FIELDS MANDY J 4

What Happened Mandy J. Fields, Senior Vice President and Chief Financial Officer of e.l.f. Beauty, received a grant of 42,315 restricted stock units (RSUs) that vested on 2026-06-03 (acquired at $0.00). The next day (2026-06-04) she sold 8,464 shares in an open-market transaction at $51.94 per share, generating $439,620. The sale was made solely to satisfy tax or other government withholding obligations related to the RSU vesting.

Key Details

• Transactions: 2026-06-03 — Award/Acquisition (A): 42,315 RSUs @ $0.00; 2026-06-04 — Open market sale (S): 8,464 shares @ $51.94, proceeds $439,620.
• Shares owned after transaction: filing notes that holdings include 66,981 RSUs.
• Footnotes: F1 — RSUs vest in four equal annual installments (does not include performance-based PSUs); F2 — sale was to cover tax withholding; F3 — holdings include 66,981 RSUs.
• Timeliness: Form filed 2026-06-05 for a 2026-06-03 report period; no late filing indicated.

Context This was not a cash purchase — Fields received RSUs that vest over time and sold a portion immediately to meet tax obligations (a common, routine practice). Such tax-withholding sales generally reflect vesting logistics rather than a directional bet on the stock.