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BCS

Current Report · Items 5.02, 5.07, 9.01 · 8-K

COTY INC

COTYNYSEEQUITYCurrent

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Submission of Matters to a Vote of Security Holders

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On November 5, 2026, Coty Inc. (the “Company”) held its annual meeting of stockholders via the internet at http://www.virtualshareholdermeeting.com/Coty2026 (the “Annual Meeting”).…

Filed Nov 10, 2026Accepted Nov 10, 2026, 5:19 PM ESTCIK 1024305Accession 0001024305-26-000076
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Company context

Founded in Paris in 1904, Coty is one of the world’s largest beauty companies with a portfolio of iconic brands across fragrance, color cosmetics, and skin and body care. Coty serves consumers around the world, selling prestige and mass market products in over 120 countries and territories. Coty and our brands empower people to express themselves freely, creating their own visions of beauty; and we are committed to protecting the planet.

Current securities

Recent company filings

  1. 10-Q filingNov 5, 2026
  2. Results of Operations and Financial ConditionNov 4, 2026
  3. DEFR14A filingSep 25, 2026
  4. ARS filingSep 24, 2026
  5. DEFA14A filingSep 24, 2026

Registered securities in this filing

Coty Inc. · 8-K · Filed 2026-11-10

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Class A Common Stock, $0.01 par value

Symbol
COTY
Exchange
NYSE
Classification
COMMON
Status
Current
Filing context

Context: c-1

Dimensions: Not supplied

Accession 000102430526000076 · 1 registered-security cover member

Read the exact SEC filing ↗

Disclosure sections

Items 5.02, 5.07, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On November 5, 2026, Coty Inc. (the “Company”) held its annual meeting of stockholders via the internet at http://www.virtualshareholdermeeting.com/Coty2026 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved the Amended and Restated Coty Inc. Equity and Long-Term Incentive Plan (the “Amended and Restated ELTIP”), previously approved by the Company’s Board of Directors subject to stockholder approval, to increase the available share reserve under the Amended and Restated ELTIP by 50 million shares of the Company’s Class A Common Stock. A description of the Amended and Restated ELTIP was included in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on September 24, 2026 (the “Proxy Statement”) under the heading “Proposal No. 2: Approval of the Amended and Restated Coty Inc. Equity and Long-Term Incentive Plan - Summary of the ELTIP”. The summary of the Amended and Restated ELTIP is qualified in its entirety by reference to the full text of the Amended and Restated ELTIP, a copy of which is filed as Exhibit 10.1 to this report and which was also included as Annex A to the Proxy Statement. At the Annual Meeting, the Company’s stockholders also approved the Amended and Restated Coty Inc. Stock Plan for Directors (the “Amended and Restated Director Plan”), previously approved by the Company’s Board of Directors subject to stockholder approval, to increase the available share reserve under the Amended and Restated Director Plan by 2 million shares of the Company’s Class A Common Stock. A description of the Amended and Restated Director Plan was included in the Company’s Proxy Statement” under the heading “Proposal No. 3: Approval of the Amended and Restated Coty Inc. Stock Plan For Directors - Summary of the Director Stock Plan”. The summary of the Amended and Restated Director Plan is qualified in its entirety by reference to the full text of the Amended and Restated Director Plan, a copy of which is filed as Exhibit 10.2 to this report and which was also included as Annex B to the Proxy Statement.
Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07 Submission of Matters to a Vote of Security Holders. At the Annual Meeting, the Company’s stockholders voted on the six proposals listed below, each of which is described in more detail in the Company’s Proxy Statement. There were 723,966,922 shares of Class A Common Stock and 146,057 shares of Series B Preferred Stock, representing 747,785,652 votes in the aggregate present at the beginning of the Annual Meeting in person or by proxy, which represented 82.67% of all votes entitled to be voted at the Annual Meeting, and which constituted a quorum for the transaction of business. Holders of the Company’s Class A Common Stock were entitled to one vote per share held and holders of the Company’s Series B Preferred Stock were entitled to 163.0780 votes per share held as of the close of business on September 10, 2026, the Record Date. Final voting results are shown below. Each proposal was determined by a majority of the aggregate votes cast, except that the election of directors was determined by plurality vote. 1. Election of Directors The following directors were elected to the Board of Directors of the Company (the “Board”): Director For Withheld Broker Non-Votes ───────────────────────────────────────────────────────────────────────────────── Patricia Capel 679,207,529 33,178,909 35,399,214 Joachim Creus 706,603,089 5,783,349 35,399,214 Frank Engelen 710,724,882 1,661,556 35,399,214 Carsten Fischer 711,204,983 1,181,455 35,399,214 Alia Gogi 711,175,786 1,210,652 35,399,214 Robert Kunze-Concewitz 708,631,181 3,755,257 35,399,214 Maria Carla Liuni 711,032,855 1,353,583 35,399,214 Stephanie Plaines 711,174,598 1,211,840 35,399,214 Markus Strobel 710,038,306 2,348,132 35,399,214 Each of the nine nominees for director was elected to serve until the next annual meeting of stockholders or until his or her successor has been elected and qualified, or until his or her earlier death, resignation or removal. 2. Approval of the Amended and Restated Coty Inc. Equity and Long-Term Incentive Plan The stockholders approved the Amended and Restated Coty Inc. Equity and Long-Term Incentive Plan: For Against Abstain Broker Non-Votes ──────────────────────────────────────────────────────────────────── 642,428,535 66,772,884 3,185,019 35,399,214 3. Approval of the Amended and Restated Coty Inc. Stock Plan for Directors The stockholders approved the Amended and Restated Coty Inc. Stock Plan for Directors: For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────────────── 709,753,217 2,543,721 89,500 35,399,214 4. Approval of Advisory Resolution on Named Executive Officer Compensation The stockholders approved the advisory resolution on Named Executive Officer compensation: For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────────────── 702,266,724 9,960,836 158,878 35,399,214 5. Advisory vote on the Frequency of Holding the Vote on the Advisory Resolution on Named Executive Officer Compensation The stockholders approved, on an advisory basis, a vote EVERY YEAR on the frequency of the vote on the advisory resolution on Named Executive Officer compensation: Every Year Every Two Years Every Three Years Abstain Broker Non-Votes ────────────────────────────────────────────────────────────────────────────────────────────── 706,191,647 129,634 5,856,532 208,625 35,399,214 Taking into consideration the voting results on this matter at the Annual Meeting and based on the recommendations of the Board and the Remuneration and Nomination Committee of the Board, the Company has decided that it will hold future advisory votes on named executive officer compensation on an annual basis until the next required vote on the frequency of such advisory vote. 6. Ratification of Appointment of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm The stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2027: For Against Abstain Broker Non-Votes ───────────────────────────────────────────────────────────────── 739,025,898 8,636,780 122,974 0

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