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Ulta Beauty 8-K Report, Executive Changes (Jan 6, 2025)

Reports
Leadership Changes·Exhibits & Filings
Filing Date
Filed January 6, 2025
Period End
January 6, 2025
Security
ULTA
In the record · 2016–202610-K1110-Q328-K92

ULTA filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 92 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Aug ’17Aug ’17
  2. Leadership change8-K · Feb ’22Feb ’22
  3. Leadership change8-K · Aug ’26Aug ’26

Summary

Summary of the 8-K filed January 6, 2025. Cited figures are marked; the original filing is the authoritative source.

Ulta Beauty, Inc. filed this Current Report on Form 8-K to disclose a CEO transition.

David C. Kimbell, the Company's Chief Executive Officer, will retire from his position and from the Board of Directors, effective January 6, 2025. Kecia L.

Steelman, currently President and Chief Operating Officer, succeeds him as President and Chief Executive Officer effective the same date and joins the Board. Mr. Kimbell will serve as an advisor through June 28, 2025, continuing to receive his base salary at the current rate, and will be eligible for continued vesting of his equity awards consistent with the retirement terms of the Company's equity award agreements. In connection with her promotion, Ms. Steelman's annual base salary will increase from $1,118,291 to $1,350,000a.

Her annual cash incentive target rises from 115%b to 180% of base salary, and her long-term incentive plan target rises from 380% to 710% of base salary. The filing states there are no arrangements or understandings under which she was appointed and no related-party transactions requiring disclosure. The accompanying press release also updates fourth-quarter fiscal 2024 expectations.

Reflecting stronger-than-expected holiday season performance, the company now expects fourth-quarter comparable sales to increase modestly and operating margin to be above the high end of its previous expected range of 11.6%c to 12.4% of sales. The company plans to report fourth-quarter and fiscal 2024 results on March 13, 2025.

Key Highlights

  1. David C. Kimbell retires as CEO and from the Board effective January 6, 2025, after 11 years with the company; he serves as an advisor through June 28, 2025.
  2. Kecia L. Steelman, President and Chief Operating Officer, becomes President and CEO effective January 6, 2025, and joins the Board.
  3. Steelman's base salary increases from $1,118,291 to $1,350,000, with cash incentive target rising from 115% to 180% of base salary and LTIP target rising from 380% to 710%.
  4. Fourth-quarter comparable sales now expected to increase modestly, reflecting stronger-than-expected holiday season performance.
  5. Fourth-quarter fiscal 2024 operating margin now expected to be above the high end of the previous 11.6% to 12.4% of sales range.
  6. During Kimbell's CEO tenure, the company grew to more than $11 billion in annual revenue and delivered double-digit diluted EPS growth, per the press release.
  7. Fourth-quarter and fiscal 2024 results are scheduled for release on March 13, 2025.

Frequently Asked Questions

  1. Who is replacing David Kimbell as CEO of Ulta Beauty?

    Kecia L. Steelman, the company's President and Chief Operating Officer, will succeed Mr. Kimbell as President and Chief Executive Officer effective January 6, 2025, and will also join the Board of Directors.

  2. Will Mr. Kimbell remain involved with the company after retiring?

    Yes. Mr. Kimbell will serve as an advisor to the company through June 28, 2025, during which he will continue to receive his base salary at the current rate. He will also be eligible for continued vesting of his equity awards consistent with the retirement eligibility terms of the company's equity award agreements.

  3. How is Ms. Steelman's compensation changing with the promotion?

    Her annual base salary will increase from $1,118,291 to $1,350,000. Her annual cash incentive target will rise from 115% to 180% of base salary, and her long-term incentive plan target will rise from 380% to 710% of base salary.

  4. Has the company changed its fourth-quarter fiscal 2024 outlook?

    Yes. Reflecting stronger-than-expected holiday season performance, the company now expects comparable sales to increase modestly and operating margin to be above the high end of its previous expected range of 11.6% to 12.4% of sales for the fourth quarter.

  5. When will Ulta Beauty report its fourth-quarter and fiscal 2024 results?

    The company plans to report financial results for the fourth quarter and fiscal 2024 on March 13, 2025.