Sue Nabi - Jun 30, 2021 Form 4 Insider Report for COTY INC. (COTY)

Role: Chief Executive Officer, Director
Signature: /s/ Christina Kiely, Attorney-in-Fact
Stock symbol: COTY
Transactions as of: Jun 30, 2021
Transactions value $: $0
Form type: 4
Date filed: 7/2/2021, 05:00 PM
Next filing: Sep 2, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	COTY	Restricted Stock Units	Award	$0	+30M		$0.00	30M	Jun 30, 2021	Class A common stock	30M		Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Upon vesting, each Restricted Stock Unit settles for one share of Class A Common Stock of the Issuer. Subject to certain vesting conditions and exceptions, the Restricted Stock Units vest as follows: 10,000,000 shares of Class A Common Stock on each of August 31, 2021; August 31, 2022; and August 31, 2023. As previously disclosed by the Issuer, Cottage Holdco B.V., the Issuer's largest stockholder and a wholly-owned subsidiary of JAB Holding Company S.a.r.l., has agreed to transfer to Ms. Nabi (either directly or through contributing to the Issuer) one-half of the total number of shares of Common Stock owed to her if and when the award vests.

Content

Upon vesting, each Restricted Stock Unit settles for one share of Class A Common Stock of the Issuer. Subject to certain vesting conditions and exceptions, the Restricted Stock Units vest as follows: 10,000,000 shares of Class A Common Stock on each of August 31, 2021; August 31, 2022; and August 31, 2023. As previously disclosed by the Issuer, Cottage Holdco B.V., the Issuer's largest stockholder and a wholly-owned subsidiary of JAB Holding Company S.a.r.l., has agreed to transfer to Ms. Nabi (either directly or through contributing to the Issuer) one-half of the total number of shares of Common Stock owed to her if and when the award vests.