8-K – 2025-08-14 – tm2523455d1_8k.htm

false
0001403568

0001403568

2025-08-14
2025-08-14

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION 

WASHINGTON, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT 

Pursuant to Section 13 or 15(d) of  

the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):
August 14, 2025

 

ULTA BEAUTY, INC.

(Exact name of registrant as specified in its
charter)

 

 

 

Delaware
001-33764
38-4022268

(State or Other Jurisdiction

of Incorporation)
(Commission

File Number)
(IRS Employer

Identification No.)

 

1000
Remington Blvd. , Suite 120 , Bolingbrook ,
Illinois 60440

(Address
of Principal Executive Offices and zip code)

 

( 630 ) 410-4800  

(Registrant’s telephone number, including
area code)

 

Not Applicable 

(Former Name or Former Address, if Changed Since
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:

 

☐
Written communications pursuant to Rule 425 under the Securities Act (17 C.F.R. §230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 C.F.R. §240.14a-12)

☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 C.F.R. §240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 C.F.R. §240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class
 
Trading Symbol
 
Name of each exchange on which registered

Common Stock, par value $0.01 per share
 
ULTA
 
The NASDAQ Global Select Market

 

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.       ☐

 

 

 

 

 

 

Item 8.01 Other Events.

 

On August 14, 2025, Ulta Beauty, Inc.
(the “Company”) issued a press release disclosing that the Company and Target Corporation (“Target”) have mutually
agreed not to renew the Ulta Beauty at Target shop-in-shop partnership when the current agreement concludes in August 2026. Until
then, the Ulta Beauty at Target experience will continue in Target stores and on Target.com.

 

The conclusion of the partnership is not expected
to be material to Ulta Beauty’s fiscal 2025 financial results or previously stated long-term financial targets.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)          Exhibits .
The exhibit listed in the exhibit index below is being filed herewith.

 

EXHIBIT INDEX

 

99.1 Press release issued by Ulta Beauty, Inc. on August 14, 2025, announcing the expiration of its partnership with Target Corporation.

 

104 Cover Page Interactive Data File (the cover page tags are embedded within the Inline XBRL document).

 

Forward-Looking Statements

 

This current report on Form 8-K (the “Report”) contains
forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995, which reflect the Company’s current views with respect to, among
other things, future events and financial performance. These statements can be identified by the use of forward-looking words
such as “outlook,” “believes,” “expects,” “plans,” “estimates,” “targets,”
“strategies” or other comparable words. Any forward-looking statements contained in this Report are based upon the
Company’s historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information
should not be regarded as a representation by the Company or any other person that the future plans, estimates, targets, strategies or
expectations contemplated by the Company will be achieved. Such forward-looking statements are subject to various risks and uncertainties.

 

The Company’s filings with the SEC are available at www.sec.gov. Except
to the extent required by the federal securities laws, the Company does not undertake to publicly update or revise its forward-looking
statements, whether as a result of new information, future events or otherwise.

 

2

 

 

SIGNATURES

 

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

 

 
ULTA BEAUTY, INC.

 
 
 

Date:  August 14, 2025
By:
/s/ Rene G. Cásares

 
 
Rene G. Cásares

 
 
Chief Legal Officer

 

3