2 unchanged sentences
Our common stock has traded on the NASDAQ Global Select Market under the symbol “ULTA” since October 25, 2007.
+Added: The timing, declaration, and payment of future dividends to holders of our common stock will depend upon many factors, including our financial condition and results of operations, the capital requirements of our businesses, industry practice, and any other relevant factors.
Holders of the registrant’s common stock
1 unchanged sentence
As of March 23, 2026, we had 25 holders of record of our common stock.
−Removed: Because many shares of
−Removed: common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders.
+Added: Because many shares of common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders.
Purchases of equity securities by the issuer and affiliated purchasers
4 unchanged sentences
shares that may yet
−Removed: under plans or programs
+Added: under the plans or programs
(in thousands) (2)
November 2, 2025 to November 29, 2025
−Removed: December 1, 2024 to December 28, 2024
−Removed: December 29, 2024 to February 1, 2025
−Removed: 13 weeks ended February 1, 2025
−Removed: (1) There were 620,053 shares repurchased as part of our publicly announced share repurchase program during the 13 weeks ended February 1, 2025 and there were 470 shares transferred from employees in satisfaction of minimum statutory tax withholding obligations upon the vesting of restricted stock during the period.
−Removed: (2) We may repurchase up to $3.0 billion of the Company’s common stock under the share repurchase program the Board of Directors authorized in October 2024, which revoked the previously authorized but unused amounts under the share repurchase program the Board of Directors authorized in March 2024.
−Removed: As of February 1, 2025, $2.7 billion remained available under the October 2024 Share Repurchase Program.
+Added: November 30, 2025 to December 27, 2025
+Added: December 28, 2025 to January 31, 2026
+Added: Total (13 weeks ended January 31, 2026)
+Added: (1) There were 341,427 shares repurchased as part of our publicly announced share repurchase program during the 13 weeks ended January 31, 2026 and there were 280 shares transferred from employees in satisfaction of minimum statutory tax withholding obligations upon the vesting of restricted stock during the period.
+Added: (2) We may repurchase up to $3.0 billion of the Company’s common stock under October 2024 Share Repurchase Program, which was announced on October 16, 2024 and revoked the previously authorized but unused amounts under the prior share repurchase program.
+Added: As of January 31, 2026, $1.8 billion remained available under the October 2024 Share Repurchase Program.
+Added: The October 2024 Share Repurchase Program does not expire by its terms.
Recent sales of unregistered securities
Securities authorized for issuance under equity compensation plans
−Removed: The following table provides information about Ulta Beauty common stock that may be issued under our equity compensation plans as of February 1, 2025:
+Added: The following table provides information about common stock that may be issued under our equity compensation plans as of January 31, 2026:
Number of securities
12 unchanged sentences
Equity compensation plans approved by security holders (1)
+Added: Equity compensation plans not approved by security holders
(1) Includes options issued and available for exercise and shares available for issuance in connection with past awards under the Amended and Restated 2011 Incentive Award Plan and predecessor equity incentive plans.
We currently grant awards only under the Amended and Restated 2011 Incentive Award Plan.
−Removed: (2) Includes 299,339 shares issuable pursuant to the exercise of outstanding stock options, 125,254 shares issuable pursuant to restricted stock units, and 92,925 shares issuable pursuant to performance-based units.
−Removed: (3) Calculation of weighted-average exercise price of outstanding awards includes stock options but does not include shares of restricted stock units or performance-based units that convert to shares of common stock for no consideration.
+Added: (2) Includes 291,198 shares issuable pursuant to the exercise of outstanding stock options, 179,806 shares issuable pursuant to restricted stock units, and 59,015 shares issuable pursuant to performance-based stock units.
+Added: (3) Calculation of weighted-average exercise price of outstanding awards includes stock options but does not include shares of restricted stock units or performance-based stock units that convert to shares of common stock for no consideration.
(4) Represents shares that are available for issuance pursuant to the Amended and Restated 2011 Incentive Award Plan.
2 unchanged sentences
The following performance graph and related information shall not be deemed “soliciting material” or to be “filed” with the SEC, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except to the extent that we specifically incorporate it by reference into such filing.
−Removed: Set forth below is a graph comparing the cumulative total stockholder return on Ulta Beauty’s common stock with the S&P 500 and the S&P 500 Consumer Discretionary (Industry Group, SP500-2550) for the period covering February 1, 2020 through the end of Ulta Beauty’s fiscal year ended February 1, 2025.
−Removed: The graph assumes an investment of $100 made at the closing of trading on February 1, 2020 in (i) Ulta Beauty’s common stock, (ii) the stocks comprising the S&P 500 and (iii) the stocks comprising the S&P 500 Consumer Discretionary (Industry Group, SP500-2550).
+Added: Set forth below is a graph comparing the cumulative total stockholder return on the Company’s common stock with the S&P 500 and the S&P 500 Consumer Discretionary (Industry Group, SP500-2550) for the period covering January 30, 2021 through the end of the Company’s fiscal year ended January 31, 2026.
+Added: The graph assumes an investment of $100 made at the closing of trading on January 30, 2021 in (i) the Company’s common stock, (ii) the stocks comprising the S&P 500, and (iii) the stocks comprising the S&P 500 Consumer Discretionary (Industry Group, SP500-2550).
All values assume reinvestment of the full amount of all dividends, if any, into additional shares of the same class of equity securities at the frequency with which dividends are paid on such securities during the applicable time period.
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.