Laurent Mercier Form 3 COTY / Laurent Mercier ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Mercier Laurent

(Last) (First) (Middle)

350 FIFTH AVENUE

(Street)

NEW YORK NY 10118

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/15/2021

3. Issuer Name and Ticker or Trading Symbol
COTY INC. [ COTY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A common stock	30,000	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	(1)	Class A common stock	212,363	(1)	D

Explanation of Responses:

1. Upon vesting, each Restricted Stock Unit ("RSU") settles for one share of Class A Common Stock of the Issuer. Subject to certain vesting conditions and exceptions 6,442 of the RSUs vest as follows: 50% on December 5, 2021 and 50% on December 5, 2022. Subject to certain vesting conditions and exceptions, 23,492 of the RSUs vest as follows: 60% on September 4, 2021, 20% on September 4, 2022 and 20% on September 4, 2023. Subject to certain vesting conditions and exceptions, 26,666 of the RSUs vest as follows: 60% on November 14, 2022, 20% on November 14, 2023 and 20% on November 14, 2024. Subject to certain vesting conditions and exceptions, 155,763 of the RSUs vest as follows: one third on October 19, 2021, one third on October 19, 2022 and one third on October 19, 2023.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Christina Kiely, Attorney-in-Fact	02/24/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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