FALSE000102430500010243052024-11-072024-11-07

Date of Report (Date of earliest event reported): November 7, 2024

(Exact Name of Registrant as Specified in its Charter)

Registrant’s telephone number, including area code: (212) 389-7300

(Former name or former address, if changed from last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o On November 7, 2024, Coty Inc. (the “Company”) held its annual meeting of stockholders via the internet at http://www.virtualshareholdermeeting.com/Coty2024 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the three proposals listed below, each of which is described in more detail in the Company’s Proxy Statement. There were 752,503,720 shares of Class A Common Stock in the aggregate present at the beginning of the Annual Meeting in person or by proxy, which represented 84.39% 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 163.274 votes per share held as of the close of business on September 13, 2024, 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
Beatrice Ballini						655,601,201						49,769,822						47,132,697
Joachim Creus						648,902,384						56,468,639						47,132,697
Olivier Goudet						618,579,505						86,791,518						47,132,697
Peter Harf						637,014,797						68,356,226						47,132,697
Johannes Huth						701,770,718						3,600,305						47,132,697
Maria Asuncion Aramburuzabala Larregui						675,995,077						29,375,946						47,132,697
Anna Makanju						702,024,474						3,346,549						47,132,697
Sue Nabi						650,430,705						54,940,318						47,132,697
Isabelle Parize						702,096,128						3,274,895						47,132,697
Lubomira Rochet						646,641,409						58,729,614						47,132,697
Robert Singer						693,468,375						11,902,648						47,132,697
Gordon von Bretten						648,964,319						56,406,704						47,132,697

Each of the twelve 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 Advisory Resolution on Named Executive Officer Compensation

The stockholders approved the advisory resolution on Named Executive Officer compensation:

3. 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, 2025:

(d)Exhibits:

Exhibit No.						Description
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.