{"url_path":"/sec/coty/8-k/2026-03-18/item-5-02","section_key":"item-5-02","section_title":"Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-03-18","source_url":"https://www.sec.gov/Archives/edgar/data/1024305/0001024305-26-000022-index.html","accession_number":"0001024305-26-000022","cik":"0001024305","ticker":"COTY","issuer_name":"COTY INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1024305/0001024305-26-000022-index.html","primary_entity_key":"0001024305","primary_entity_name":"COTY INC."},"word_count":367,"has_tables":true,"body_markdown":"Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.\n\nDeparture of Directors\n\nOn March 18, 2026, Beatrice Ballini, Isabelle Parize and Anna Adeola Makanju resigned from the Board of Directors (the “Board”) of Coty Inc. (the “Company”), effective immediately. In addition, Robert (Bob) Singer notified the Company of his resignation from the Board, effective June 30, 2026. Mr. Singer will continue to serve as a member of the Audit Committee until his departure.\n\nAlso on March 18, 2026, Gordon von Bretten stepped down from the Board and will continue in his executive role at the Company.\n\nNone of these resignations were due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.\n\nAppointment of Directors\n\nOn March 18, 2026, the Board increased its size to 10 directors and appointed the following individuals to serve as independent directors of the Company, effective immediately: Carsten Fischer, Robert Kunze-Concewitz, Alia Gogi, Maria Carla Liuni and Stephanie Plaines.\n\nMr. Kunze-Concewitz was appointed Chair of the Board’s Remuneration Committee, and Ms. Plaines was appointed Chair of the Board’s Audit and Finance Committee, in each case effective immediately. In addition, Ms. Liuni has been appointed as a member of the Remuneration and Nomination Committee, and Mr. Fischer has been appointed as a member of the Audit and Finance Committee, in each case effective immediately.\n\nAlso on March 18, 2026, the Board appointed Carsten Fischer to serve as Lead Independent Director, effective immediately.\n\nThe Board has determined that each of the newly appointed directors qualifies as an independent director under the rules of the New York Stock Exchange and applicable Securities and Exchange Commission regulations.\n\nCompensatory Arrangements and Other Matters\n\nEach of the newly appointed directors will receive the standard compensation provided to non‑employee directors under the Company’s existing director compensation program, as described in the Company’s most recent proxy statement.\n\nThere are no arrangements or understandings between any of the new directors and any other person pursuant to which such directors were selected. There are no transactions in which any of the new directors has an interest requiring disclosure under Item 404(a) of Regulation S-K."}