Ulta Beauty (ULTA) Proxy filing summary

Executive summary

• Annual meeting scheduled for June 9, 2026, with voting available online and virtually for shareholders.

• Shareholders are encouraged to review proxy materials and annual report before voting.

Voting matters and shareholder proposals

• Election of ten directors is up for shareholder approval, with all nominees recommended by the board.

• Proposal to amend the Certificate of Incorporation to limit officer liability as permitted by Delaware law.

• Proposal to add specified forum selection provisions to the Certificate of Incorporation.

• Ratification of Ernst & Young LLP as independent registered public accounting firm for fiscal year 2026.

• Advisory vote on executive compensation and approval of the 2026 Incentive Award Plan.

Board of directors and corporate governance

• Ten director nominees are presented for election, each recommended by the board.