Form 8-K

8-K — Ulta Beauty, Inc.

Accession: 0001104659-26-069464

Filed: 2026-06-02

Period: 2026-06-02

CIK: 0001403568

SIC: 5990 (RETAIL-RETAIL STORES, NEC)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ulta-20260602x8k.htm (Primary)

EX-99.1 (ulta-20260602xex99d1.htm)

GRAPHIC (ulta-20260602xex99d1001.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: ulta-20260602x8k.htm · Sequence: 1

ULTA BEAUTY, INC._June 2, 2026

0001403568false00014035682026-06-022026-06-02

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): June 2, 2026

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 2.02 Results of Operations and Financial Condition.

On June 2, 2026, Ulta Beauty, Inc. issued a press release regarding its consolidated financial results for the first quarter ended May 2, 2026. A copy of the press release is furnished as Exhibit 99.1 to this report.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The exhibits listed in the Exhibit Index below are being furnished herewith.

Exhibit

No.

Description

99.1

Press release issued by Ulta Beauty, Inc. on June 2, 2026 announcing consolidated financial results for the first quarter ended May 2, 2026.

104

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

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: June 2, 2026

By:

/s/ Rene G. Cásares

Rene G. Cásares

Chief Legal Officer

EX-99.1

Filename: ulta-20260602xex99d1.htm · Sequence: 2

Exhibit 99.1

ULTA BEAUTY ANNOUNCES FIRST QUARTER FISCAL 2026 RESULTS AND UPDATES FISCAL 2026 GUIDANCE

● Net sales increased 11.1%

● Comparable sales increased 5.3%

● Operating income increased 11.6% to $448.3 million

● Diluted EPS increased 15.5% to $7.74

● Returned $555.0 million of capital to shareholders through share repurchases

Bolingbrook, IL – June 2, 2026 – Ulta Beauty, Inc. (NASDAQ: ULTA) today announced consolidated financial results for the thirteen-week period (“first quarter”) ended May 2, 2026, compared to the same period ended May 3, 2025:

13 Weeks Ended

May 2,

May 3,

(Dollars in millions, except per share data)

2026

2025

Net sales

3,163.9

2,848.4

Comparable sales

5.3%

2.9%

Gross profit (as a percentage of net sales)

40.1%

39.1%

Selling, general and administrative expenses

814.7

710.6

Operating income growth

11.6%

0.2%

Diluted earnings per share

7.74

6.70

“Fiscal 2026 is off to a strong start driven by broad-based growth across all channels and major categories. Our results demonstrate the strengths of our model, focused execution of our talented associates, and the effectiveness of our strategy in an uncertain macroeconomic landscape. I am particularly proud of our teams’ commitment to delighting our guests while also advancing our longer-term strategic initiatives with discipline,” said Kecia Steelman, president and chief executive officer. “Looking ahead, we remain focused on delivering long-term shareholder value through our strategic growth initiatives, continued prudent cost management, and our differentiated guest experience.”

First Quarter of Fiscal 2026 Compared to First Quarter of Fiscal 2025

● Net sales increased 11.1% to $3.2 billion, primarily due to increased comparable sales, the acquisition of Space NK, and sales from new stores.

● Comparable sales increased 5.3%, driven by a 3.7% increase in average ticket and a 1.6% increase in transactions.

● Gross profit increased 13.8% to $1.3 billion. As a percentage of net sales, gross profit increased to 40.1% compared to 39.1%, primarily due to lower inventory shrink and higher merchandise margin.

● Selling, general and administrative (“SG&A”) expenses increased 14.6% to $814.7 million, primarily due to the acquisition of Space NK. As a percentage of net sales, SG&A expenses increased to 25.8% compared to 24.9%, primarily due to deleverage of corporate overhead due to strategic enterprise investments and store expenses, partially offset by leverage of advertising expenses.

● Operating income increased 11.6% to $448.3 million, or 14.2% of net sales.

● Diluted earnings per share increased 15.5% to $7.74.

Balance Sheet and Capital Deployment

Cash and cash equivalents at the end of the first quarter of fiscal 2026 were $166.3 million. Short-term investments at the end of the first quarter of fiscal 2026 were $55.0 million. Short-term debt at the end of the first quarter of fiscal 2026 was $144.9 million.

Merchandise inventories, net at the end of first quarter of fiscal 2026 increased 12.5% to $2.4 billion. The increase was primarily due to inventory to support new brand launches, the acquisition of Space NK, strategic investments in key categories, and 70 net new Ulta Beauty stores since May 3, 2025.

During the first quarter of fiscal 2026, the Company invested $58.3 million in capital expenditures, primarily driven by investments in new and existing stores.

During the first quarter of fiscal 2026, the Company repurchased 958,323 shares of its common stock at a cost of $555.0 million. As of May 2, 2026, $1.3 billion remained available under the $3.0 billion share repurchase program announced in October 2024.

Fiscal 2026 Outlook

Based on current estimates, the Company has updated its outlook for fiscal 2026.

Initial Fiscal 2026 Outlook

Updated Fiscal 2026 Outlook

Net sales growth

6% to 7%

no change

Comparable sales growth

2.5% to 3.5%

no change

Operating income growth

6% to 9%

6.5% to 9%

Diluted earnings per share

$28.05 to $28.55

$28.36 to $28.80

Capital expenditures

$400 million to $450 million

no change

Conference Call Information

A conference call to discuss first quarter of fiscal 2026 results is scheduled for today, June 2, 2026, at 4:30 p.m. Eastern Time / 3:30 p.m. Central Time. During the conference call, a related presentation will be webcast live. Investors and analysts who are interested in participating in the call are invited to register for the live event at https://q1-2026-ulta-beauty-earnings-conference-call.open-exchange.net/.

A copy of the presentation and a replay of the webcast will be available and archived for a limited time on the company's Investor Relations website at https://www.ulta.com/investor.

About Ulta Beauty

Ulta Beauty (NASDAQ: ULTA) is the largest specialty beauty retailer in the U.S. and a leading destination for cosmetics, fragrance, skin care, hair care, wellness, and salon services. Since opening its first store in 1990, Ulta Beauty has grown to more than 1,500 stores across the U.S. and redefined beauty retail by bringing together All Things Beauty. All in One Place®. With an expansive product assortment, professional salon services, and its beloved Ulta Beauty Rewards loyalty program, the company delivers seamless, personalized experiences across stores, Ulta.com, and the Ulta Beauty App – where the possibilities are truly beautiful. Ulta Beauty is also expanding its presence internationally through its subsidiary, Space NK, a luxury beauty retailer operating in the U.K. and Ireland, its joint venture in Mexico, and its franchise in the Middle East. For more information, visit www.ulta.com.

Forward-Looking Statements

This press release 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 our current views with respect to, among other things, future events and financial performance. These forward-looking statements are included throughout this press release, and relate to matters such as our industry, business strategy, goals, and expectations concerning our market position, future operations, margins, profitability, capital expenditures, liquidity, and capital resources and other financial and operating information. You can identify these forward-looking statements 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 press release are based upon our historical performance and on current plans, estimates, and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates, targets, strategies, or expectations contemplated by us will be achieved. Such forward-looking statements are subject to various risks, uncertainties, assumptions, and changes in circumstances that are difficult to predict or quantify. Our expectations, beliefs, and projections are expressed in good faith and we believe there is a reasonable basis for them. However, there can be no assurance that our expectations, beliefs, and projections will result or be achieved. Actual results may differ materially from these expectations due to changes in global, regional, or local economic, business, competitive, market, regulatory, and other factors, many of which are beyond our control.

We believe that these factors include but are not limited to those described under Item 1A, “Risk Factors,” of our Annual Report on Form 10-K for the year ended January 31, 2026, as such risk factors may be updated from time to time in our periodic filings with the U.S. Securities and Exchange Commission (“SEC”), and are accessible on the SEC's website at www.sec.gov.

Any forward-looking statements made by us in this press release speak only as of the date of this press release and are expressly qualified in their entirety by the cautionary statements included in this press release. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, investments, or other strategic transactions we may make. Except to the extent required by the federal securities laws, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Investor Contact:

Kiley Rawlins, CFA

Senior Vice President, Investor Relations

krawlins@ulta.com

Media Contact:

Natalie Navarre

Vice President, Public Relations & Social Marketing

nnavarre@ulta.com

Exhibit 1

Ulta Beauty, Inc.

Consolidated Statements of Income

(In thousands, except per share data)

13 Weeks Ended

May 2,

May 3,

2026

2025

(Unaudited)

Net sales

3,163,857

100.0%

2,848,367

100.0%

Cost of sales

1,896,237

59.9%

1,734,148

60.9%

Gross profit

1,267,620

40.1%

1,114,219

39.1%

Selling, general and administrative expenses

814,699

25.8%

710,613

24.9%

Pre-opening expenses

4,665

0.1%

1,829

0.1%

Operating income

448,256

14.2%

401,777

14.1%

Interest income, net

(652)

(0.0%)

(3,547)

(0.1%)

Income before income taxes and equity net loss of affiliate

448,908

14.2%

405,324

14.2%

Income tax expense

106,860

3.4%

99,644

3.5%

Income before equity net loss of affiliate

342,048

10.8%

305,680

10.7%

Equity net loss of affiliate

1,579

0.0%

628

0.0%

Net income

340,469

10.8%

305,052

10.7%

Net income per common share:

Basic

7.78

6.72

Diluted

7.74

6.70

Weighted average common shares outstanding:

Basic

43,781

45,362

Diluted

43,964

45,508

Exhibit 2

Ulta Beauty, Inc.

Condensed Consolidated Balance Sheets

(In thousands)

May 2,

January 31,

May 3,

2026

2025

(Unaudited)

Assets

Current assets:

Cash and cash equivalents

166,300

424,243

454,629

Short-term investments

55,000

70,000

—

Receivables, net

248,240

296,217

225,146

Merchandise inventories, net

2,386,417

2,181,127

2,121,519

Prepaid expenses and other current assets

165,647

169,361

138,396

Prepaid income taxes

—

3,198

—

Total current assets

3,021,604

3,144,146

2,939,690

Property and equipment, net

1,420,091

1,434,062

1,251,287

Operating lease assets

1,849,896

1,813,074

1,658,834

Goodwill

224,628

226,421

10,870

Other intangible assets, net

201,596

203,288

—

Deferred compensation plan assets

52,606

53,391

47,467

Other long-term assets

124,824

124,912

78,541

Total assets

6,895,245

6,999,294

5,986,689

Liabilities and stockholders’ equity

Current liabilities:

Accounts payable

713,775

685,887

537,518

Accrued liabilities

462,065

551,380

346,960

Deferred revenue

541,199

582,378

462,843

Current operating lease liabilities

309,576

306,671

285,764

Accrued income taxes

132,565

35,739

130,765

Short-term debt

144,899

62,287

—

Total current liabilities

2,304,079

2,224,342

1,763,850

Non-current operating lease liabilities

1,847,968

1,813,103

1,689,439

Deferred income taxes

101,220

98,766

46,013

Other long-term liabilities

61,023

59,632

57,084

Total liabilities

4,314,290

4,195,843

3,556,386

Commitments and contingencies

Total stockholders’ equity

2,580,955

2,803,451

2,430,303

Total liabilities and stockholders’ equity

6,895,245

6,999,294

5,986,689

Exhibit 3

Ulta Beauty, Inc.

Consolidated Statements of Cash Flows

(In thousands)

13 Weeks Ended

May 2,

May 3,

2026

2025

(Unaudited)

Operating activities

Net income

340,469

305,052

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

81,399

72,033

Non-cash lease expense

91,285

91,105

Deferred income taxes

2,939

3,420

Stock-based compensation expense

10,490

11,418

Loss on disposal of property and equipment

4,682

892

Equity net loss of affiliate

1,579

628

Change in operating assets and liabilities:

Receivables

47,959

(1,812)

Merchandise inventories

(206,014)

(153,305)

Prepaid expenses and other current assets

3,596

(9,283)

Income taxes

100,013

88,934

Accounts payable

21,757

(24,920)

Accrued liabilities

(112,354)

(32,716)

Deferred revenue

(41,097)

(37,742)

Operating lease liabilities

(90,459)

(88,100)

Other assets and liabilities

5,650

(5,583)

Net cash provided by operating activities

261,894

220,021

Investing activities

Proceeds from short-term investments

15,000

—

Capital expenditures

(58,276)

(79,031)

Other investments

(4,949)

(7,346)

Net cash used in investing activities

(48,225)

(86,377)

Financing activities

Borrowings from short-term debt

115,580

—

Payments on short-term debt

(32,252)

—

Repurchase of common shares

(545,304)

(369,786)

Stock options exercised

1,354

481

Purchase of treasury shares

(10,799)

(12,911)

Net cash used in financing activities

(471,421)

(382,216)

Effect of exchange rate changes on cash and cash equivalents

(191)

—

Net decrease in cash and cash equivalents

(257,943)

(248,572)

Cash and cash equivalents at beginning of period

424,243

703,201

Cash and cash equivalents at end of period

166,300

454,629

Exhibit 4

Ulta Beauty, Inc.

Store Update (Company-Operated)

The following table presents store activities during the first quarter of fiscal 2026:

United States

International (Company-operated)

Opened

Closed

—

Net

Relocated

The following table presents the number of stores as of May 2, 2026:

United States

International (Company-operated)

Number of stores

1,521

Exhibit 5

Ulta Beauty, Inc.

Sales by Category

The following table sets forth the approximate percentage of net sales by primary category:

13 Weeks Ended

May 2,

May 3,

2026

2025

Cosmetics

40%

Skincare and wellness

24%

25%

Haircare

18%

Fragrance

12%

11%

Services

Other

100%

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Document and Entity Information

Jun. 02, 2026

Document and Entity Information [Abstract]

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Jun. 02, 2026

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ULTA BEAUTY, INC.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

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Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- References

No definition available.

+ Details

Name:

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Namespace Prefix:

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Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration