of Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

of Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

Class I director — Matthew Farrell: Appointment of Matthew Farrell to the Board as a Class I director.

of Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

of Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

Entry into a Material Definitive Agreement. On August 5, 2025, e.l.f. Beauty, Inc., a Delaware corporation (the “ Company ”), entered into that certain Fifth Amendment to Amended and Restated Credit Agreement (the “ Amendment ”) among the Company, e.l.f. Cosmetics, Inc., a Delaware corporation (“ e.l.f. Cosmetics ”), certain of the Company’s other subsidiaries party thereto, Bank of Montreal, as administrative agent (in such capacity, the “ Agent ”), and the lenders party thereto, to the Amen…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in

Unregistered Sales of Equity Securities The information set forth in

Completion of Acquisition or Disposition of Assets. On August 5, 2025, the Company and e.l.f. Cosmetics consummated the previously announced acquisition of rhode, pursuant to the Agreement and Plan of Merger, dated as of May 28, 2025 (the “ Merger Agreement ”), by and among the Company, e.l.f. Cosmetics, rhode, Glaze Merger Sub, LLC, a Delaware limited liability company and a direct, wholly owned subsidiary of e.l.f. Cosmetics (“ Merger Sub ”), the holders of membership interests in rhode (th…

of Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

Results of Operations and Financial Condition. On May 28, 2025 , e.l.f. Beauty, Inc. issued a press release announcing its financial results for the three and twelve months ended March 31, 2025, a copy of which is attached hereto as Exhibit 99.2. The information in this

of Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

Entry into a Material Definitive Agreement. On May 28, 2025, e.l.f. Beauty, Inc., a Delaware corporation (the “Company”), entered into a Merger Agreement (the “Merger Agreement”) with HRBeauty LLC, a Delaware limited liability company (“rhode”), e.l.f. Cosmetics, Inc., a Delaware corporation and a wholly owned subsidiary of the Company (“Buyer”), Glaze Merger Sub, LLC, a Delaware limited liability company and a direct, wholly owned subsidiary of Buyer (“Merger Sub”), the holders of membership…

Unregistered Sales of Equity Securities. The information set forth in

Director — Beth Pritchard: The filing reports the resignation of a long-serving director and the immediate appointment of a qualified successor, which is a routine board composition change rather than a loss of senior executive management.

Entry into a Material Definitive Agreement. On March 3, 2025, e.l.f. Beauty, Inc., a Delaware corporation (the “ Company ”), entered into that certain Fourth Amendment to Amended and Restated Credit Agreement and First Amendment to Pledge and Security Agreement (the “ Amendment ”) among the Company, e.l.f. Cosmetics, Inc., a Delaware corporation (“ e.l.f. Cosmetics ”), certain of the Company’s other subsidiaries party thereto, Bank of Montreal, as administrative agent (in such capacity, the “…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under

Other Events. Between February 27, 2025 and February 28, 2025, the Company repurchased a total of approximately $50.0 million of common stock under its previously announced share repurchase program which allows the Company to repurchase up to $500 million of its outstanding shares of common stock (the “2024 Share Repurchase Program”). A total of approximately $450.0 million remains available for future share repurchases under the 2024 Share Repurchase Program as of March 3, 2025.

of Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

of Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

Entry into a Material Definitive Agreement. On August 26, 2024, e.l.f. Beauty, Inc. (the “ Company ”) entered into an amendment (the “ Amendment ”) among the Company, e.l.f. Cosmetics, Inc., certain of the Company’s other subsidiaries party thereto, Bank of Montreal, as administrative agent (in such capacity, the “ Agent ”) and a lender, and the other lenders party thereto to that certain Amended and Restated Credit Agreement, dated as of April 30, 2021, among the Company, e.l.f. Cosmetics, I…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of the federal securities laws, including those statements related to the amount, timing, and benefits of the Share Repurchase Program. All statements, other than statements of historical facts, included in this Current Report on Form 8-K that address activities, events or developments that we expect, believe or anticipate will or may occur in the future, are forward-looking state…

of Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such a filing.

Director — Richard Wolford: The filing discloses the planned resignation of a long-serving director at the annual meeting and the appointment of a successor, which is a routine board refreshment event rather than a sudden executive departure.