SEC Form 4 · accession 0001024305-19-000011
COTY INC. · COTY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Pierre Laubies
Officer — Chief Executive Officer · Director
Period of report
Feb 4, 2019
Accepted (ET)
Feb 4, 2019 · 8:18 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001024305
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A-1 Preferred StockF1 | — | Feb 4, 2019 | A | 6,925,341 | A | — | Nov 12, 2025 | Class A common stock | 6,925,341 | 6,925,341 | D |
Explanation of responses
- F1The Series A-1 Preferred Stock vests 60% on November 12, 2021, 20% on November 12, 2022 and 20% on November 12, 2023, subject to certain vesting conditions. Each share of Series A-1 Preferred Stock may be exchanged for cash or shares of Class A Common Stock, at the Issuer's election, upon the earlier of (i) November 11, 2025, if Mr. Laubies is employed with the Issuer; (ii) termination of Mr. Laubies's employment as a result of death or disability; or (iii) a termination of Mr. Laubies's employment under certain circumstances following a change of control of the Issuer, in each case, if Mr. Laubies has made an aggregate investment of at least $20,000,000 in the Issuer's Class A Common Stock. The amount of cash or number of shares of Class A Common Stock, at the Issuer's election, received upon exchange will equal the difference between (i) the fair market value of the Class A Common Stock on the date that the Series A Preferred Stock is exchanged less (ii) $8.75, subject to adjustment.