SEC Form 4 · accession 0001140361-15-025798
COTY INC. · COTY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jun 26, 2015
Accepted (ET)
Jun 29, 2015 · 4:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001024305
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Jun 26, 2015 | J | 134,771 | — | A | 15,562,993 | I | By: Mousseluxe S.ar.l |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents the receipt of shares pursuant to the purchase price adjustment provisions of that certain Stock Purchase Agreement between the Issuer and Chanel International BV dated as of March 12, 2015 ("SPA"). Pursuant to the SPA, affiliates of Mousseluxe S.ar.l. sold four private companies to the Issuer (the "Bourjois Sale). The Bourjois Sale closed on April 1, 2015, and the purchase price payable as of that date was finalized and fixed on June 25, 2015 in accordance with the terms of the SPA, at which time Mouseluxe S.ar.l. became entitled to receive 134,711 shares as consideration for the Bourjois Sale in addition to those shares delivered to it upon the Closing of the Bourjois Sale. The SPA was filed as Exhibit 2.1 to the Issuer's Current Report on Form 8-K filed on March 13, 2015.
- F2Mousseluxe S.ar.l. is the record holder of these securities. These securities are indirectly owned by Charles Heilbronn, who has been granted a power of attorney and proxy to exercise voting and investment power with respect to these securities. Mr. Heilbronn disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.