[Form 3] Ulta Beauty, Inc. Initial Statement of Beneficial Ownership

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Form Type

07/07/2025 - 05:09 PM

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Lialios Christopher

(Last)

(First)

(Middle)

1000 REMINGTON BLVD

(Street)

BOLINGBROOK

60440

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/27/2025

3. Issuer Name and Ticker or Trading Symbol
Ulta Beauty, Inc. [ ULTA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Interim CFO

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,918⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	⁽²⁾	03/29/2029	Common Stock	266	$348.73	D
Stock Option (right to buy)	⁽³⁾	03/27/2030	Common Stock	1,138	$174.45	D
Stock Option (right to buy)	⁽⁴⁾	03/25/2031	Common Stock	354	$306.59	D
Stock Option (right to buy)	⁽⁵⁾	03/24/2032	Common Stock	350	$395.84	D
Stock Option (right to buy)	⁽⁶⁾	03/25/2033	Common Stock	273	$545.67	D
Stock Option (right to buy)	⁽⁷⁾	03/24/2034	Common Stock	359	$522.88	D
Stock Option (right to buy)	⁽⁸⁾	03/24/2035	Common Stock	812	$366.54	D

Explanation of Responses:

1. Includes shares underlying restricted stock units of which 185 shares settle on March 15, 2026; 198 shares settle on March 15, 2027; and 558 shares settle on March 15, 2028.

2. The options, representing an initial right to purchase a total of 1,062 shares, vesting in 25% annual increments beginning March 15, 2020 and each anniversary thereafter through March 15, 2023.

3. The options, representing an initial right to purchase a total of 2,275 shares, vesting in 25% annual increments beginning March 15, 2021 and each anniversary thereafter through March 15, 2024.

4. The options, representing an initial right to purchase a total of 471 shares, vesting in 25% annual increments beginning March 15, 2022 and each anniversary thereafter through March 15, 2025.

5. The options, representing an initial right to purchase a total of 350 shares, vesting in 25% annual increments beginning March 15, 2023 and each anniversary thereafter through March 15, 2026.

6. The options, representing an initial right to purchase a total of 273 shares, vesting in 25% annual increments beginning March 15, 2024 and each anniversary thereafter through March 15, 2027.

7. The options, representing an initial right to purchase a total of 359 shares, vesting in 25% annual increments beginning March 15, 2025 and each anniversary thereafter through March 15, 2028.

8. The options, representing an initial right to purchase a total of 812 shares, vesting in 25% annual increments beginning March 15, 2026 and each anniversary thereafter through March 15, 2029.

	/s/ Rene G. Casares, as attorney-in-fact for Christopher Lialios	07/07/2025
	** 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 5 (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 Number.

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