elf Beauty Inc
For the period ended Mar 31, 2024. Filed May 23, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed May 23, 2024
ELF$118.51-0.7%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits, financial statement schedules
(a) The following documents are filed as part of this Annual Report:
- Consolidated financial statements:
Reference is made to the Index to Consolidated Financial Statements on page 67 hereof, which is incorporated by reference herein.
- Financial statement schedules:
All schedules are omitted because the required information is either not present, not present in material amounts or presented within our consolidated financial statements and notes thereto beginning on page 71 hereof and are incorporated herein by reference.
- Exhibits
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number · Exhibit Description · FiledHerewith · Form · ExhibitNumber · File Number · Filing Date | |||||
| 2.1 | Securities Purchase Agreement by and among Naturium LLC, TCB-N Prelude Blocker Corp., The Center Brands LLC, Elaine J. Balady, TCB Prelude Holdings, LLC, e.l.f. Cosmetics, Inc., e.l.f. Beauty, Inc. and The Center Brands LLC (as Representative), dated August 28, 2023. | S-3ASR | 2.1 | 333-274869 | 10/5/2023 |
| 3.1 | Amended and Restated Certificate of Incorporation of e.l.f. Beauty, Inc. | 8-K | 3.1 | 001-37873 | 9/27/2016 |
| 3.2 | Amended and Restated Bylaws of e.l.f. Beauty, Inc. | 8-K | 3.2 | 001-37873 | 9/27/2016 |
| 4.1 | Reference is made to Exhibits 3.1 and 3.2. | ||||
| 4.2 | Form of Common Stock Certificate. | S-1/A | 4.4 | 333-213333 | 9/12/2016 |
| 4.3 | Description of Capital Stock | 10-K | 4.4 | 001-37873 | 5/27/2021 |
| 10.1 (a) | Standard Multi-Tenant Office Lease, dated as of March 31, 2014, by and between 1007 Clay Street Properties LLC and e.l.f. Cosmetics, Inc. (formerly known as J.A. Cosmetics US, Inc.). | S-1 | 10.1 | 333-213333 | 8/26/2016 |
| 10.1 (b) | Addendum to Standard Multi-Tenant Office Lease, dated as of March 31, 2014, by and between 1007 Clay Street Properties LLC and e.l.f. Cosmetics, Inc. (formerly known as J.A. Cosmetics US, Inc.). | S-1 | 10.2 | 333-213333 | 8/26/2016 |
| 10.1 (c) | Standard Multi-Tenant Office Lease, dated as of October 5, 2015, by and between 1007 Clay Street Properties LLC and e.l.f. Cosmetics, Inc. (formerly known as J.A. Cosmetics US, Inc.). | S-1 | 10.3 | 333-213333 | 8/26/2016 |
| 10.1 (d) | Addendum to Standard Multi-Tenant Office Lease, dated as of October 22, 2015, by and between 1007 Clay Street Properties LLC and e.l.f. Cosmetics, Inc. (formerly known as J.A. Cosmetics US, Inc.). | S-1 | 10.4 | 333-213333 | 8/26/2016 |
| 10.1 (e) | Amended and Restated Lease Agreement, dated June 19, 2019, by and between e.l.f. Cosmetics, Inc. and Redwood Property Investors III, LLC (as successor to 1007 Clay Street Properties) | 10-Q | 10.1 | 001-37873 | 8/8/2019 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number · Exhibit Description · FiledHerewith · Form · ExhibitNumber · File Number · Filing Date | |||||
| 10.2(a) | Standard Industrial/Commercial Multi-Tenant Lease, dated as of December 9, 2015, by and between Jurupa Gateway LLC and e.l.f. Cosmetics, Inc. (formerly known as J.A. Cosmetics US, Inc.). | S-1 | 10.5 | 333-213333 | 8/26/2016 |
| 10.2(b) | First Amendment to Lease, dated August 24, 2020, by and between Jurupa Gateway LLC and e.l.f. Cosmetics, Inc. | 10-Q | 10.1 | 001-37873 | 2/4/2021 |
| 10.3 (a) | Senior Secured Credit Agreement, dated as of December 23, 2016, by and among e.l.f. Beauty, Inc., as parent guarantor, e.l.f. Cosmetics, Inc., J.A. 139 Fulton Street Corp., J.A. 741 Retail Corp., J.A. Cosmetics Retail, Inc., J.A. RF, LLC and J.A. Cherry Hill, LLC, each as a borrower, and Bank of Montreal, as the administrative agent, swingline lender and l/c issuer. | 8-K | 10.1 | 001-37873 | 12/28/2016 |
| 10.3 (b) | First Amendment to Credit Agreement, dated as of August 25, 2017, by and among e.l.f. Beauty, Inc., as parent guarantor, e.l.f. Cosmetics, Inc., J.A. 139 Fulton Street Corp., J.A. 741 Retail Corp., J.A. Cosmetics Retail, Inc., J.A. RF, LLC and J.A. Cherry Hill, LLC, each as a borrower, Bank of Montreal, as the administrative agent, swingline lender and l/c issuer, and the lenders from time to time party thereto. | 8-K | 10.1 | 001-37873 | 8/28/2017 |
| 10.3 (c) | Second Amendment to Credit Agreement, dated as of December 7, 2018, by and among e.l.f. Beauty, Inc., as parent guarantor, e.l.f. Cosmetics, Inc., J.A. 139 Fulton Street Corp., J.A. 741 Retail Corp., J.A. Cosmetics Retail, Inc., J.A. RF, LLC and J.A. Cherry Hill, LLC, each as a borrower, Bank of Montreal, as the administrative agent, swingline lender and l/c issuer, and the lenders from time to time party thereto. | 10-K | 10.8(b) | 001-37873 | 5/28/2020 |
| 10.3(d) | Third Amendment to Credit Agreement, dated as of April 8, 2020, by and among e.l.f. Beauty, Inc., as parent guarantor, e.l.f. Cosmetics, Inc., W3ll People, Inc., J.A. RF, LLC, each as a borrower, Bank of Montreal, as the administrative agent, swingline lender and l/c issuer, and the lenders from time to time party thereto. | 8-K | 10.1 | 001-37873 | 4/9/2020 |
| 10.4(a) | Amended and Restated Credit Agreement, dated April 30, 2021, by and among the Company as parent guarantor, e.l.f. Cosmetics, Inc., W3LL People, Inc. and J.A. RF, LLC, each as a borrower, Bank of Montreal, as the administrative agent, swingline lender and l/c issuer, U.S. Bank, as syndication agent and a joint lead arranger, BMO Capital Markets Corp., as a joint lead arranger and bookrunner, and the lenders from time to time party thereto. | 8-K | 10.1 | 001-37873 | 5/4/2021 |
| 10.4(b) | FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT | 10-K | 10.4(b) | 001-37873 | 5/25/2023 |
| 10.4(c) | Second Amendment to Amended and Restated Credit Agreement, dated August 28, 2023, by and among the Company as parent guarantor, e.l.f. Cosmetics, Inc., W3LL People, Inc. and J.A. RF, LLC, each as a borrower, Bank of Montreal, as the administrative agent, swingline lender and l/c issuer, U.S. Bank, as syndication agent and a joint lead arranger, BMO Capital Markets Corp., as a joint lead arranger and bookrunner, and the lenders from time to time party thereto. | 10-Q | 10.1 | 001-37873 | 11/2/2023 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number · Exhibit Description · FiledHerewith · Form · ExhibitNumber · File Number · Filing Date | |||||
| 10.5 (a)# | 2014 Equity Incentive Plan of e.l.f. Beauty, Inc. | S-1 | 10.12 | 333-213333 | 8/26/2016 |
| 10.5 (b)# | Amendment to 2014 Equity Incentive Plan of e.l.f. Beauty, Inc., dated as of March 15, 2017. | 10-K | 10.7(b) | 001-37873 | 3/15/2017 |
| 10.5 (c)# | Forms of stock option award agreements used under the 2014 Equity Incentive Plan of e.l.f. Beauty, Inc. | S-1 | 10.13 | 333-213333 | 8/26/2016 |
| 10.6 (a)# | 2016 Equity Incentive Award Plan of e.l.f. Beauty, Inc. | S-1/A | 10.16 | 333-213333 | 9/12/2016 |
| 10.6 (b)# | Amendment to the e.l.f. Beauty, Inc. 2016 Equity Incentive Award Plan | 8-K | 10.2 | 001-37873 | 7/2/2020 |
| 10.6 (c)# | Form of Stock Option Grant Notice under the 2016 Equity Incentive Award Plan of e.l.f. Beauty, Inc. | S-1/A | 10.17 | 333-213333 | 9/12/2016 |
| 10.6 (d)# | Form of Restricted Stock Unit Award Grant Notice under the 2016 Equity Incentive Award Plan of e.l.f. Beauty, Inc. | S-1/A | 10.27 | 333-213333 | 9/12/2016 |
| 10.6 (e)# | Form of Restricted Stock Award Grant Notice under the 2016 Equity Incentive Award Plan of e.l.f. Beauty, Inc. (Executives). | 10-K | 10.12(d) | 001-37873 | 3/15/2017 |
| 10.6 (f)# | Form of Restricted Stock Award Grant Notice under the 2016 Equity Incentive Award Plan of e.l.f. Beauty, Inc. (Chief Executive Officer). | 10-K | 10.12(e) | 001-37873 | 3/15/2017 |
| 10.6 (g)# | Form of Performance Stock Award Grant Notice under the 2016 Equity Incentive Award Plan of e.l.f. Beauty, Inc. (Executives). | 10-K | 10.1 | 001-37873 | 5/27/2021 |
| 10.6 (h)# | Form of Performance Stock Award Grant Notice under the 2016 Equity Incentive Award Plan of e.l.f. Beauty, Inc. (Chief Executive Officer). | 10-K | 10.2 | 001-37873 | 5/27/2021 |
| 10.7# | 2016 Employee Stock Purchase Plan of e.l.f. Beauty, Inc. | S-1/A | 10.18 | 333-213333 | 9/12/2016 |
| 10.8# | Amended and Restated Employment Agreement, dated as of February 26, 2019, between Tarang Amin, e.l.f. Cosmetics, Inc. and e.l.f. Beauty, Inc. | 10-K | 10.16 | 001-37873 | 2/28/2019 |
| 10.9# | Amended and Restated Employment Agreement, dated as of February 26, 2019, between Scott Milsten, e.l.f. Cosmetics, Inc. and e.l.f. Beauty, Inc. | 10-K | 10.17 | 001-37873 | 2/28/2019 |
| 10.10# | Employment Agreement, dated as of February 1, 2019, between Kory Marchisotto, e.l.f. Cosmetics, Inc. and e.l.f. Beauty, Inc. | 10-Q | 10.1 | 001-37873 | 5/9/2019 |
| 10.11# | Employment Agreement, dated as of March 15, 2019, between Mandy Fields, e.l.f. Cosmetics, Inc. and e.l.f. Beauty, Inc. | 8-K | 10.1 | 001-37873 | 3/21/2019 |
| 10.12# | Employment Agreement, dated as of November 25, 2019, between Josh Franks, e.l.f. Cosmetics, Inc. and e.l.f. Beauty, Inc. | 10-Q | 10.1 | 001-37873 | 2/6/2020 |
| 10.13# | Employment Agreement, dated as of April 20, 2022 between Jennie Laar, e.l.f. Cosmetics, Inc. and e.l.f. Beauty, Inc. | 10-K | 10.13 | 001-37873 | 5/25/2023 |
| 10.14# | Form of Indemnification Agreement for directors and officers of e.l.f. Beauty, Inc. | S-1 | 10.25 | 333-213333 | 8/26/2016 |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit Number | Exhibit Description | FiledHerewith | Form | ExhibitNumber | File Number | Filing Date |
| 10.15# | Amended and Restated Non-Employee Director Compensation Program of e.l.f. Beauty, Inc. | 10-Q | 10.1 | 001-37873 | 11/7/2019 | |
| 10.16# | Cooperation Agreement, dated as of July 1, 2020, by and between e.l.f. Beauty, Inc., Marathon Partners Equity Management, LLC, Marathon Partners L.P., Marathon Focus Fund L.P., Marathon Partners LUX Fund, L.P., Cibelli Research & Management, LLC and Mario Cibelli. | 8-K | 10.1 | 001-37873 | 7/2/2020 | |
| 10.17 | List of Significant Subsidiaries of e.l.f. Beauty, Inc. | X | ||||
| 19.1 | e.l.f. Beauty, Inc. Amended and Restated Insider Trading Compliance Program | X | ||||
| 23.1 | Consent of Independent Registered Public Accounting Firm. | X | ||||
| 24.1 | Power of Attorney. Reference is made to the signature page to this Annual Report on Form 10-K. | X | ||||
| 31.1 | Certification of the Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act. | X | ||||
| 31.2 | Certification of the Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act. | X | ||||
| 32.1* | Certification of the Chief Executive Officer and Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act. | X | ||||
| 97.1 | Amended and Restated Compensation Recovery Policy | X | ||||
| 97.2 | Policy for Recovery of Erroneously Awarded Compensation | X | ||||
| 101.INS | XBRL Instance Document - Instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | X | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | X | ||||
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