Ulta Beauty, Inc. — fact timeline

Ulta Beauty, Inc.: Approved and filed certificate of amendment to the certificate of incorporation to provide for officer exculpation and add exclusive forum provisions (effective 2026-06-09).

“At the Annual Meeting, the Company’s stockholders approved amendments to the Company’s certificate of incorporation, as amended (the “Certificate of Incorporation”), to (i) provide for the exculpation of certain officers of the Company against personal liability, to the extent permitted by the Delaware General Corporation Law (the “Exculpation Amendment”), and (ii) add exclusive forum provisions that designate that courts located in Delaware will be the exclusive forum for certain legal actions and that the federal district courts of the United States of America will be the exclusive forum for the resolution of any complaint asserting a cause of action arising under the Securities Act of 1933, as amended (the “Forum Selection Amendment”).”

Ulta Beauty, Inc. shareholders approved Approve the Ulta Beauty, Inc. 2026 Incentive Award Plan. at the 2026-06-09 meeting.

“The stockholders approved the 2026 Plan. The results of the vote were as follows: For Against Abstain Broker Non-Votes Votes Percentage (1) Votes Percentage (1) Votes Percentage (1) Votes Percentage (2) 31,757,224 89.92% 3,514,995 9.95% 43,702 0.12% 2,765,202 N/A”

Ulta Beauty, Inc. shareholders approved Advisory vote to approve the company's executive compensation. at the 2026-06-09 meeting.

“The stockholders approved the Company's executive compensation. The results of the advisory vote were as follows: For Against Abstain Broker Non-Votes Votes Percentage (1) Votes Percentage (1) Votes Percentage (1) Votes Percentage (2) 27,487,649 77.83% 7,777,149 22.02% 51,123 0.14% 2,765,202 N/A”

Ulta Beauty, Inc. shareholders approved Ratification of the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for fiscal 2026. at the 2026-06-09 meeting.

“The stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for its fiscal year 2026, ending January 30, 2027. The results of the vote were as follows: For Against Abstain Votes Percentage (1) Votes Percentage (1) Votes Percentage (1) 33,540,095 88.08% 4,500,462 11.82% 40,566 0.11%”

Ulta Beauty, Inc. shareholders approved Approve an amendment to the company's certificate of incorporation to limit officer liability as permitted by Delaware law (Exculpation Amendment). at the 2026-06-09 meeting.

“The stockholders approved the Exculpation Amendment. The results of the vote were as follows: For Against Abstain Broker Non-Votes Votes Percentage (3) Votes Percentage (3) Votes Percentage (3) Votes Percentage 30,394,172 69.77% 4,878,646 11.20% 43,103 0.10% 2,765,202 N/A”

Ulta Beauty, Inc. shareholders approved Election of Martin Brok, Kelly E. Garcia, Catherine A. Halligan, Stephenie Landry, Patricia A. Little, George R. Mrkonic, Lorna E. Nagler, Gisel Ruiz, Michael C. Smith, and Kecia L. Steelman as directors to hold office until the 2027 annual meeting of stockholders. at the 2026-06-09 meeting.

“The stockholders elected Martin Brok, Kelly E. Garcia, Catherine A. Halligan, Stephenie Landry, Patricia A. Little, George R. Mrkonic, Lorna E. Nagler, Gisel Ruiz, Michael C. Smith, and Kecia L. Steelman as directors to hold office until the 2027 annual meeting of stockholders. The results of the vote were as follows: For Against Abstain Broker Non-Votes Name Votes Percentage (1) Votes Percentage (1) Votes Percentage (2) Votes Percentage (2) Martin Brok 34,753,758 98.50% 528,513 1.50% 33,650 N/A 2,765,202 N/A Kelly E. Garcia 34,755,399 98.51% 527,459 1.49% 33,063 N/A 2,765,202 N/A Catherine A. Halligan 34,377,238 97.43% 906,108 2.57% 32,575 N/A 2,765,202 N/A Stephenie Landry 34,776,079 98.57% 505,443 1.43% 33,399 N/A 2,765,202 N/A Patricia A. Little 34,674,997 98.28% 608,490 1.72% 32,434 N/A 2,765,202 N/A George R. Mrkonic 34,720,104 98.41% 562,487 1.59% 33,330 N/A 2,765,202 N/A Lorna E. Nagler 33,238,507 94.21% 2,044,509 5.79% 32,905 N/A 2,765,202 N/A Gisel Ruiz 33,383,704 94.62% 1,89”

Ulta Beauty, Inc. reported the thirteen-week period ended May 2, 2026 results: revenue $ 3,163.9, EPS $ 7.74. Guidance raised.

“compared to the same period ended May 3, 2025 : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 13 Weeks Ended ​ ​ May 2, ​ May 3, (Dollars in millions, except per share data) ​ 2026 ​ 2025 Net sales ​ $ 3,163.9 ​ $ 2,848.4 Comparable sales ​ ​ 5.3% ​ ​ 2.9% Gross profit (as a percentage of net sales) ​ ​ 40.1% ​ ​ 39.1% Selling, general and administrative expenses ​ $ 814.7 ​ $ 710.6”

Ulta Beauty, Inc. reported Fifty-two Weeks Ended January 31, 2026 results: revenue $12,392.8 million, EPS $25.64.

“was $476.9 million, or 12.2% of net sales. ● Diluted earnings per share was $8.01. ​ Full Year of Fiscal 2025 Compared to Full Year of Fiscal 2024 ● Net sales increased 9.7% to $12.4 billion , primarily due to increased comparable sales, the acquisition of Space NK, and sales from new stores . ● Comparable sales increased 5.4% , driven by a 3.3% increase in average”

Ulta Beauty, Inc. reported Thirteen Weeks Ended January 31, 2026 results: revenue $3,898.4 million, EPS $8.01.

“earnings per share ​ $ 8.01 ​ $ 8.46 ​ ​ $ 25.64 ​ $ 25.34 ​ ​ ​ ​ ​ Fourth Quarter of Fiscal 2025 Compared to Fourth Quarter of Fiscal 2024 ​ ● Net sales increased 11.8% to $3.9 billion, primarily due to increased comparable sales, the acquisition of Space NK, and sales from new stores . ● Comparable sales increased 5.8%, driven by a 4.2% increase in average”

Jodi J. Caro departed as General Counsel, Chief Risk & Compliance Officer and Corporate Secretary at Ulta Beauty, Inc..

“On March 13, 2025, Jodi J. Caro, General Counsel, Chief Risk & Compliance Officer and Corporate Secretary of Ulta Beauty, Inc. (the “Company”), notified the Company that she intends to retire later this spring.”

Kecia L. Steelman was appointed as Director at Ulta Beauty, Inc..

“At that time, Ms. Steelman will also join the Company’s Board of Directors.”

Kecia L. Steelman changed role as President and Chief Executive Officer at Ulta Beauty, Inc..

“Kecia L. Steelman, currently the Company’s President and Chief Operating Officer, will succeed Mr. Kimbell as President and Chief Executive Officer, effective January 6, 2025.”

David C. Kimbell departed as Director at Ulta Beauty, Inc..

“On January 6, 2025, Ulta Beauty, Inc. (the “Company”) announced that David C. Kimbell, the Company’s Chief Executive Officer, will retire from his position and from the Company’s Board of Directors”

David C. Kimbell departed as Chief Executive Officer at Ulta Beauty, Inc..

“On January 6, 2025, Ulta Beauty, Inc. (the “Company”) announced that David C. Kimbell, the Company’s Chief Executive Officer, will retire from his position and from the Company’s Board of Directors”

Ulta Beauty, Inc. reported fifty-three-week period ended February 3, 2024 results: revenue $11,207.3, net income $1.3 billion, EPS $26.03.

“​ ​ February 3, ​ January 28, ​ ​ February 3, ​ January 28, (Dollars in millions, except per share data) ​ 2024 ​ 2023 ​ ​ 2024 ​ 2023 Net sales ​ $ 3,554.3 ​ $ 3,226.8 ​ ​ $ 11,207.3 ​ $ 10,208.6 Comparable sales (1) ​ ​ 2.5% ​ ​ 15.6% ​ ​ ​ 5.7% ​ ​ 15.6% Gross profit (as a percentage of net sales) ​ ​ 37.7% ​ ​ 37.6% ​ ​ ​ 39.1% ​ ​ 39.6% Selling, general”

Ulta Beauty, Inc. reported fourteenth-week period ended February 3, 2024 results: revenue $3,554.3, net income $394.4 million, EPS $8.08.

“Weeks Ended ​ 52 Weeks Ended ​ ​ February 3, ​ January 28, ​ ​ February 3, ​ January 28, (Dollars in millions, except per share data) ​ 2024 ​ 2023 ​ ​ 2024 ​ 2023 Net sales ​ $ 3,554.3 ​ $ 3,226.8 ​ ​ $ 11,207.3 ​ $ 10,208.6 Comparable sales (1) ​ ​ 2.5% ​ ​ 15.6% ​ ​ ​ 5.7% ​ ​ 15.6% Gross profit (as a percentage of net sales) ​ ​ 37.7% ​ ​ 37.6% ​ ​ ​ 39.1% ​”

Paula M. Oyibo was appointed as Chief Financial Officer at Ulta Beauty, Inc..

“On November 30, 2023, Ulta Beauty, Inc. (the “Company”) announced that Scott M. Settersten, the Company’s Chief Financial Officer, Treasurer and Assistant Secretary, intends to retire effective April 1, 2024, and Paula M. Oyibo, currently the Company’s Senior Vice President, Finance, will succeed Mr. Settersten as Chief Financial Officer.”

Scott M. Settersten departed as Chief Financial Officer at Ulta Beauty, Inc..

“On November 30, 2023, Ulta Beauty, Inc. (the “Company”) announced that Scott M. Settersten, the Company’s Chief Financial Officer, Treasurer and Assistant Secretary, intends to retire effective April 1, 2024, and Paula M. Oyibo, currently the Company’s Senior Vice President, Finance, will succeed Mr. Settersten as Chief Financial Officer.”

Ulta Beauty, Inc. reported Q3 2023 results: revenue Net Sales of $2.5 Billion Compared to $2.3 Billion in the Year-Ago Quarter, net income Net Income of $249.5 Million or $5.07 Per Diluted Share, EPS $5.07.

“ULTA BEAUTY ANNOUNCES THIRD QUARTER FISCAL 2023 RESULTS ​ Net Sales of $2.5 Billion Compared to $2.3 Billion in the Year-Ago Quarter Comparable Sales Increased 4.5% Net Income of $249.5 Million or $5.07 Per Diluted Share”

Kecia L. Steelman was named as President and Chief Operating Officer at Ulta Beauty, Inc..

“On September 13, 2023, Kecia L. Steelman, the current Chief Operating Officer of Ulta Beauty, Inc. (the “Company”), was named President and Chief Operating Officer of the Company.”

Ulta Beauty, Inc.: Added plurality carveout for contested elections to Section 8 of Article II, amended advance notice provisions to mandate derivatives disclosure, revised Section 5 of Article II regarding stockholder lists, and made minor edits to advance notice provisions to coordinate with proxy access provisions (effective 2023-06-01).

“Following the Annual Meeting (as defined below) on June 1, 2023, the Board of Directors of Ulta Beauty, Inc. (the “Company”) approved additional amendments of the Company’s Bylaws as follows: ● Added a plurality carveout for contested elections (i.e., when the number of nominees for director is greater than the number of directors to be elected at the meeting) to Section 8 of Article II of the Company’s Bylaws; ● Amended the advance notice provisions of the Company’s Bylaws (i.e., Section 11 of Article II and Section 2 of Article III of Ulta’s Bylaws) to mandate derivatives disclosure; ● Revised Section 5 of Article II of the Company’s Bylaws (relating to stockholder lists) to match the changes made to Section 219 of the Delaware General Corporation Law relating to stockholder lists; and ● Made a few minor edits to the advance notice provisions of the Company’s Bylaws to better coordinate with the proxy access provisions added to the Company’s Bylaws in June 2020.”

Ulta Beauty, Inc. shareholders approved Advisory vote on the frequency of future advisory votes on the Company’s executive compensation at the 2023-06-01 meeting.

“The stockholders expressed a preference that an advisory vote on the Company’s executive compensation occur every year.”

Ulta Beauty, Inc. shareholders approved Advisory vote to approve the Company’s executive compensation at the 2023-06-01 meeting.

“The stockholders approved the Company’s executive compensation.”

Ulta Beauty, Inc. shareholders approved Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for its fiscal year 2023, ending February 3, 2024 at the 2023-06-01 meeting.

“The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for its fiscal year 2023, ending February 3, 2024.”

Ulta Beauty, Inc. shareholders approved An amendment to the Company’s Bylaws to replace all supermajority voting standards for amendments to the Bylaws with a majority standard at the 2023-06-01 meeting.

“The stockholders approved an amendment to the Company’s Bylaws to replace all supermajority voting standards for amendments to the Bylaws with a majority standard.”

Ulta Beauty, Inc. shareholders approved An amendment to the Company’s Certificate of Incorporation to replace all supermajority voting standards for amendments to the Certificate of Incorporation with a majority standard at the 2023-06-01 meeting.

“The stockholders approved an amendment to the Company’s Certificate of Incorporation to replace all supermajority voting standards for amendments to the Certificate of Incorporation with a majority standard.”

Ulta Beauty, Inc. shareholders approved Amendments to the Company’s Bylaws to provide that directors may be removed by the holders of a majority of the shares then entitled to vote at an election of directors and, if Proposal 2 is approved, with or without cause at the 2023-06-01 meeting.

“The stockholders approved amendments to the Company’s Bylaws to provide that directors may be removed by the holders of a majority of the shares then entitled to vote at an election of directors and, since Proposal 2 was approved, with or without cause.”

Ulta Beauty, Inc. shareholders approved An amendment to the Company’s Certificate of Incorporation to declassify the Board of Directors and provide for the annual election of directors at the 2023-06-01 meeting.

“The stockholders approved an amendment to the Company’s Certificate of Incorporation to declassify the Board of Directors and provide for the annual election of directors.”

Ulta Beauty, Inc. shareholders approved Election of Michelle L. Collins, Patricia A. Little, Heidi G. Petz and Michael C. Smith as Class I directors at the 2023-06-01 meeting.

“The stockholders elected Michelle L. Collins, Patricia A. Little, Heidi G. Petz and Michael C. Smith as Class I directors to hold office until the 2024 annual meeting of stockholders (because Proposals 2 and 3 below were also approved).”

Ulta Beauty, Inc. reported fiscal year 2023 results: revenue $11.0 billion to $11.1 billion, EPS $24.70 to $25.40.

“The Company has updated its outlook for fiscal 2023. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Prior FY23 Outlook ​ Updated FY23 Outlook Net sales ​ ​ $10.95 billion to $11.05 billion ​ $11.0 billion to $11.1 billion Comparable sales ​ ​ 4% to 5% ​ no change New stores, net ​ ​ 25-30 ​ no change Remodel and relocation projects ​ ​ 20-30 ​ no change Operating margin ​ ​ 14.7% to 15.0% ​ 14.5% to 14.8% Diluted earnings per share ​ ​ $24.70 to $25.40 ​ no change”

Ulta Beauty, Inc. reported the fifty-two-week period ended January 28, 2023 results: revenue $10,208.6, net income $1.2 billion, EPS $24.01.

“28, ​ January 29, ​ January 30, (Dollars in millions, except per share data) ​ 2023 ​ 2022 ​ 2021 ​ ​ 2023 ​ 2022 ​ 2021 Net sales ​ $ 3,226.8 ​ $ 2,729.4 ​ $ 2,198.7 ​ ​ $ 10,208.6 ​ $ 8,630.9 ​ $ 6,152.0 Comparable sales ​ ​ 15.6% ​ ​ 21.4% ​ ​ (4.8%) ​ ​ ​ 15.6% ​ ​ 37.9% ​ ​ (17.9%) Gross profit (as a percentage of net sales) ​ ​ 37.6% ​ ​ 37.6% ​ ​ 35.1%”

Ulta Beauty, Inc. reported the fourth quarter ended January 28, 2023 results: revenue $3,226.8, net income $340.8 million, EPS $6.68.

“28, ​ January 29, ​ January 30, ​ ​ January 28, ​ January 29, ​ January 30, (Dollars in millions, except per share data) ​ 2023 ​ 2022 ​ 2021 ​ ​ 2023 ​ 2022 ​ 2021 Net sales ​ $ 3,226.8 ​ $ 2,729.4 ​ $ 2,198.7 ​ ​ $ 10,208.6 ​ $ 8,630.9 ​ $ 6,152.0 Comparable sales ​ ​ 15.6% ​ ​ 21.4% ​ ​ (4.8%) ​ ​ ​ 15.6% ​ ​ 37.9% ​ ​ (17.9%) Gross profit (as a percentage of”