ELF

SEC source: 0001140361-17-041647 · doc1.xml · nonDerivative · entry 1

PRITCHARD BETH M · CIK 0001228598 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,630

F1 · shares: Grant of Restricted Stock Units ("RSUs"). The reporting person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

F1 · balance_after: Grant of Restricted Stock Units ("RSUs"). The reporting person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

SEC source: 0001140361-17-040107 · doc1.xml · nonDerivative · entry 1

Fieldman Jonathan T. · CIK 0001520396 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 41,985

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 18, 2017.

F2 · balance_after: Includes 19,985 Restricted Stock Units.

SEC source: 0001140361-17-036663 · doc1.xml · nonDerivative · entry 1

Milsten Scott · CIK 0001448992 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 206,198

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 19, 2017.

F2 · price: This transaction was executed in multiple trades in prices ranging from $19.22 to $19.73, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

F3 · balance_after: Includes 24,982 Restricted Stock Units ("RSUs"). The Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

SEC source: 0001140361-17-038093 · doc1.xml · nonDerivative · entry 1

Milsten Scott · CIK 0001448992 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 203,042

F1 · kind: The shares were sold solely to satisfy tax or other government withholding obligations in connection with the vesting of Restricted Stock Units ("RSUs") of the Issuer.

F2 · price: This transaction was executed in multiple trades in prices ranging from $19.25 to $19.365, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

F3 · balance_after: Includes 16,654 RSUs.

SEC source: 0001140361-17-038095 · doc1.xml · nonDerivative · entry 1

Fieldman Jonathan T. · CIK 0001520396 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 46,122

F1 · kind: The shares were sold solely to satisfy tax or other government withholding obligations in connection with the vesting of Restricted Stock Units ("RSUs") of the Issuer.

F2 · price: This transaction was executed in multiple trades in prices ranging from $19.25 to $19.40, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

F3 · balance_after: Includes 19,985 RSUs.

SEC source: 0001140361-17-038094 · doc1.xml · nonDerivative · entry 1

Baruch Richard F Jr · CIK 0001553469 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 72,522

F1 · kind: The shares were sold solely to satisfy tax or other government withholding obligations in connection with the vesting of Restricted Stock Units ("RSUs") of the Issuer.

F2 · price: This transaction was executed in multiple trades in prices ranging from $19.25 to $19.3482, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

F3 · balance_after: Includes 19,985 RSUs.

SEC source: 0001140361-17-032871 · doc1.xml · nonDerivative · entry 1

Bailey John P. · CIK 0001684319 · President and CFO

10b5-1 filing: Not disclosed

Ownership: Indirect · By the Bailey Family Trust dated April 3, 2015

Disclosed balance after: 187,395

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person's family trust on May 22, 2017.

F2 · shares: This transaction was executed in multiple trades in prices ranging from $24.62 to $25.00, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

SEC source: 0001140361-17-032492 · doc1.xml · derivative · entry 3

Fieldman Jonathan T. · CIK 0001520396 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 91,000

Underlying: Common Stock, $0.01 par value · 2,000 shares

Expires 2026-08-09

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 18, 2017.

F3 · derivative.exercise_date: The option was previously granted with vesting dependent upon the achievement of performance milestones; such milestones were subsequently met, and the option is now fully vested and immediately exercisable.

SEC source: 0001140361-17-032492 · doc1.xml · nonDerivative · entry 2

Fieldman Jonathan T. · CIK 0001520396 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,647

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 18, 2017.

F2 · balance_after: Includes 26,647 Restricted Stock Units.

SEC source: 0001140361-17-032492 · doc1.xml · nonDerivative · entry 1

Fieldman Jonathan T. · CIK 0001520396 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 50,647

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 18, 2017.

F2 · balance_after: Includes 26,647 Restricted Stock Units.

SEC source: 0001140361-17-031186 · doc1.xml · nonDerivative · entry 1

Milsten Scott · CIK 0001448992 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 211,370

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 19, 2017.

F2 · price: This transaction was executed in multiple trades in prices ranging from $24.57 to $25.15, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

F3 · balance_after: Includes 33,310 Restricted Stock Units ("RSUs"). The Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

SEC source: 0001140361-17-030935 · doc1.xml · nonDerivative · entry 1

AMIN TARANG · CIK 0001513988 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Indirect · By Family Trust

Disclosed balance after: 2,418,823

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 19, 2017.

F2 · ownership.nature: Represents shares of the Issuer's Common Stock held directly by certain family trusts over which the Reporting Person and his spouse each have sole investment and voting power.

SEC source: 0001140361-17-028938 · doc1.xml · nonDerivative · entry 1

Bailey John P. · CIK 0001684319 · President and CFO

10b5-1 filing: Not disclosed

Ownership: Indirect · By the Bailey Family Trust dated April 3, 2015

Disclosed balance after: 193,554

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person's family trust on May 22, 2017.

SEC source: 0001140361-17-028219 · doc1.xml · nonDerivative · entry 1

Bailey John P. · CIK 0001684319 · President and CFO

10b5-1 filing: Not disclosed

Ownership: Indirect · By the Bailey Family Trust dated April 3, 2015

Disclosed balance after: 199,713

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person's family trust on May 22, 2017.

F2 · price: This transaction was executed in multiple trades in prices ranging from $24.71 to $25.10, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

SEC source: 0001140361-17-027913 · doc1.xml · derivative · entry 3

Fieldman Jonathan T. · CIK 0001520396 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 93,000

Underlying: Common Stock, $0.01 par value · 2,000 shares

Expires 2026-08-09

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 18, 2017.

F3 · derivative.exercise_date: The option was previously granted with vesting dependent upon the achievement of performance milestones; such milestones were subsequently met, and the option is now fully vested and immediately exercisable.

SEC source: 0001140361-17-027913 · doc1.xml · nonDerivative · entry 2

Fieldman Jonathan T. · CIK 0001520396 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,647

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 18, 2017.

F2 · balance_after: Includes 26,647 Restricted Stock Units.

SEC source: 0001140361-17-027913 · doc1.xml · nonDerivative · entry 1

Fieldman Jonathan T. · CIK 0001520396 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 50,647

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 18, 2017.

F2 · balance_after: Includes 26,647 Restricted Stock Units.

SEC source: 0001140361-17-027646 · doc1.xml · nonDerivative · entry 1

Milsten Scott · CIK 0001448992 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 217,370

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 19, 2017.

F2 · price: This transaction was executed in multiple trades in prices ranging from $25.59 to $26.00, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

F3 · balance_after: Includes 33,310 Restricted Stock Units ("RSUs"). The Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

SEC source: 0001140361-17-026676 · doc1.xml · nonDerivative · entry 1

Bailey John P. · CIK 0001684319 · President and CFO

10b5-1 filing: Not disclosed

Ownership: Indirect · By the Bailey Family Trust dated April 3, 2015

Disclosed balance after: 205,872

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person's family trust on May 22, 2017.

SEC source: 0001140361-17-026021 · doc1.xml · nonDerivative · entry 2

Bailey John P. · CIK 0001684319 · President and CFO

10b5-1 filing: Not disclosed

Ownership: Indirect · By the Bailey Family Trust dated April 3, 2015

Disclosed balance after: 222,538

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person's family trust on May 22, 2017.

F3 · price: This transaction was executed in multiple trades in prices ranging from $27.02 to $27.13, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

SEC source: 0001140361-17-026021 · doc1.xml · nonDerivative · entry 1

Bailey John P. · CIK 0001684319 · President and CFO

10b5-1 filing: Not disclosed

Ownership: Indirect · By the Bailey Family Trust dated April 3, 2015

Disclosed balance after: 223,038

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person's family trust on May 22, 2017.

F2 · price: This transaction was executed in multiple trades in prices ranging from $26.00 to $26.99, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

SEC source: 0001140361-17-026022 · doc1.xml · derivative · entry 4

Fieldman Jonathan T. · CIK 0001520396 · Senior Vice President, · Operations

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 95,000

Underlying: Common Stock, $0.01 par value · 12,640 shares

Expires 2026-08-09

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: Exercise price was previously incorrectly reported as $8.23 per share.

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 18, 2017.

F6 · derivative.exercise_date: The option was previously granted with vesting dependent upon the achievement of performance milestones; such milestones were subsequently met, and the option is now fully vested and immediately exercisable.

SEC source: 0001140361-17-026022 · doc1.xml · nonDerivative · entry 3

Fieldman Jonathan T. · CIK 0001520396 · Senior Vice President, · Operations

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,647

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 18, 2017.

F4 · price: This transaction was executed in multiple trades in prices ranging from $27.04 to $27.12, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

F2 · balance_after: Includes 26,647 Restricted Stock Units.

SEC source: 0001140361-17-026022 · doc1.xml · nonDerivative · entry 2

Fieldman Jonathan T. · CIK 0001520396 · Senior Vice President, · Operations

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,947

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 18, 2017.

F3 · price: This transaction was executed in multiple trades in prices ranging from $26.03 to $27.00, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

F2 · balance_after: Includes 26,647 Restricted Stock Units.

SEC source: 0001140361-17-026022 · doc1.xml · nonDerivative · entry 1

Fieldman Jonathan T. · CIK 0001520396 · Senior Vice President, · Operations

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 61,287

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 18, 2017.

F2 · balance_after: Includes 26,647 Restricted Stock Units.

SEC source: 0001140361-17-025690 · doc1.xml · nonDerivative · entry 1

AMIN TARANG · CIK 0001513988 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Indirect · By Family Trust

Disclosed balance after: 2,466,203

F1 · kind: Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person on May 19, 2017.

F2 · price: This transaction was executed in multiple trades in prices ranging from $25.95 to $26.26, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

F3 · balance_after: Reflects the transfer of 1,000,000 shares previously held directly by the Reporting Person into a family trust.

F4 · ownership.nature: Represents shares of the Issuer's Common Stock held directly by certain family trusts over which the Reporting Person and his spouse each have sole investment and voting power.

SEC source: 0001140361-17-022212 · doc1.xml · nonDerivative · entry 1

Levitan Lauren Cooks · CIK 0001683786 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,867

F1 · shares: Grant of Restricted Stock Units ("RSU"). The Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

F2 · balance_after: Consists of 7,867 RSUs.

SEC source: 0001140361-17-022215 · doc1.xml · nonDerivative · entry 1

Watson Maureen C. · CIK 0001683795 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,686

F1 · shares: Grant of Restricted Stock Units ("RSU"). The Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

F2 · balance_after: Consists of 7,686 RSUs.

SEC source: 0001140361-17-022213 · doc1.xml · nonDerivative · entry 1

SIMMONS SABRINA · CIK 0001411337 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 8,048

F1 · shares: Grant of Restricted Stock Units ("RSU"). The Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

F2 · balance_after: Consists of 8,048 RSUs.

SEC source: 0001140361-17-022217 · doc1.xml · nonDerivative · entry 1

WOLFORD RICHARD G · CIK 0001243112 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,947

F1 · shares: Grant of Restricted Stock Units ("RSU"). The Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

F2 · balance_after: Consists of 7,947 RSUs.

SEC source: 0001140361-17-022838 · doc1.xml · nonDerivative · entry 1

Perry Kirk · CIK 0001685154 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,633

F1 · shares: Grant of Restricted Stock Units ("RSU"). The Reporting Person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

F2 · balance_after: Consists of 5,633 RSUs.

SEC source: 0001140361-18-007394 · doc1.xml · nonDerivative · entry 1

AMIN TARANG · CIK 0001513988 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · By Family Trust

Disclosed balance after: 2,368,823

F1 · ownership.nature: Represents shares of the Issuer's Common Stock held directly by certain family trusts over which the Reporting Person and his spouse each have sole investment and voting power.

SEC source: 0001140361-17-015163 · doc1.xml · nonDerivative · entry 1

Bailey John P. · CIK 0001684319 · President and CFO

10b5-1 filing: Not disclosed

Ownership: Indirect · By the Bailey Family Trust dated April 3, 2015

Disclosed balance after: 255,872

F1 · kind: The transaction reported herein was consummated as part of an underwritten offering of common stock, as more fully detailed in the prospectus filed by the Issuer pursuant to rule 424(b)(4) on March 31, 2017.

F2 · balance_after: Reflects an aggregate of 617,872 shares the Reporting Person previously transferred to trust, less the shares reported as sold herein.

SEC source: 0001140361-17-015164 · doc1.xml · nonDerivative · entry 1

Milsten Scott · CIK 0001448992 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 225,370

F1 · kind: The transaction reported herein was consummated as part of an underwritten offering of common stock, as more fully detailed in the prospectus filed by the Issuer pursuant to rule 424(b)(4) on March 31, 2017.

F2 · balance_after: Includes 33,310 Restricted Stock Units ("RSUs"). The reporting person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

SEC source: 0001140361-17-015162 · doc1.xml · nonDerivative · entry 1

AMIN TARANG · CIK 0001513988 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,461,046

F1 · kind: The transaction reported herein was consummated as part of an underwritten offering of common stock, as more fully detailed in the prospectus filed by the Issuer pursuant to rule 424(b)(4) on March 31, 2017.

F2 · balance_after: Includes 363,161 Restricted Stock Units ("RSUs"). The reporting person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

SEC source: 0000903423-17-000265 · tpgrowthadii4.xml · nonDerivative · entry 1

TPG Growth II Advisors, Inc. · CIK 0001631279 · 10% owner

BONDERMAN DAVID · CIK 0000860866 · 10% owner

COULTER JAMES G · CIK 0001099776 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanation of Responses

Disclosed balance after: 13,510,828

F2 · price: The price represents the public offering price of $27.00 per share of Common Stock less the underwriters' discount of $1.1475 per share of Common Stock.

F1 · ownership.nature: David Bonderman and James G. Coulter are sole shareholders of TPG Growth II Advisors, Inc. ("Growth II Advisors" and, together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the general partner of TPG elf Holdings, L.P. ("TPG elf Holdings"), which directly holds 13,510,828 shares of common stock ("Common Stock") of e.l.f. Beauty, Inc. (the "Issuer").

F3 · ownership.nature: Because of the relationship between the Reporting Persons and TPG elf Holdings, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of TPG elf Holdings. Each Reporting Person and TPG elf Holdings disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's or TPG elf Holdings's pecuniary interest therein, if any.

F4 · ownership.nature: TPG elf Holdings has entered into an Amended and Restated Stockholders Agreement, dated as of September 21, 2016 (as amended, the "Stockholders Agreement"), with certain other holders (the "Holders") of shares of Common Stock. Because of the relationship between TPG elf Holdings and the Holders as a result of the Stockholders Agreement, the Reporting Persons may be deemed, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to beneficially own the shares of Common Stock held in the aggregate by the Holders. Each Reporting Person and TPG elf Holdings disclaims beneficial ownership of shares of Common Stock held by the Holders.

F5 · ownership.nature: Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

SEC source: 0001140361-17-015252 · doc1.xml · nonDerivative · entry 1

J.A. Cosmetics Corp. · CIK 0001685064 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,615,221

F1 · kind: The transaction reported herein was consummated as part of an underwritten offering of common stock, as more fully detailed in the prospectus filed by the Issuer pursuant to rule 424(b)(4) on March 31, 2017.

SEC source: 0001140361-17-008014 · doc1.xml · derivative · entry 2

Bailey John P. · CIK 0001684319 · President and CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 96,900

Underlying: Common Stock · 96,900 shares

Expires 2027-02-14

F2 · derivative.exercise_date: The option shall vest and become exercisable in three equal tranches on the the thirtieth consecutive trading day that the per share closing trading price of the Issuer's common stock equals or exceeds certain successively higher share price targets, subject to the Reporting Person continuing to provide services to the Issuer as an employee, consultant, director or officer of the Company through the applicable vesting date.

SEC source: 0001140361-17-008014 · doc1.xml · nonDerivative · entry 1

Bailey John P. · CIK 0001684319 · President and CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 805,690

F1 · balance_after: Includes 66,618 Restricted Stock Units.

SEC source: 0001140361-17-008010 · doc1.xml · derivative · entry 3

Milsten Scott · CIK 0001448992 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,300

Underlying: Common Stock · 48,300 shares

Expires 2027-02-14

F2 · derivative.exercise_date: The option shall vest and become exercisable in three equal tranches on the the thirtieth consecutive trading day that the per share closing trading price of the Issuer's common stock equals or exceeds certain successively higher share price targets, subject to the Reporting Person continuing to provide services to the Issuer as an employee, consultant, director or officer of the Company through the applicable vesting date.

SEC source: 0001140361-17-008010 · doc1.xml · nonDerivative · entry 1

Milsten Scott · CIK 0001448992 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 361,630

F1 · balance_after: Includes 33,310 Restricted Stock Units.

SEC source: 0001140361-17-008012 · doc1.xml · derivative · entry 2

Baruch Richard F Jr · CIK 0001553469 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 38,700

Underlying: Common Stock · 38,700 shares

Expires 2027-02-14

F2 · derivative.exercise_date: The option shall vest and become exercisable in three equal tranches on the the thirtieth consecutive trading day that the per share closing trading price of the Issuer's common stock equals or exceeds certain successively higher share price targets, subject to the Reporting Person continuing to provide services to the Issuer as an employee, consultant, director or officer of the Company through the applicable vesting date.

SEC source: 0001140361-17-008012 · doc1.xml · nonDerivative · entry 1

Baruch Richard F Jr · CIK 0001553469 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 75,047

F1 · balance_after: Includes 26,647 Restricted Stock Units.

SEC source: 0001140361-17-008011 · doc1.xml · derivative · entry 5

AMIN TARANG · CIK 0001513988 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 213,000

Underlying: Common Stock · 213,000 shares

Expires 2027-02-14

F5 · derivative.exercise_date: The option shall vest and become exercisable in three equal tranches on the the thirtieth consecutive trading day that the per share closing trading price of the Issuer's common stock equals or exceeds certain successively higher share price targets, subject to the Reporting Person continuing to provide services to the Issuer as an employee, consultant, director or officer of the Company through the applicable vesting date; provided, however, that in the event a share price target is met on or before November 30, 2017, the shares will vest and become exercisable on the earlier of (a) November 30, 2017 and (b) the termination of Grantee's services to the Company as an employee, consultant, director or officer of the Company.

SEC source: 0001140361-17-008011 · doc1.xml · nonDerivative · entry 1

AMIN TARANG · CIK 0001513988 · Director · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,053,798

F1 · shares: Includes 216,600 Restricted Stock Units ("RSUs"). The reporting person is entitled to receive one (1) share of common stock for each one (1) RSU upon the vesting thereof.

F2 · balance_after: Includes 363,161 RSUs.

SEC source: 0001140361-17-008013 · doc1.xml · derivative · entry 2

Fieldman Jonathan T. · CIK 0001520396 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,400

Underlying: Common Stock · 17,400 shares

Expires 2027-02-14

F2 · derivative.exercise_date: The option shall vest and become exercisable in three equal tranches on the the thirtieth consecutive trading day that the per share closing trading price of the Issuer's common stock equals or exceeds certain successively higher share price targets, subject to the Reporting Person continuing to provide services to the Issuer as an employee, consultant, director or officer of the Company through the applicable vesting date.

SEC source: 0001140361-17-008013 · doc1.xml · nonDerivative · entry 1

Fieldman Jonathan T. · CIK 0001520396 · See Remarks

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,647

F1 · balance_after: Includes 26,647 Restricted Stock Units.

SEC source: 0001140361-17-006341 · doc1.xml · nonDerivative · entry 2

J.A. Cosmetics Corp. · CIK 0001685064 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,422,098

F1 · kind: The shares reported as disposed of herein were transferred as gifts to certain charitable organizations and remain subject to the terms of a lock-up agreement between the reporting person and the underwriters in connection with the Company's initial public offering on September 27, 2016.

SEC source: 0001140361-17-006342 · doc1.xml · nonDerivative · entry 2

Shamah Joseph A. · CIK 0001683794 · Director · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · By J.A. Cosmetics Corp.

Disclosed balance after: 6,422,098

F1 · kind: The shares reported as disposed of herein were transferred as gifts to certain charitable organizations and remain subject to the terms of a lock-up agreement between the reporting person and the underwriters in connection with the Company's initial public offering on September 27, 2016.

F2 · ownership.nature: Represents shares of the Issuer's Common Stock held directly by J.A. Cosmetics Corp. The Reporting Person is an officer, director and stockholder of J.A. Cosmetics Corp. The Reporting Person disclaims beneficial ownership of the shares held by J.A. Cosmetics Corp. except to the extent of his pecuniary interest therein.

SEC source: 0001140361-17-006341 · doc1.xml · nonDerivative · entry 1

J.A. Cosmetics Corp. · CIK 0001685064 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,522,098

F1 · kind: The shares reported as disposed of herein were transferred as gifts to certain charitable organizations and remain subject to the terms of a lock-up agreement between the reporting person and the underwriters in connection with the Company's initial public offering on September 27, 2016.