99. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(14)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $246.005 to $246.45. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(15)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $245.17 to $245.99. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(16)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $246.38 to $247.37. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(17)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $247.38 to $248.36. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(18)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $248.39 to $249.38. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
(19)  The price reported in Column 4 is a weighted average price. The actual purchase price for these transactions ranged from $249.40 to $250.00. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
HEILBRONN CHARLES
1000 REMINGTON BLVD., SUITE 120
BOLINGBROOK, IL 60440
X



Signatures
/s/ Jodi J. Caro, as attorney-in-fact for Charles Heilbronn 9/30/2019
**Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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