Statement of Changes in Beneficial Ownership (4)
June 13 2022 - 4:17PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB Number:
3235-0287
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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
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1. Name and Address of Reporting Person
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Settersten Scott M |
2. Issuer Name and Ticker or Trading Symbol
Ulta Beauty, Inc.
[
ULTA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer |
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(Last)
(First)
(Middle)
1000 REMINGTON BLVD, SUITE 120 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/9/2022 |
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(Street)
BOLINGBROOK, IL 60440
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 6/9/2022 | | M | | 2346 | A | $191.76 | 16383 | D | |
| Common Stock | 6/9/2022 | | M | | 4386 | A | $281.53 | 20769 | D | |
| Common Stock | 6/9/2022 | | M | | 10344 | A | $204.27 | 31113 | D | |
| Common Stock | 6/9/2022 | | M | | 6691 | A | $348.73 | 37804 | D | |
| Common Stock | 6/9/2022 | | M | | 7594 | A | $174.45 | 45398 | D | |
| Common Stock | 6/9/2022 | | M | | 1171 | A | $306.59 | 46569 | D | |
| Common Stock | 6/9/2022 | | S | | 7525 | D | $425.2794 (1) | 39044 | D | |
| Common Stock | 6/9/2022 | | S | | 12545 | D | $426.7545 (2) | 26499 | D | |
| Common Stock | 6/9/2022 | | S | | 12462 | D | $427.3113 (3) | 14037 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 |
| Stock Option (right to buy) | $191.76 | 6/9/2022 | | M | | | 2346 | (4) | 3/25/2026 | Common Stock | 2346 | $0 | 0 | D | |
| Stock Option (right to buy) | $281.53 | 6/9/2022 | | M | | | 4386 | (5) | 3/24/2027 | Common Stock | 4386 | $0 | 0 | D | |
| Stock Option (right to buy) | $204.27 | 6/9/2022 | | M | | | 10344 | (6) | 3/29/2028 | Common Stock | 10344 | $0 | 0 | D | |
| Stock Option (right to buy) | $348.73 | 6/9/2022 | | M | | | 6691 | (7) | 3/29/2029 | Common Stock | 6691 | $0 | 2231 | D | |
| Stock Option (right to buy) | $174.45 | 6/9/2022 | | M | | | 7594 | (8) | 3/27/2030 | Common Stock | 7594 | $0 | 7594 | D | |
| Stock Option (right to buy) | $306.59 | 6/9/2022 | | M | | | 1171 | (9) | 3/25/2031 | Common Stock | 1171 | $0 | 3515 | D | |
| Explanation of Responses: |
| (1) | The price reported in Column 4 is a weighted average price. The prices actually received ranged from $425.00 to $425.93. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price. |
| (2) | The price reported in Column 4 is a weighted average price. The prices actually received ranged from $426.12 to $427.12. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price. |
| (3) | The price reported in Column 4 is a weighted average price. The prices actually received ranged from $427.14 to $427.99. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price. |
| (4) | The options, representing an initial right to purchase a total of 9,383 shares, vesting in 25% annual increments beginning March 15, 2017 and each anniversary thereafter through March 15, 2020. |
| (5) | The options, representing an initial right to purchase a total of 8,771 shares, vesting in 25% annual increments beginning March 15, 2018 and each anniversary thereafter through March 15, 2021. |
| (6) | The options, representing an initial right to purchase a total of 13,792 shares, vesting in 25% annual increments beginning March 15, 2019 and each anniversary thereafter through March 15, 2022. |
| (7) | The options, representing an initial right to purchase a total of 8,922 shares, vesting in 25% annual increments beginning March 15, 2020 and each anniversary thereafter through March 15, 2023. |
| (8) | The options, representing an initial right to purchase a total of 15,188 shares, vesting in 25% annual increments beginning March 15, 2021 and each anniversary thereafter through March 15, 2024. |
| (9) | The options, representing an initial right to purchase a total of 4,686 shares, vesting in 25% annual increments beginning March 15, 2022 and each anniversary thereafter through March 15, 2025. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Settersten Scott M
1000 REMINGTON BLVD
SUITE 120
BOLINGBROOK, IL 60440 |
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| Chief Financial Officer |
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Signatures
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| /s/ Jodi J. Caro, as attorney-in-fact for Scott M. Settersten | | 6/13/2022 |
| **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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