THE POSSIBILITIES ARE BEAUTIFUL.®
ANNUAL REPORT
2023
89910_ULTA UT_AnnualReport2022_BC FC.indd 1
89910_ULTA UT_AnnualReport2022_BC FC.indd 1
4/15/24 8:34 AM
4/15/24 8:34 AM
THIS PAGE INTENTIONALLY LEFT BLANK
NAMED EXECUTIVE OFFICERS
(As of February 3, 2024)
Dave Kimbell
Chief Executive Officer
Kecia Steelman
President & Chief
Operating Officer
Scott Settersten
Chief Financial Officer,
Assistant Secretary
& Treasurer
Jodi Caro
General Counsel, Chief Risk
& Compliance Officer
Anita Ryan
Chief Human
Resources Officer
Our full executive team can be found at www.ulta.com/investor/company-information/leadership-team.
Company Headquarters
Ulta Beauty, Inc.
1000 Remington Boulevard
Suite 120
Bolingbrook, IL 60440
630.410.4800
www.ulta.com
Annual Meeting
The Annual Meeting of Stockholders will be held at
10:00 am CDT on Tuesday, June 11, 2024
Transfer Agent and Registrar
Equiniti Trust Company, LLC ("EQ")
48 Wall Street, Floor 23
New York, NY 10005
800.468.9716
www.equiniti.com
Stockholder Inquiries
Ulta Beauty Investor Relations
1000 Remington Boulevard
Suite 120
Bolingbrook, IL 60440
630.410.4627
InvestorRelations@ulta.com
Independent Registered Public
Accounting Firm
Ernst & Young LLP
Chicago, IL
Corporate and Securities Counsel
Foley & Lardner LLP
Milwaukee, WI
The Company has filed with the Securities and Exchange Commission, as Exhibit 31.1 and 31.2 to its Annual Report on Form 10-K for fiscal year
2023, the Chief Executive Officer and Chief Financial Officer certifications as required by Section 302 of the Sarbanes-Oxley Act of 2002.
Safe Harbor Language
Portions of this report may contain “forward-looking statements” within the meaning of Section 21E of the Securities and 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. Any forward-looking statements contained in this report are based upon our
historical performance and on current plans, estimates and expectations. Such forward-looking statements are subject to various risks and
uncertainties, including risk factors contained in our Form 10-K for the year ended February 3, 2024 which is on file with the Securities and
Exchange Commission and available at www.sec.gov and at www.ulta.com. We undertake no obligation to update any forward-looking
statements to reflect events or circumstances after the date of such statements.
89910_ULTA UT_AnnualReport2022_BC FC.indd 2
89910_ULTA UT_AnnualReport2022_BC FC.indd 2
4/15/24 8:34 AM
4/15/24 8:34 AM
MISSION
Every day, we use the power of beauty to bring to life the
possibilities that lie within each of us—inspiring every guest
and enabling each associate to build a fulfilling career.
VISION
To be the most loved beauty destination of our guests and
the most admired retailer by our Ulta Beauty associates,
communities, partners and investors.
VALUES
We work toward our mission and vision with
our values at the heart of everything we do.
89910_ULTA AnnualReport_2024 ALL.indd 3
89910_ULTA AnnualReport_2024 ALL.indd 3
4/12/24 10:04 PM
4/12/24 10:04 PM
FINANCIAL HIGHLIGHTS
Net Sales (in millions)
FISCAL YEAR ENDED (1)
(In thousands, except per share, square footage and store count data)
$12,000
$11,000
$10,000
$9000
$8000
$7000
$6000
$5000
$4000
$3000
$2000
$1000
$0
$10,208.6
$11,207.3
$7,398.1
$6,152.0
$8,630.9
2019
2020
2021
2022
2023
$26.03
$24.01
$17.98
Diluted Earnings Per Share
$26
$24
$22
$20
$18
$16
$14
$12
$10
$8
$6
$4
$2
$0
$12.15
$3.11
2019
2020
2021
2022
2023
15.0%
16.1%
15.0%
Operating Margin
12.1%
16%
14%
12%
10%
8%
6%
4%
2%
0%
3.9%
2019
2020
2021
2022
2023
Statement of Income:
February 3, 2024
January 28, 2023
January 29, 2022
January 30, 2021
February 1, 2020
Net sales(2)
Cost of sales
Gross profit
Selling, general and administrative expenses
Impairment, restructuring and other costs
Pre-opening expenses
Operating income
Interest (income) expense, net
Income before income taxes
Income tax expense
Net income
Net income per common share:
Basic
Diluted
Basic
Diluted
Weighted average common shares outstanding:
$
11,207,303 $
10,208,580 $
8,630,889 $
6,151,953 $
7,398,068
6,826,203
4,381,100
2,694,561
–
8,510
1,678,029
(17,622)
1,695,651
404,646
6,164,070
4,044,510
2,395,299
–
10,601
1,638,610
(4,934)
1,643,544
401,136
5,262,335
3,368,554
2,061,545
–
9,517
1,297,492
1,663
1,295,829
309,992
4,202,794
1,949,159
1,583,017
114,322
15,000
236,820
5,735
231,085
55,250
4,717,004
2,681,064
1,760,716
–
19,254
901,094
(5,056)
906,150
200,205
1,291,005 $
1,242,408 $
985,837 $
175,835 $
705,945
26.18 $
26.03 $
24.17 $
24.01 $
18.09 $
3.12 $
12.21
17.98 $
3.11 $
12.15
49,304
49,596
51,403
51,738
54,482
54,841
56,351
56,558
57,840
58,105
Other Operating Data:
Comparable sales(3)
Number of stores end of year
Total square footage end of year
Active Ultamate Rewards members
Capital expenditures
Depreciation and amortization
Repurchase of common shares
Balance Sheet Data:
Cash and cash equivalents
Short-term investments
Working capital
Property and equipment, net
Total assets
Operating lease liabilities
Total stockholders’ equity
5.7%
1,385
14,515,593
43,300
435,267 $
243,840 $
995,738 $
15.6%
1,355
14,200,403
40,200
312,126 $
241,372 $
37.9%
1,308
13,770,438
37,000
(17.9%)
1,264
13,291,838
30,700
5.0%
1,254
13,193,076
34,000
172,187 $
151,866 $
298,534
268,460 $
297,772 $
295,599
900,033 $
1,521,925 $
114,895 $
680,979
766,594 $
737,877 $
431,560 $
1,046,051 $
392,325
–
1,178,327
1,182,335
5,707,011
1,911,092
2,279,328
–
–
1,027,529
1,009,273
5,370,411
1,903,176
1,959,811
723,173
914,476
4,764,379
1,846,756
1,535,373
–
1,171,064
995,795
5,089,969
1,896,801
1,999,549
110,000
918,056
1,205,524
4,863,872
1,938,347
1,902,094
5.7%
$
$
$
$
$
$
$
(1)Our fiscal year-end is the Saturday closest to January 31 based on a 52/53 week year. Each fiscal year consists of four 13 week quarters, with an extra week added
onto the fourth quarter every five or six years.
(2) Fiscal 2023 includes 53 weeks; all other fiscal years reported include 52 weeks. Net sales for the 53rd week of fiscal 2023 were approximately $181.9 million.
(3) Comparable sales reflects sales for stores beginning on the first day of the 14th month of operation. Remodeled stores are included in comparable sales unless the
store was closed for a portion of the current or comparable prior year.
89910_ULTA AnnualReport_2024 ALL.indd 4
89910_ULTA AnnualReport_2024 ALL.indd 4
4/12/24 10:04 PM
4/12/24 10:04 PM
FINANCIAL HIGHLIGHTS
Net Sales (in millions)
$10,208.6
$11,207.3
$7,398.1
$6,152.0
$8,630.9
2019
2020
2021
2022
2023
Diluted Earnings Per Share
$26.03
$24.01
$17.98
2019
2020
2021
2022
2023
15.0%
15.0%
16.1%
$3.11
3.9%
2019
2020
2021
2022
2023
$12,000
$11,000
$10,000
$9000
$8000
$7000
$6000
$5000
$4000
$3000
$2000
$1000
$0
$26
$24
$22
$20
$18
$16
$14
$12
$10
$8
$6
$4
$2
$0
16%
14%
12%
10%
8%
6%
4%
2%
0%
$12.15
Operating Margin
12.1%
FISCAL YEAR ENDED (1)
(In thousands, except per share, square footage and store count data)
Statement of Income:
February 3, 2024
January 28, 2023
January 29, 2022
January 30, 2021
February 1, 2020
Net sales(2)
Cost of sales
Gross profit
Selling, general and administrative expenses
Impairment, restructuring and other costs
Pre-opening expenses
Operating income
Interest (income) expense, net
Income before income taxes
Income tax expense
Net income
Net income per common share:
Basic
Diluted
Weighted average common shares outstanding:
Basic
Diluted
Other Operating Data:
Comparable sales(3)
Number of stores end of year
Total square footage end of year
Active Ultamate Rewards members
Capital expenditures
Depreciation and amortization
Repurchase of common shares
Balance Sheet Data:
Cash and cash equivalents
Short-term investments
Working capital
Property and equipment, net
Total assets
Operating lease liabilities
Total stockholders’ equity
$
11,207,303 $
10,208,580 $
8,630,889 $
6,151,953 $
7,398,068
6,826,203
4,381,100
2,694,561
–
8,510
1,678,029
(17,622)
1,695,651
404,646
6,164,070
4,044,510
2,395,299
–
10,601
1,638,610
(4,934)
1,643,544
401,136
5,262,335
3,368,554
2,061,545
–
9,517
1,297,492
1,663
1,295,829
309,992
4,202,794
1,949,159
1,583,017
114,322
15,000
236,820
5,735
231,085
55,250
4,717,004
2,681,064
1,760,716
–
19,254
901,094
(5,056)
906,150
200,205
1,291,005 $
1,242,408 $
985,837 $
175,835 $
705,945
26.18 $
26.03 $
24.17 $
24.01 $
18.09 $
17.98 $
3.12 $
3.11 $
12.21
12.15
49,304
49,596
51,403
51,738
54,482
54,841
56,351
56,558
57,840
58,105
5.7%
1,385
14,515,593
43,300
435,267 $
243,840 $
995,738 $
15.6%
1,355
14,200,403
40,200
37.9%
1,308
13,770,438
37,000
(17.9%)
1,264
13,291,838
30,700
5.0%
1,254
13,193,076
34,000
312,126 $
241,372 $
172,187 $
151,866 $
298,534
268,460 $
297,772 $
295,599
900,033 $
1,521,925 $
114,895 $
680,979
766,594 $
737,877 $
431,560 $
1,046,051 $
392,325
–
1,178,327
1,182,335
5,707,011
1,911,092
2,279,328
–
–
1,027,529
1,009,273
5,370,411
1,903,176
1,959,811
723,173
914,476
4,764,379
1,846,756
1,535,373
–
1,171,064
995,795
5,089,969
1,896,801
1,999,549
110,000
918,056
1,205,524
4,863,872
1,938,347
1,902,094
5.7%
$
$
$
$
$
$
$
(1)Our fiscal year-end is the Saturday closest to January 31 based on a 52/53 week year. Each fiscal year consists of four 13 week quarters, with an extra week added
onto the fourth quarter every five or six years.
(2) Fiscal 2023 includes 53 weeks; all other fiscal years reported include 52 weeks. Net sales for the 53rd week of fiscal 2023 were approximately $181.9 million.
(3) Comparable sales reflects sales for stores beginning on the first day of the 14th month of operation. Remodeled stores are included in comparable sales unless the
store was closed for a portion of the current or comparable prior year.
89910_ULTA AnnualReport_2024 ALL.indd 5
89910_ULTA AnnualReport_2024 ALL.indd 5
4/12/24 10:04 PM
4/12/24 10:04 PM
Dear Fellow Shareholders,
I am proud to share that fiscal 2023 was another strong year for Ulta Beauty. We delivered growth in sales, operating profit, and earnings
while continuing to invest to drive long-term performance. For the year, net sales increased 9.8% to $11.2 billion, and comparable sales
increased 5.7% compared to fiscal 2022. Operating profit increased 2.4% to $1.7 billion, or 15.0% of sales, and diluted earnings per share
increased 8.4% to $26.03. In addition to delivering record sales and earnings, we drove strong member growth and retention and sustained
healthy traffic trends; our brand awareness reached all-time highs and we maintained our market share in an increasingly competitive
category.
These impressive results are a reflection of the dedication and efforts of all our associates to care for our guests while executing against our
strategic priorities, and I am incredibly proud of what they accomplished this year. Our teams continued to deliver great guest experiences
and worked through unexpected challenges with agility and grace, and I am grateful for their steadfast commitment to deliver value for all
stakeholders while also enabling new capabilities for future growth.
The U.S. beauty category has a strong track record of consistent growth due to a high level of consumer engagement. Since the end of the
pandemic, the beauty category has experienced unprecedented growth, driven by compelling newness and innovation, evolving trends,
including a stronger connection between beauty and wellness, and the pervasive utilization of social media. As we look forward, we
remain optimistic about the strength and resiliency of the beauty category. While we expect the category will remain healthy, we believe
annual growth will moderate in 2024 as we lap three years of extraordinary growth.
Guided by our strategic framework, we continue to invest to expand our market leadership position, increase guest engagement and
loyalty, and enable new capabilities to drive profitable growth.
In 2023, we made meaningful progress against each of our strategic pillars.
Drive breakthrough and disruptive growth through an
expanded definition of ALL THINGS BEAUTY
As beauty enthusiasts increasingly consider beauty a critical part of their self-care and wellness journey, our goal is to drive disruptive
growth through an expanded definition of beauty and engage and delight guests with a thoughtfully curated assortment focused on
inclusivity and leading trends. In fiscal 2023, we strengthened our assortment with compelling newness. We launched several customer-
favorite brands, including Dior, BeautyCounter, and Sol De Janeiro, and introduced many emerging and exclusive brands, including Half
Magic and Polite Society. We launched Luxury at Ulta Beauty, a strategically curated luxury beauty experience, and we expanded
our cross-category platforms, which lean into broader, emerging beauty trends. We enhanced Conscious Beauty at Ulta Beauty with an
expanded portfolio of certified brands and increased visibility of the program across all our platforms; we increased our black-owned or
founded brands to 50 brands and enriched our MUSE Accelerator Program, a program designed to help early-stage BIPOC brands prepare
for retail readiness; and we expanded the Wellness Shop to nearly all stores and refreshed the presentation to inspire and educate guests
how to integrate wellness into their everyday lives.
Evolve the omnichannel experience through connected physical and digital
ecosystems, ALL IN YOUR WORLD
The guest’s beauty journey is increasingly blurring across physical and digital channels. To meet evolving expectations, we are focused
on delivering a cohesive, industry-leading omnichannel experience that drives guest engagement and unlocks the combined potential of
our physical and digital channels. In fiscal 2023, we improved the guest experience across all our touchpoints. We enhanced our physical
footprint, opening 33 new stores and renovating or relocating 25 stores. We also delivered significant improvements in our digital store
experience, transitioning key guest-facing and commerce elements of our digital platforms to a new, modern architecture and delivering
a fresh guest experience across both ulta.com and our app. We continued to improve our buy anywhere, fill anywhere capabilities,
expanding same-day delivery to all stores and increasing our ship-from-store capabilities to more than 400 stores. Between buy-online,
pick-up in store, same-day-delivery, and ship-from-store, more than one third of our digital orders were fulfilled by stores this year. Finally,
we strengthened our partnership with Target Corporation with the opening of 155 additional Ulta Beauty at Target locations, ending the
year with 510 shops.
Expand and deepen our presence across the beauty journey,
solidifying Ulta Beauty at the HEART OF THE BEAUTY COMMUNITY
We have been on a journey to evolve the Ulta Beauty brand from functional and transactional to emotional and purposeful, creating even
more meaningful, differentiated, and enduring relationships with our guests. In fiscal 2023, our marketing strategies, media investments,
and brand building efforts resulted in record level unaided awareness, brand love, and loyalty. We launched The Joy Project, a multi-year, brand
equity initiative to make beauty and the world a more joyful place and expanded our social media engagement, driving strong engagement,
positive social sentiment, and share of voice. We expanded our loyalty program by 8%, ending the year with more than 43 million loyalty
members, who shopped more frequently and spent more with us on average. Additionally, we enhanced the value of UB Media, our retail
media network through the introduction of new products and the launch of an innovative omni-channel, measurement solution.
89910_ULTA AnnualReport_2024 ALL.indd 6
89910_ULTA AnnualReport_2024 ALL.indd 6
4/12/24 10:04 PM
4/12/24 10:04 PM
Drive OPERATIONAL EXCELLENCE AND OPTIMIZATION
To deliver profitable growth and maintain our competitive advantages, we must continue to optimize our cost structure, develop agile
operating processes that enable real-time visibility and decision-making, and build new capabilities tailored to win in a rapidly evolving
omnichannel world. Fiscal 2023 was an ambitious year of foundational transformation for Ulta Beauty. We completed a retrofit of our
Greenwood distribution center, began the retrofit of our Dallas distribution center, opened our Greer market fulfillment center, and began
work on our Bolingbrook market fulfillment center. We successfully transitioned our Jacksonville, Greer, and Chambersburg distribution
facilities and key merchandising processes to our new enterprise resource planning platform, and we converted key merchandising and
commerce elements of our digital store to a new architecture. We built a new enterprise data platform on Google cloud infrastructure,
establishing a modern ecosystem for future analytics and data-driven decisioning capabilities, and we completed our rollout of new POS
systems, including mobile checkout, in all stores.
Protect and cultivate our WORLD-CLASS CULTURE AND TALENT
Our teams and winning culture are critical drivers of our success. Our vision is to create a highly aligned, engaged workforce and an
inclusive workplace that creates growth opportunities for our people and our business. To support this vision, in 2023 we introduced a new
leadership competency model, redesigned our succession planning and talent review processes, expanded our associate development
offering, and completed enterprise-wide training to reinforce inclusivity and address unconscious bias. Associate retention improved
across stores, distribution centers and our corporate team, and our fiscal 2023 culture survey results reinforced that our overall associate
engagement remains strong.
Expand our ENVIRONMENTAL AND SOCIAL IMPACT
As the largest U.S. beauty retailer, we have the power to shape how the world sees beauty and a responsibility to inspire positive change.
We are committed to making the world a better place, and we are focused on driving sustainable change in areas where we can make
the biggest impact and committed to collaborating with others to address shared challenges. In fiscal 2023, we continued to improve the
energy efficiency of stores through LED lighting retrofits, HVAC retrofits, and Energy Management System upgrades, and established 2030
emission reduction goals approved by the Science Based Target Initiative.
In addition to making important progress against our strategic framework, we continue to evaluate growth opportunities beyond our core
business and recently announced our planned market entry into Mexico. International expansion represents an incremental, long-term
opportunity for Ulta Beauty to extend our reach and leverage our differentiated value proposition. We believe the Mexican beauty market is sizeable
and growing with a highly engaged consumer and I am excited to share we have formed a joint venture with a deeply experienced operator
of global brands, to launch and operate Ulta Beauty in Mexico in 2025.
In closing, the Ulta Beauty team delivered strong financial performance in fiscal 2023, while also achieving important progress against our
strategic priorities. I am proud of the many advancements our team made this year, and I am honored to lead such a great company of
outstanding associates who bring our mission, vision and values to life every single day. We operate in a growing category with strong
consumer engagement, and I remain confident that our proven, differentiated model, strategic framework, and passionate associates will
enable us to continue to create value for shareholders and positively impact our guests, associates, and the communities we serve.
Sincerely,
David Kimbell
Chief Executive Officer
March 2024
Dear Fellow Shareholders,
I am proud to share that fiscal 2023 was another strong year for Ulta Beauty. We delivered growth in sales, operating profit, and earnings
while continuing to invest to drive long-term performance. For the year, net sales increased 9.8% to $11.2 billion, and comparable sales
increased 5.7% compared to fiscal 2022. Operating profit increased 2.4% to $1.7 billion, or 15.0% of sales, and diluted earnings per share
increased 8.4% to $26.03. In addition to delivering record sales and earnings, we drove strong member growth and retention and sustained
healthy traffic trends; our brand awareness reached all-time highs and we maintained our market share in an increasingly competitive
category.
These impressive results are a reflection of the dedication and efforts of all our associates to care for our guests while executing against our
strategic priorities, and I am incredibly proud of what they accomplished this year. Our teams continued to deliver great guest experiences
and worked through unexpected challenges with agility and grace, and I am grateful for their steadfast commitment to deliver value for all
stakeholders while also enabling new capabilities for future growth.
The U.S. beauty category has a strong track record of consistent growth due to a high level of consumer engagement. Since the end of the
pandemic, the beauty category has experienced unprecedented growth, driven by compelling newness and innovation, evolving trends,
including a stronger connection between beauty and wellness, and the pervasive utilization of social media. As we look forward, we
remain optimistic about the strength and resiliency of the beauty category. While we expect the category will remain healthy, we believe
annual growth will moderate in 2024 as we lap three years of extraordinary growth.
Guided by our strategic framework, we continue to invest to expand our market leadership position, increase guest engagement and
loyalty, and enable new capabilities to drive profitable growth.
In 2023, we made meaningful progress against each of our strategic pillars.
Drive breakthrough and disruptive growth through an
expanded definition of ALL THINGS BEAUTY
As beauty enthusiasts increasingly consider beauty a critical part of their self-care and wellness journey, our goal is to drive disruptive
growth through an expanded definition of beauty and engage and delight guests with a thoughtfully curated assortment focused on
inclusivity and leading trends. In fiscal 2023, we strengthened our assortment with compelling newness. We launched several customer-
favorite brands, including Dior, BeautyCounter, and Sol De Janeiro, and introduced many emerging and exclusive brands, including Half
Magic and Polite Society. We launched Luxury at Ulta Beauty, a strategically curated luxury beauty experience, and we expanded
our cross-category platforms, which lean into broader, emerging beauty trends. We enhanced Conscious Beauty at Ulta Beauty with an
expanded portfolio of certified brands and increased visibility of the program across all our platforms; we increased our black-owned or
founded brands to 50 brands and enriched our MUSE Accelerator Program, a program designed to help early-stage BIPOC brands prepare
for retail readiness; and we expanded the Wellness Shop to nearly all stores and refreshed the presentation to inspire and educate guests
how to integrate wellness into their everyday lives.
Evolve the omnichannel experience through connected physical and digital
ecosystems, ALL IN YOUR WORLD
The guest’s beauty journey is increasingly blurring across physical and digital channels. To meet evolving expectations, we are focused
on delivering a cohesive, industry-leading omnichannel experience that drives guest engagement and unlocks the combined potential of
our physical and digital channels. In fiscal 2023, we improved the guest experience across all our touchpoints. We enhanced our physical
footprint, opening 33 new stores and renovating or relocating 25 stores. We also delivered significant improvements in our digital store
experience, transitioning key guest-facing and commerce elements of our digital platforms to a new, modern architecture and delivering
a fresh guest experience across both ulta.com and our app. We continued to improve our buy anywhere, fill anywhere capabilities,
expanding same-day delivery to all stores and increasing our ship-from-store capabilities to more than 400 stores. Between buy-online,
pick-up in store, same-day-delivery, and ship-from-store, more than one third of our digital orders were fulfilled by stores this year. Finally,
Drive OPERATIONAL EXCELLENCE AND OPTIMIZATION
To deliver profitable growth and maintain our competitive advantages, we must continue to optimize our cost structure, develop agile
operating processes that enable real-time visibility and decision-making, and build new capabilities tailored to win in a rapidly evolving
omnichannel world. Fiscal 2023 was an ambitious year of foundational transformation for Ulta Beauty. We completed a retrofit of our
Greenwood distribution center, began the retrofit of our Dallas distribution center, opened our Greer market fulfillment center, and began
work on our Bolingbrook market fulfillment center. We successfully transitioned our Jacksonville, Greer, and Chambersburg distribution
facilities and key merchandising processes to our new enterprise resource planning platform, and we converted key merchandising and
commerce elements of our digital store to a new architecture. We built a new enterprise data platform on Google cloud infrastructure,
establishing a modern ecosystem for future analytics and data-driven decisioning capabilities, and we completed our rollout of new POS
systems, including mobile checkout, in all stores.
Protect and cultivate our WORLD-CLASS CULTURE AND TALENT
Our teams and winning culture are critical drivers of our success. Our vision is to create a highly aligned, engaged workforce and an
inclusive workplace that creates growth opportunities for our people and our business. To support this vision, in 2023 we introduced a new
leadership competency model, redesigned our succession planning and talent review processes, expanded our associate development
offering, and completed enterprise-wide training to reinforce inclusivity and address unconscious bias. Associate retention improved
across stores, distribution centers and our corporate team, and our fiscal 2023 culture survey results reinforced that our overall associate
engagement remains strong.
Expand our ENVIRONMENTAL AND SOCIAL IMPACT
As the largest U.S. beauty retailer, we have the power to shape how the world sees beauty and a responsibility to inspire positive change.
We are committed to making the world a better place, and we are focused on driving sustainable change in areas where we can make
the biggest impact and committed to collaborating with others to address shared challenges. In fiscal 2023, we continued to improve the
energy efficiency of stores through LED lighting retrofits, HVAC retrofits, and Energy Management System upgrades, and established 2030
emission reduction goals approved by the Science Based Target Initiative.
In addition to making important progress against our strategic framework, we continue to evaluate growth opportunities beyond our core
business and recently announced our planned market entry into Mexico. International expansion represents an incremental, long-term
opportunity for Ulta Beauty to extend our reach and leverage our differentiated value proposition. We believe the Mexican beauty market is sizeable
and growing with a highly engaged consumer and I am excited to share we have formed a joint venture with a deeply experienced operator
of global brands, to launch and operate Ulta Beauty in Mexico in 2025.
In closing, the Ulta Beauty team delivered strong financial performance in fiscal 2023, while also achieving important progress against our
strategic priorities. I am proud of the many advancements our team made this year, and I am honored to lead such a great company of
outstanding associates who bring our mission, vision and values to life every single day. We operate in a growing category with strong
consumer engagement, and I remain confident that our proven, differentiated model, strategic framework, and passionate associates will
enable us to continue to create value for shareholders and positively impact our guests, associates, and the communities we serve.
we strengthened our partnership with Target Corporation with the opening of 155 additional Ulta Beauty at Target locations, ending the
Sincerely,
year with 510 shops.
Expand and deepen our presence across the beauty journey,
solidifying Ulta Beauty at the HEART OF THE BEAUTY COMMUNITY
We have been on a journey to evolve the Ulta Beauty brand from functional and transactional to emotional and purposeful, creating even
more meaningful, differentiated, and enduring relationships with our guests. In fiscal 2023, our marketing strategies, media investments,
and brand building efforts resulted in record level unaided awareness, brand love, and loyalty. We launched The Joy Project, a multi-year, brand
equity initiative to make beauty and the world a more joyful place and expanded our social media engagement, driving strong engagement,
positive social sentiment, and share of voice. We expanded our loyalty program by 8%, ending the year with more than 43 million loyalty
members, who shopped more frequently and spent more with us on average. Additionally, we enhanced the value of UB Media, our retail
media network through the introduction of new products and the launch of an innovative omni-channel, measurement solution.
David Kimbell
Chief Executive Officer
March 2024
89910_ULTA AnnualReport_2024 ALL.indd 7
89910_ULTA AnnualReport_2024 ALL.indd 7
4/12/24 10:04 PM
4/12/24 10:04 PM
THIS PAGE INTENTIONALLY LEFT BLANK
89910_ULTA AnnualReport_2024 ALL.indd 8
89910_ULTA AnnualReport_2024 ALL.indd 8
4/12/24 10:04 PM
4/12/24 10:04 PM
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-K
☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended February 3, 2024
or
☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from _____________ to _____________
Commission File Number: 001-33764
ULTA BEAUTY, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
1000 Remington Blvd., Suite 120
Bolingbrook, Illinois
(Address of principal executive offices)
38-4022268
(I.R.S. Employer
Identification No.)
60440
(Zip code)
Registrant’s telephone number, including area code: (630) 410-4800
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common stock, par value $0.01 per share
Trading symbol
ULTA
Name of each exchange on which registered
The NASDAQ Global Select Market
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days. Yes No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted
pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit such files). Yes No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller
reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller
reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:
Large accelerated filer
Non-accelerated filer
Accelerated filer
Smaller reporting company ☐☐
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.
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered
public accounting firm that prepared or issued its audit report.
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the
registrant included in the filing reflect the correction of an error to previously issued financial statements.
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based
compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).
89910_ULTA AnnualReport_2024 ALL.indd 9
89910_ULTA AnnualReport_2024 ALL.indd 9
4/12/24 10:04 PM
4/12/24 10:04 PM
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒☒ No
The aggregate market value of the voting stock held by non-affiliates of the registrant, based upon the closing sale price of the
common stock on July 28, 2023, as reported on the NASDAQ Global Select Market, was approximately $17,547,227,000.
The number of shares of the registrant’s common stock, par value $0.01 per share, outstanding as of March 22, 2024 was 48,268,744
shares.
DOCUMENTS INCORPORATED BY REFERENCE
Information required in response to Part III of Form 10-K is hereby incorporated by reference from portions of the registrant’s Proxy
Statement for the 2024 Annual Meeting of Stockholders. Such proxy statement will be filed with the Securities and Exchange
Commission within 120 days of the registrant’s fiscal year ended February 3, 2024.
89910_ULTA AnnualReport_2024 ALL.indd 10
89910_ULTA AnnualReport_2024 ALL.indd 10
4/12/24 10:04 PM
4/12/24 10:04 PM
TABLE OF CONTENTS
Forward Looking Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Part I
Item 1.
Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
Item 1A.
Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
Item 1B.
Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
Item 1C.
Cybersecurity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
Item 2.
Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
Item 3.
Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
Item 4.
Mine Safety Disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
Item 4A.
Executive Officers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
Part II
Item 5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
Item 6.
[Reserved] . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35
Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . 36
Item 7A.
Quantitative and Qualitative Disclosures about Market Risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48
Item 8.
Financial Statements and Supplementary Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49
Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure . . . . . . . 79
Item 9A.
Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79
Item 9B.
Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 79
Item 9C.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections . . . . . . . . . . . . . . . . . . . . . . . . . . 80
Part III
Item 10.
Directors, Executive Officers and Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80
Item 11.
Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80
Item 13.
Certain Relationships and Related Transactions, and Director Independence . . . . . . . . . . . . . . . . . . . 80
Item 14.
Principal Accountant Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80
Part IV
Item 15.
Exhibits and Financial Statement Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 81
Item 16.
Form 10-K Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
85
89910_ULTA AnnualReport_2024 ALL.indd 11
89910_ULTA AnnualReport_2024 ALL.indd 11
4/12/24 10:04 PM
4/12/24 10:04 PM
FORWARD-LOOKING STATEMENTS
References in this Annual Report on Form 10-K to “we,” “us,” “our,” “Ulta Beauty,” the “Company” and similar
references mean Ulta Beauty, Inc. and its consolidated subsidiaries, unless otherwise expressly stated or the context
otherwise requires.
This Annual Report on Form 10-K 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. 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 Form 10-K 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 and uncertainties, which include, without limitation:
• macroeconomic conditions, including inflation, elevated interest rates and recessionary concerns, as well as
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
continuing labor cost pressures, and transportation and shipping cost pressures, have had, and may continue to
have, a negative impact on our business, financial condition, profitability, and cash flows (including future
uncertain impacts);
changes in the overall level of consumer spending and volatility in the economy, including as a result of
macroeconomic conditions and geopolitical events;
our ability to sustain our growth plans and successfully implement our long-range strategic and financial plan;
the ability to execute our operational excellence priorities, including continuous improvement, Project SOAR
(the replacement of our enterprise resource planning platform), and supply chain optimization;
our ability to gauge beauty trends and react to changing consumer preferences in a timely manner;
the possibility that we may be unable to compete effectively in our highly competitive markets;
the possibility of significant interruptions in the operations of our distribution centers, fast fulfillment centers,
and market fulfillment centers;
the possibility that cybersecurity or information security breaches and other disruptions could compromise our
information or result in the unauthorized disclosure of confidential information;
the possibility of material disruptions to our information systems, including our Ulta.com website and mobile
applications;
the failure to maintain satisfactory compliance with applicable privacy and data protection laws and regulations;
changes in the good relationships we have with our brand partners, our ability to continue to obtain sufficient
merchandise from our brand partners, and/or our ability to continue to offer permanent or temporary exclusive
products of our brand partners;
our ability to effectively manage our inventory and protect against inventory shrink;
changes in the wholesale cost of our products and/or interruptions at our brand partners’ or third-party vendors’
operations;
epidemics, pandemics or natural disasters, which could negatively impact sales;
the possibility that new store openings and existing locations may be impacted by developer or co-tenant issues;
our ability to attract and retain key executive personnel;
the impact of climate change on our business operations and/or supply chain;
our ability to successfully execute our common stock repurchase program or implement future common stock
repurchase programs;
a decline in operating results which could lead to asset impairment and store closure charges; and
other risk factors detailed in our public filings with the Securities and Exchange Commission (the SEC),
including risk factors contained in Item 1A, “Risk Factors” of this Annual Report on Form 10-K for the year
ended February 3, 2024, as such may be amended or supplemented in our subsequently filed Quarterly Reports
on Form 10-Q.
4
89910_ULTA AnnualReport_2024 ALL.indd 12
89910_ULTA AnnualReport_2024 ALL.indd 12
4/12/24 10:04 PM
4/12/24 10:04 PM
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.
Part I
Item 1. Business
Overview
Ulta Beauty is the largest specialty beauty retailer in the United States and the premier beauty destination for cosmetics,
fragrance, skin care products, hair care products, and salon services. Key aspects of our business include:
One-of-a-kind Assortment. We offer guests a differentiated assortment of approximately 25,000 products from
approximately 600 established and emerging beauty brands across a variety of categories and price points. We
believe we offer the widest selection of beauty categories, from mass to prestige price points, across cosmetics,
fragrance, haircare, skincare, bath and body products, professional hair products, and salon styling tools.
Store Footprint. We operate more than 1,350 stores predominantly located in convenient, high-traffic
locations. With a bright and open store environment, we make it easy for guests to discover new products and
services. Our store design, fixtures, and open layout provide the flexibility to respond to consumer trends and
changes in our merchandising strategy. We also offer beauty services in nearly every store, including a full-
service hair salon and a BenefitTM Brow Bar. In addition to our free-standing locations, through our partnership
with Target Corporation we have more than 500 Ulta Beauty at Target shop-in-shops which provide guests with
a highly-curated, prestige beauty assortment in a unique and elevated presentation in 1,000 square feet of
dedicated space within certain Target locations.
Leading Digital Experiences. Through our website, Ulta.com, and our mobile applications, we offer guests
convenient, interactive, and personalized digital experiences. Our digital channels enable always-on shopping
and discovery, and our diverse fulfillment options, including buy online pick-up in store, buy online pick-up
curbside, ship from store, ship from distribution center, and same-day delivery, provide guests with value and
convenience. In addition to e-commerce platforms, we offer guests a variety of unique digital experiences,
including virtual try-on and skin analysis tools, which leverage augmented reality capabilities and artificial
intelligence tools to provide guests with personalized experiences.
Best-in-Class Loyalty Program. Our best-in-class loyalty program, Ulta Beauty Rewards, enables members to
earn points for every dollar spent on products and beauty services at Ulta Beauty, through purchases on our
private label and co-branded credit cards, and purchases at Ulta Beauty at Target. In addition to unique
membership benefits, members can redeem points for discounts on any product or service at Ulta Beauty. With
more than 95% of total sales coming from members, we are uniquely positioned with a deep understanding of
our customers and their preferences, enabling us to personalize experiences, recommendations, and promotions
through our Customer Relationship Management (CRM) platform and support our brand partners’ growth.
Great Guest Experiences. We cultivate human connection with warm and welcoming guest experiences across
all of our channels. Our knowledgeable and approachable store associates, our differentiated service offerings,
and our efforts to create relevant, compelling digital content are competitive advantages and enable us to build
strong engagement with guests.
We were founded in 1990 as a beauty retailer at a time when prestige, mass, and salon products were sold through
distinct channels — department stores for prestige products; drug stores and mass merchandisers for mass products; and
salons and authorized retail outlets for professional hair care products. We developed a unique specialty retail concept
that offers a broad range of brands and price points, select beauty services, and a convenient and welcoming shopping
environment. We define our target consumer as a beauty enthusiast, a consumer who is passionate about the beauty
category, uses beauty for self-expression, experimentation, and self-investment, and has high expectations for the
5
89910_ULTA AnnualReport_2024 ALL.indd 13
89910_ULTA AnnualReport_2024 ALL.indd 13
4/12/24 10:04 PM
4/12/24 10:04 PM
shopping experience. We estimate beauty enthusiasts represent approximately 65% of shoppers and account for more
than 80% of beauty products and services spend in the U.S.
The following description of our business should be read in conjunction with the information contained in our
Management’s Discussion and Analysis of Financial Condition and Results of Operations included in Item 7 and our
Financial Statements and Supplementary Data included in Item 8 of this Annual Report on Form 10-K.
Our strategy
We target beauty enthusiasts across multiple demographics and shopping behaviors. Beauty enthusiasts have a deep
emotional connection with beauty, and historically, this connection has not diminished in softer economic environments.
Our proprietary consumer research confirms engagement with the beauty category remains strong. The COVID-19
pandemic and subsequent recovery drove unprecedented disruption which provided beauty enthusiasts the opportunity to
develop new beauty regimens, many of which consumers are sustaining. Despite the disruption caused by the pandemic,
beauty enthusiasts continue to demonstrate their commitment to the in-person shopping experience, while also
embracing the use of online shopping to supplement discovery and convenience. At the same time, rising competitive
pressures and a dynamic operating environment will require strong execution and continued investment and innovation
to further our leadership position.
Reflecting our understanding about how the consumer and beauty category are evolving, in 2021 we refreshed our
strategic framework to position Ulta Beauty for continued success. We are focused on six key strategic pillars designed
to expand our market leadership and drive longer-term profitable growth.
Drive breakthrough and disruptive growth through an expanded definition of All Things Beauty. Beauty enthusiasts
enjoy the experience of discovering and trying new products and increasingly include beauty as part of their self-care and
wellness journey. Reflecting these insights, our objective is to engage and continuously delight beauty enthusiasts with a
curated, differentiated, inclusive assortment focused on leading beauty and self-care trends. We are focused on four key
areas: maximizing growth in core categories, including makeup, skincare, haircare, and fragrance; driving growth of
cross-category strategic platforms, including Conscious Beauty at Ulta Beauty®, Black-owned and Black, Indigenous,
and People of Color (BIPOC)-founded Brands, the Wellness Shop, and SPARKED at Ulta Beauty; differentiating our
assortment through exclusive brands and products, including our private label, Ulta Beauty Collection; and increasing
profitability through assortment management, inventory productivity, and promotional optimization.
Evolve the omnichannel experience through connected physical and digital ecosystems, All In Your World. Our guest
insights and member data confirm that beauty enthusiasts prefer to transact in physical stores, where they can discover
and engage with products and other beauty enthusiasts. At the same time, digital channels offer convenience, product
reviews, and price transparency. As a result, the guest journey is increasingly blurring across physical and digital
channels. To drive greater guest engagement across all channels, we intend to expand our physical footprint, continue to
differentiate our service offerings, and expand our order fulfillment capabilities while further enhancing our digital and
mobile experiences and driving competitive advantage through digital innovation. Our objective is to deliver a cohesive,
industry-leading omnichannel experience that drives breakthrough engagement with our guests and unlocks the
combined potential of our physical and digital channels.
Expand and deepen our presence across the beauty journey, positioning Ulta Beauty at the Heart of the Beauty
Community. To understand longer-term shifts in consumer values, perceptions, and behaviors, as well as of-the-moment
insights, we have developed a robust consumer research capability. In addition, with more than 95% of total sales
coming from our 43.3 million active Ulta Beauty Rewards loyalty program members, we have unique insights about
customer preferences and behavior. Based on our proprietary insights, we know beauty enthusiasts have an emotional,
personal, and deep connection with beauty. Social media contributes to this connection, and we expect the influence and
reach of beauty will continue to grow as engagement with social platforms increases. To expand Ulta Beauty’s reach,
relevancy, and guest engagement, we are amplifying our brand purpose; building a creator and content ecosystem to
deliver compelling, relevant beauty entertainment; using our member data to increase personalization, drive conversion,
and support our brands; and recently introduced further innovation in our Ulta Beauty Rewards program. Our vision is to
6
89910_ULTA AnnualReport_2024 ALL.indd 14
89910_ULTA AnnualReport_2024 ALL.indd 14
4/12/24 10:04 PM
4/12/24 10:04 PM
expand and deepen our presence across the beauty journey to drive consumer acquisition and increase guest engagement,
loyalty, and share of wallet.
Drive operational excellence and optimization. Similar to other retailers, we are experiencing persistent cost pressures
from macroeconomic trends, including higher wage rates and transportation and shipping costs. In addition, we
anticipate ongoing headwinds from channel and category mix shifts. To mitigate the impact of these pressures and
support our future growth, we have developed a continuous improvement capability to identify and activate meaningful,
cross-functional process optimization opportunities; we are upgrading our enterprise resource planning platform to
increase efficiency and support future growth; we are building a modern ecosystem for future analytics and data-driven
decisioning capabilities; and we are enhancing our supply chain network to increase agility, speed and cost-efficiency.
Our vision is to deliver profitable growth and competitive advantage by optimizing our cost structure to enable scale,
developing agile operating processes that enable real-time visibility and decision-making, and building new capabilities
tailored to win in a rapidly evolving omnichannel world.
Protect and cultivate our world-class culture and talent. We have developed and nurtured a guest and associate-centric,
values-based and high-performance culture. These tenets are core to how we lead, how we engage with our guests and
partners, and how we make decisions. We value and encourage collaboration and enterprise thinking, and we respect and
listen to our associates to continually improve as a company. We have an experienced leadership team and passionate
associates committed to living our values while caring for our guests and for each other. To support our growth and
enhance the guest experience, we will continue to attract, develop and retain talent at all levels and in all functional
areas, and we will continue to work to create an environment where every associate feels they can fully contribute and
have an opportunity to grow.
Expand our environmental and social impact. As a leader in the beauty industry, we have an opportunity to drive
positive impact. We believe that beauty is for everyone, regardless of age, size, ability, skin tone, culture, or gender, and
we strive to provide an environment where every associate feels they can realize their full potential and every guest is
optimally served, regardless of differences. We empower and inspire guests to make informed and sustainable product
choices through our unique Conscious Beauty at Ulta Beauty® platform, and we strive to protect the beauty of our natural
environment and minimize our impact on the world around us by managing our stores’ energy, water, and waste
footprints. We are committed to making the world a better place, and we are focused on driving sustainable change in
areas where we can make the biggest impact and committed to collaborating with others to address shared challenges.
Our market
We operate within the large and growing U.S. beauty products and salon services industry. In 2023, this market
represented approximately $181 billion in sales, according to forecasted Euromonitor International and IBIS World Inc.
In 2023, the beauty products industry totaled approximately $112 billion and included cosmetics, haircare, fragrance,
bath and body, skincare, salon styling tools, and other toiletries. We estimate that Ulta Beauty had only a 9% share of the
$112 billion beauty product industry. Within this market, we compete across all major categories as well as a range of
price points by offering prestige, mass, and salon products. In 2023, the salon services industry totaled approximately
$69 billion and included hair, skin, and nail services. We estimate that Ulta Beauty had less than 1% share of this
industry. We have full-service hair salons in substantially every store and operate brow bars in most of our stores, as well
as makeup and ear piercing services through our salons. In addition, we offer skin services in approximately 150
locations.
Competition
Our major competitors for prestige and mass products include traditional department stores, specialty stores, grocery
stores, drug stores, mass merchandisers, and the online capabilities of national retailers and brands, as well as pure-play
e-commerce companies and online marketplaces. The market for salon services and products is highly fragmented. Our
competitors for salon services and products include chain and independent salons.
7
89910_ULTA AnnualReport_2024 ALL.indd 15
89910_ULTA AnnualReport_2024 ALL.indd 15
4/12/24 10:04 PM
4/12/24 10:04 PM
Our retail channels
We are committed to meeting guests where and how they want to shop and strive to offer guests a compelling,
personalized shopping experience through our stores, digital platforms, and partnerships.
Stores
Our member data suggests our guests prefer to transact in physical stores, where they can discover and interact with
products and other beauty enthusiasts. In our fiscal year ended February 3, 2024 (fiscal 2023), 76% of our loyalty
members transacted with us solely in one of our stores. Our retail stores are predominantly located in convenient, high-
traffic locations such as power strip centers. Our typical store is approximately 10,000 square feet, including
approximately 950 square feet dedicated to our full-service salon. Our retail store concept, including physical layout,
displays, lighting, and quality of finishes, has changed over time to reflect the evolution of guest preferences and our
merchandising and operating strategies.
We offer a full range of beauty services in our stores, focusing on hair, makeup, brow, and skin services. Our current
Ulta Beauty store prototype includes an open and modern salon area, with most of our stores offering brow services on
the salon floor. In addition, stores offering skin services include a skin treatment room or dedicated skin treatment area
on the sales floor. The salon features a concierge desk, approximately five to ten stations, and a shampoo and hair color
processing area. We employ highly skilled, licensed professional stylists and estheticians who offer services as well as
educational experiences, including consultations, styling lessons, makeup applications, skincare services, and at-home
care recommendations.
In addition to opening new stores, we also remodeled and relocated certain stores, as shown in the following table:
Fiscal year ended
February 3, January 28, January 29,
2024
2023
2022
Total stores beginning of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stores opened . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stores closed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total stores end of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,355
33
(3)
1,385
1,308
47
–
1,355
1,264
48
(4)
1,308
Total square footage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Average square footage per store . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
14,515,593 14,200,403
10,480
10,481
13,770,438
10,528
Stores remodeled . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stores relocated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
18
7
20
12
9
7
Our real estate vision is to make Ulta Beauty accessible and convenient to more consumers across a variety of markets
and is a key driver of how we plan to expand our market share over time. We believe that over the long term, we have
the potential to grow our store footprint to between 1,500 to 1,700 freestanding Ulta Beauty stores in the United States.
We leverage a variety of insights to identify the best new store locations and optimize our current store locations,
including beauty market share information and insights from our loyalty members. This insight-led, analytical approach
to site selection has resulted in a high performing real estate portfolio. The average investment required to open a new
Ulta Beauty store is approximately $2.0 million, which includes capital investments, net of landlord contributions, pre-
opening expenses, and initial inventory, net of payables. Our net investment required to open new stores and the net sales
generated by new stores may vary depending on a number of factors, including geographic location.
As part of our ongoing efforts to enhance and evolve our in-store experience to best engage our guests, we are
introducing a new layout in our new and remodeled stores. While our traditional layout is organized by price point, with
prestige makeup and skincare on one side of the store and mass makeup and skincare on the other, our new layout brings
together like categories with intuitive adjacencies to magnify our differentiated assortment. In the new layout, categories
8
89910_ULTA AnnualReport_2024 ALL.indd 16
89910_ULTA AnnualReport_2024 ALL.indd 16
4/12/24 10:04 PM
4/12/24 10:04 PM
flow from prestige to mass with delineated fixturing showcasing each segment. In addition, this new layout features
elevated gondolas to showcase key, iconic, and service brands and new Beauty Bars that offer our brow and makeup
services, support in-store events, and highlight beauty-in-action. We believe this new layout better reflects how our
guests shop and will simplify exploration and shopping.
Digital platform
In addition to store expansion, we continue to expand our digital capabilities as more of our guests choose to engage with
us across physical and digital platforms. In fiscal 2023, 18% of our loyalty members shopped both in Ulta Beauty stores
and through our digital platforms. Our e-commerce platform has two key roles: generating direct channel sales and
profits by communicating with our guests in an interactive, enjoyable way that reinforces the Ulta Beauty brand; and
driving traffic to our stores, website, and native applications. As part of our digital store transformation, during fiscal
2023 we substantially completed a large-scale upgrade of our end-to-end e-commerce platform and migrated to a new
modernized platform to enable a more seamless guest experience. Our omnichannel guests are extremely valuable,
historically spending nearly three times as much as retail-only guests. We continue to develop and add new website and
mobile features and functionality, marketing programs, new products and brands, and omnichannel integration points.
We intend to establish ourselves as a leading online beauty resource by providing our guests with a unique, rich online
experience, with information on key trends and products, editorial content, expanded assortments, interactive
experiences, including virtual try-on capabilities, and social media content.
We continue to improve our order fulfillment capabilities with increased speed of delivery through existing distribution
centers, fast fulfillment centers (e-commerce only), market fulfillment centers, and select retail stores, through more
efficient processes designed for e-commerce order fulfillment. In addition to ship to home order fulfillment, we offer
guests “Buy Online, Pick-up in Store,” “Curbside Pickup,” and “Store 2 Door,” which provides the ability for customers
to order in-store and have products delivered to their homes. In addition, we offer same-day delivery for e-commerce
orders in virtually all markets.
Partnerships
To expand loyalty member engagement and introduce new guests to Ulta Beauty, we have formed a partnership with
Target Corporation to create Ulta Beauty at Target, a “shop-in-shop” concept that offers a curated assortment of more
than 60 established and emerging prestige brands across a variety of categories. Co-designed by Ulta Beauty and Target,
the Ulta Beauty at Target shop is intended to reflect the Ulta Beauty experience with a unique and elevated presentation
in 1,000 square feet of dedicated space separate but adjacent to Target’s core beauty department. The shop is staffed by
Target team members who are trained by Ulta Beauty to provide recommendations and answer product questions.
Members in our loyalty program, Ulta Beauty Rewards, can earn points (but not redeem) for purchases made in the Ulta
Beauty at Target shop. Loyalty points can only be redeemed in Ulta Beauty stores, on Ulta.com or through our mobile
applications. As of February 3, 2024, Ulta Beauty at Target was available in over 500 Target locations and on
target.com. Over time, we expect Ulta Beauty at Target to be in up to 800 Target locations, in addition to our
freestanding Ulta Beauty stores.
Merchandising
Strategy
We offer one of the most extensive product and brand selections in our industry, including a broad assortment of branded
and private label beauty products in cosmetics, fragrance, haircare, skincare, bath and body products, and salon styling
tools. Across our stores, Ulta.com and our mobile applications, we offer approximately 25,000 products from
approximately 600 well-established and emerging beauty brands across all categories and price points, including Ulta
Beauty’s own private label, the Ulta Beauty Collection. Our merchandising team continually monitors beauty and
fashion trends, sales trends, and new product launches to keep Ulta Beauty’s product assortment fresh and relevant and
to ensure that our assortment reflects the diversity of our guests. We believe our broad selection of merchandise, from
moderately-priced brands to higher-end luxury brands, creates a unique shopping experience for our guests.
9
89910_ULTA AnnualReport_2024 ALL.indd 17
89910_ULTA AnnualReport_2024 ALL.indd 17
4/12/24 10:04 PM
4/12/24 10:04 PM
Certain beauty enthusiasts are growing more interested in choosing products that support their own personal well-being
and the well-being of workers, animals, communities, and the environment, and they are increasingly supporting brands
whose products and actions align with their own values. Reflecting the growing importance of these trends, in fiscal
2020 we launched Conscious Beauty at Ulta Beauty® in all stores, on Ulta.com, and on our mobile applications. This
holistic initiative provides transparency for guests to help them choose brands and products that reflect their personal
values and individual needs. Through this initiative, we certify brands and products across four key pillars, Clean
Ingredients, Cruelty Free, Vegan, and Sustainable Packaging, and recognize brands for their positive impact on our
community. Displayed in stores on an endcap constructed of recycled and recyclable materials, the program launched in
2020 with 187 brands. As of February 3, 2024, more than 300 brands participated in the program, with more than half
certified in more than one pillar. As part of the launch, we published our “Made Without List,” an evolving ingredient
standard for clean beauty products, and established the Conscious Beauty Advisory Council, a coalition of experts at the
forefront of clean beauty, product development, and packaging sustainability. With the help of our Advisory Council, we
will ensure that Conscious Beauty at Ulta Beauty® will continue to evolve and grow as expectations and standards for
clean beauty continue to change.
In the years following the COVID-19 pandemic, consumers have increased their focus on self-care. Based on internal
proprietary research, approximately 65% of consumers see the beauty category as being significantly connected to
wellness. In response to this trend, we created The Wellness Shop, dedicated space in our store and online that offers a
curated assortment of products to support guests wellness journey across six pillars: everyday care, supplements and
ingestibles, relax and renew, down there care, spa at home, and intimate wellness.
We have a long tradition of being a diversity-forward company. We aspire to be beauty at its most inclusive and have
made several important commitments across our marketing, assortment, and training efforts to ensure guests, associates,
partners, and communities feel connected to and reflected at Ulta Beauty and are able to discover beauty on their own
terms. During fiscal 2023, we increased the number of Black-owned and Black-founded brands in our assortment to 50
brands, up 92% since making our commitment to dedicate 15% of our brand assortment to Black-owned, Black-founded
and Black-led brands over time.
We believe our private label, the Ulta Beauty Collection, is a strategically important opportunity for growth and profit
contribution. Our objective is to provide quality, trend-right private label products to continue to strengthen our guests’
perception of Ulta Beauty as a contemporary beauty destination. Ulta Beauty manages the full development cycle of
these products from concept through production to deliver differentiated packaging and formulas that enhance our brand
image. The Ulta Beauty Collection has been certified in the Clean Ingredients and Cruelty Free pillars within the
Conscious Beauty at Ulta Beauty® program. We also offer products such as Tarte Double Duty Beauty cosmetics and IT
Brushes for Ulta Beauty that are permanently exclusive to Ulta Beauty. Similarly, we offer a number of brands and
products that are exclusive for a limited period of time or are offered in advance of our competitors, such as Morphe,
Juvia’s Place, and Good Molecules. The Ulta Beauty Collection and permanent Ulta Beauty exclusive products
represented approximately 3% of our total net sales in fiscal 2023. Both permanent and temporary exclusive products
represented approximately 8% of our total net sales in fiscal 2023.
Categories
We offer a balanced portfolio across six primary categories: (1) cosmetics; (2) skincare; (3) haircare products and styling
tools; (4) fragrance and bath; (5) services; and (6) accessories and other, which includes other revenue sources such as
the private label and co-branded credit card programs, royalties derived from the partnership with Target, and deferred
revenue related to the loyalty program and gift card breakage.
10
89910_ULTA AnnualReport_2024 ALL.indd 18
89910_ULTA AnnualReport_2024 ALL.indd 18
4/12/24 10:04 PM
4/12/24 10:04 PM
The following table sets forth the approximate percentage of net sales attributed to each category for the periods
presented:
(Percentage of net sales)
Cosmetics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Skincare . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Haircare products and styling tools . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fragrance and bath . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accessories and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
February 3,
2024
41%
19%
19%
15%
3%
3%
100%
Fiscal year ended
January 28,
January 29,
2023
42%
17%
21%
14%
3%
3%
100%
2022
43%
17%
20%
14%
3%
3%
100%
Organization
Our merchandising team consists of a Chief Merchandising Officer who oversees the Senior Vice President of Cosmetics
and category Vice Presidents who in turn oversee Divisional Merchandise Managers and their teams of buyers. Our
Chief Merchandising Officer also oversees our centralized merchandise planning and forecasting group to ensure
consistent execution across our omnichannel platforms and our planogram team.
In stores, we present products in an open-sell environment using centrally produced planograms (detailed schematics
showing product placement in the store) and promotional merchandising planners. Our planogram team assists the
merchants and inventory teams to keep new products flowing into stores on a timely basis. All major product categories
undergo planogram revisions on a regular basis, and adjustments are made to assortment mix and product placement
based on current sales trends. Our visual team works with our merchandising team to develop strategic placement of
promotional merchandise, functional and educational signage, and creative product presentation standards in all of our
stores. All stores receive centrally produced promotional merchandising planners to ensure consistent implementation of
our marketing programs.
Planning and allocation
We have developed a disciplined approach to buying and a dynamic inventory planning and allocation process to support
our merchandising strategy. We centrally manage product replenishment to our stores through our merchandise planning
group. This group serves as a strategic partner to, and provides financial oversight of, the merchandising team. The
merchandising team creates a sales forecast by category for the year. Our merchandise planning group creates an open-
to-buy plan, approved by senior executives, for each product category. The open-to-buy plan is updated weekly with
point-of-sale (POS) data, receipts, and inventory levels and is used throughout the year to balance buying opportunities
and inventory return on investment. We believe this structure maximizes our buying opportunities while maintaining
organizational and financial control. POS data is used to calculate sales forecasts and to determine replenishment levels.
We determine promotional product replenishment levels using sales history from similar or comparable events. To
ensure our inventory remains productive, our planning and replenishment group, along with senior executives, monitor
the levels of clearance and aged inventory in our stores on a weekly basis.
Brand partnerships
We have strong, active relationships with our brand partners. Our top ten brand partners, such as L’Oréal and Estée
Lauder Companies, among others, represented 55% and 56% of our total net sales in fiscal 2023 and our fiscal year
ended January 28, 2023 (fiscal 2022), respectively. We believe our brand partners view us as a significant distribution
channel for growth and brand enhancement, and we work closely with them to market both new and existing brands.
All brand partners and respective subcontractors and their facilities are subject to the applicable Ulta Vendor Standards,
which set forth the ethical, legal, social, and workplace standards to meet in order to do business with Ulta Beauty. In
addition to complying with Ulta Vendor Standards, many brand partners have committed to help advance our mission to
11
89910_ULTA AnnualReport_2024 ALL.indd 19
89910_ULTA AnnualReport_2024 ALL.indd 19
4/12/24 10:04 PM
4/12/24 10:04 PM
maintain the beauty of our environment and minimize our impact on the world around us by offering sustainable
packaging. We have made a commitment that 50% of packaging from products sold at our stores will be recyclable,
refillable, or made from recycled or bio-sourced materials by 2025.
Marketing and advertising
We employ a multi-faceted marketing strategy to increase brand awareness, drive traffic to our stores, website, and
mobile applications, acquire new loyalty program members, improve guest retention, increase frequency of shopping,
and increase spend per member. We communicate with our guests and prospective guests through multiple vehicles,
including print advertising, digital and social media, television and radio. These vehicles highlight the breadth of our
selection of prestige, mass and salon beauty products, new products and services, and special offers, as well as build our
emotional connection with guests. Our comprehensive public relations strategy enhances Ulta Beauty’s reputation as a
beauty destination, increases brand awareness, supports our charitable efforts related to the Ulta Beauty Charitable
Foundation, and drives awareness of new products, in-store events, and new store openings.
The Ulta Beauty Rewards loyalty program is an important tool to increase retention of existing guests and to enhance
their loyalty to the Ulta Beauty brand. Our CRM platform enables sophisticated analysis of the customer data in our
loyalty member database as well as greater personalization of our marketing campaigns and day-to-day communications.
Our data demonstrates that loyalty members spend more per visit as compared to non-members. Ulta Beauty Rewards
enables customers to earn points based on their purchases at Ulta Beauty stores, through our digital platforms, and at
Ulta Beauty at Target. Points earned are valid for at least one year and may be redeemed on any product we sell or
service we provide in Ulta Beauty stores or through our digital platforms. To enhance our loyalty program, we offer co-
branded and private label credit cards. The credit cards drive higher wallet share and greater loyalty from our rewards
members, provide increased consumer insights, and offer attractive economics. Furthermore, we continue to expand our
gift card program through increased distribution in our store and online channels and through partnerships with third
parties.
We are directing a growing percentage of our marketing expense towards digital, social media, and streaming
advertising. We believe these channels are highly effective in communicating with existing guests, as well as driving
consideration amongst those who have not yet shopped with us. Our digital marketing strategy includes search engine
optimization, paid search, mobile advertising, social media, display advertising, and other digital marketing channels.
Digital marketing, coupled with our national TV and radio advertising, has helped us increase brand awareness and
consideration among those not familiar with Ulta Beauty, which we believe has resulted in new guests.
Retail media network
We have a deep understanding of our Ulta Beauty Rewards loyalty members and their preferences. This unique
understanding combined with our ongoing investment in data analytics and CRM capabilities enables us to create
personalized experiences and value for our guests and has unlocked new ways for us to support our brand partners and
drive additional vendor income. In 2022 we launched our retail media network, UB Media, to transform the way our
brand partners can connect with beauty enthusiasts. UB Media offers brands a suite of media and advertising capabilities
that aim to personalize guest engagement and drive the acquisition of new guests.
Staffing and operations
Retail stores
Our current Ulta Beauty store format is typically staffed with a general manager, a services manager, and three associate
managers, along with approximately 28 full- and part-time associates, including approximately four to eight prestige
consultants and five to ten licensed salon professionals. The management team in each store reports to the General
Manager. The General Manager oversees all store activities including salon management, inventory management,
merchandising, cash management, scheduling, hiring, and guest services. Members of store management receive bonuses
depending on their position and based upon various performance metrics. Each General Manager reports to a District
Manager, who in turn reports to a Regional Vice President of Operations, who in turn reports to a Senior Vice President
12
89910_ULTA AnnualReport_2024 ALL.indd 20
89910_ULTA AnnualReport_2024 ALL.indd 20
4/12/24 10:04 PM
4/12/24 10:04 PM
of Stores, who in turn reports to the Chief Store Operations Officer, who in turn reports to the President and Chief
Operating Officer, who in turn reports to the Chief Executive Officer. Each store team receives additional support from
time to time from recruiting specialists for the retail and salon operations, regionally based talent development managers,
a field loss prevention team, service district educators and service district leaders, and brand partners.
Ulta Beauty stores are open seven days a week, typically eleven hours a day, Monday through Saturday, and seven hours
on Sunday. Our stores have extended hours during the holiday season.
Salon services
A typical salon is staffed with five to ten licensed salon professionals, including six or more stylists, and select stores
have an esthetician. Our most productive salons have a guest coordinator and an assistant manager. Our services district
educators and brand partner education classes create a comprehensive educational program for approximately 7,500 Ulta
Beauty salon professionals.
Supply chain
Our vision is to build and operate a dynamic and agile end-to-end supply chain that improves operational efficiency,
performance, and guest experience to fuel organizational growth effectively. This includes enhanced systems and
processes as well as a modernized distribution center network to support our new store and e-commerce growth. We
operate four regional distribution centers that support both stores and e-commerce demand, and two fast fulfillment
centers that support e-commerce orders only. In fiscal 2023, we opened our first market fulfillment center, which is
smaller than our regional distribution centers, and focuses on our most productive products and supports e-commerce
sales and store demand, enabling us to improve service and responsiveness, especially in markets with high store and
population density. In addition, approximately 400 stores fulfill e-commerce orders as part of our ship-from-store
program.
Inventory is shipped from our suppliers to our distribution centers, fast fulfillment centers, and market fulfillment
centers. We replenish our stores with such products primarily in eaches (i.e., less-than-case quantities), which allows us
to ship less than an entire case when only one or two of a particular product is required. Our distribution centers, fast
fulfillment centers, and market fulfillment centers use warehouse management software systems to manage inventory to
support product purchase decisions. Product is delivered to stores using a broad network of contract and local pool (final
mile) carriers.
Human capital management
We believe our associates, with their combined skills, knowledge, experiences, and commitment to serving our guests,
are among our most important resources and are critical to our continued success. We strive to make Ulta Beauty a great
place to work by leading with our hearts, caring for each other in everything we do, and demonstrating integrity,
authenticity and inclusivity in our daily actions.
The following table sets forth the approximate number of associates employed as of February 3, 2024:
Full-time . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Part-time . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total associates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
20,000
36,000
56,000
We have no collective bargaining agreements and have not experienced any work stoppages. We believe we have good
relationships with our associates.
Diversity, equity, and inclusion
Our goal is to create an inclusive environment where associates feel they can be their authentic selves and every guest is
optimally served, regardless of differences. A critical way we achieve this is by educating all associates on the lived
13
89910_ULTA AnnualReport_2024 ALL.indd 21
89910_ULTA AnnualReport_2024 ALL.indd 21
4/12/24 10:04 PM
4/12/24 10:04 PM
experiences of their peers and key moments in time that have cultural or heritage significance, as well as the unconscious
beliefs and biases that shape our behavior today. We embed diversity, equity, and inclusion (DEI) efforts through a
cross-functional approach, led by our Chief Executive Officer, to ensure teams remain energized and motivated to lead in
this critical space and integrate DEI in all that we do. We accomplish this through inclusive recruitment strategies,
dedicating time to celebrate intersectionality and diversity, encouraging associates to build personal habits through
everyday inclusive actions, and managing a diverse leaders program to empower, inspire, and educate high-potential
diverse associates.
In addition, we aim to ensure that all in-store experiences are equitable, fair, and unbiased. We take action to support this
goal by conducting quarterly trainings for in-store associates and providing weekly learning opportunities to focus on
guest perspectives and reinforce key takeaways. We offer similar training across the organization to help key decision-
makers and associates in their own learning journeys and support our Champion Diversity value and inclusion
competency.
The following table sets forth key metrics as of February 3, 2024:
Women . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Men . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
People of color . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Oversight and management
Board of
Directors
55%
45%
36%
Leadership
65%
35%
26%
All Other
Associates
91%
9%
55%
We strive to make sure that our associates are at the heart of every decision we make. The Chief Human Resources
Officer, along with the entire executive team, is responsible for developing and executing the Company’s human capital
strategy. This includes the attraction, acquisition, development, and engagement of talent and the design of associate
compensation and benefits programs. Our human capital objectives and initiatives, including the risks related to
compensation policies and practices, management development and leadership succession, DEI policies and practices,
and implementation and compliance monitoring of our code of business conduct, are also overseen by individual Board
committees as described in our corporate governance guidelines.
We believe open and honest two-way communication is critical to maintaining strong associate engagement. We
regularly conduct an associate engagement survey to determine associates’ satisfaction with their roles, their leaders, and
the Company as a whole, which our executive team reviews and monitors. Our leadership team also hosts roundtable
sessions, as well as additional forums, including department town halls, store and distribution center visits, and other
small group gatherings, to dive deeper on specific topics.
Training and development
Our success is dependent, in part, on our ability to attract, train, retain, and motivate qualified associates at all levels of
the organization. We are committed to continually developing our associates and providing career advancement
opportunities. Our associates and management teams are essential to our store expansion strategy. We use a combination
of existing managers, promoted associates, and outside hires to support our new stores. The majority of our promotions
are internal. As we continue to promote and develop from within, we are building a bench of associates and leaders who
understand our business well and support our values-driven culture.
All of our associates participate in an interactive new-hire orientation through which each associate becomes acquainted
with Ulta Beauty’s mission, vision, and values. Through our learning management system and our digital workplace
system, we provide continuing education to associates throughout their careers at Ulta Beauty. Additionally, our
leadership development program prepares promising future leaders for new levels of responsibility.
14
89910_ULTA AnnualReport_2024 ALL.indd 22
89910_ULTA AnnualReport_2024 ALL.indd 22
4/12/24 10:04 PM
4/12/24 10:04 PM
Compensation and benefits
Our commitment to our associates and their well-being is one of our highest priorities. We have assembled a suite of
benefits that affirms and supports all that our associates contribute every day, including:
• Health care coverage is offered to those who work more than 30 hours a week in any position. Coverage
extends to eligible dependents, including spouses, domestic partners, and children under the age of 26. We offer
comprehensive medical plans that empower associates to choose the coverage that best suits them.
401(k) plan with up to a 4% company match.
•
• Disability and life insurance.
• Company-paid short-term disability pay at 80% of pay.
• Additional insurance options, including legal, pet, home, and auto.
• Tuition reimbursement program.
• Paid time off, including an extended illness bank.
• Discounts on retail products and salon services.
In addition, we believe wellness, like beauty, is more than skin deep, so we offer mental health resources, such as
counseling services and access to mobile applications, financial wellness planning and guidance, and health mobile
applications and educational resources for soon-to-be parents.
The Ulta Beauty Charitable Foundation supports the Associate Relief Program to assist associates facing unforeseen
financial hardship. The Associate Relief Program provides short-term financial support to reimburse medical bills or
support temporary housing.
Sustainability
We strive to operate in an environmentally responsible manner. Our retail stores are focused on energy reduction efforts
by maintaining safe indoor air for all customers while products are being used in our salons, using adequate energy-
efficient lighting, managing the in-store temperatures, and making efficient use of water needed for our salon services. In
addition, we will continue to look for ways to reduce our carbon footprint by investments in renewable energy credits
and working with our brand partners to identify ways to work together to reduce Scope 3 emissions.
Information technology
We are committed to using technology to enhance our competitive position. We intend to leverage our technology
infrastructure and systems to gain operational efficiencies through more effective use of our systems, people, and
processes. In fiscal 2021, we began a multi-year strategic investment agenda to upgrade key elements of our technology
infrastructure including upgrading our our enterprise resource planning platform and refreshing our POS system in all
stores, driving our digital store transformation, and building a modern ecosystem for future analytics and data-driven
decisioning capabilities. Collectively, these investments are aimed at providing a flexible and scalable operating
environment allowing for greater business efficiency and enhancing the guest experience. We will continue to make
investments in our information systems to facilitate growth and enhance our competitive position. Also see
“Cybersecurity” included as part of Item 1C. of this Annual Report on Form 10-K.
Intellectual property
We have registered trademarks in the United States and other countries. The majority of our trademark registrations
contain the ULTA mark, including Ulta Beauty and two related designs, Ulta.com and Ulta Salon, Cosmetics &
Fragrance (and design). We maintain our marks and monitor filing deadlines for renewal and continued validity. All
marks that are deemed material to our business have been applied for or registered in the United States and select foreign
countries, including Canada, Mexico and other countries in Latin America, Europe, and Asia.
15
89910_ULTA AnnualReport_2024 ALL.indd 23
89910_ULTA AnnualReport_2024 ALL.indd 23
4/12/24 10:04 PM
4/12/24 10:04 PM
We believe our trademarks, especially those related to the Ulta Beauty brand, “All Things Beauty. All In One Place. ®”,
“The Possibilities are Beautiful®”, “21 Days of Beauty®”, and “Conscious Beauty at Ulta Beauty®” have significant
value and are important to building brand recognition.
Government regulation
We are affected by extensive laws, governmental regulations, administrative determinations, court decisions, and similar
constraints. Such laws, regulations, and other constraints exist at the federal, state, or local levels in the United States.
The products we sell, such as cosmetics (including products with cannabidiol), dietary supplements, food, over-the-
counter (OTC) drugs, medical devices, and styling tools, including our Ulta Beauty branded products, may be subject to
regulation by the U.S. Food and Drug Administration (FDA), the U.S. Federal Trade Commission (FTC), the Consumer
Product Safety Commission (CPSC), the Environmental Protection Agency (EPA), state regulatory agencies, and State
Attorneys General (State AGs). Such regulations principally relate to the safety, labeling, manufacturing, advertising,
and distribution of the products. In addition, the salon services provided in our stores may be subject to state and local
regulations.
Cosmetics, OTC drugs, medical devices, and dietary supplements have specific regulatory requirements, including but
not limited to ingredient, labeling, manufacturing, and holding requirements. Products such as wrinkle reducing lights
may be classified as medical devices and, in addition to being subject to labeling and manufacturing requirements, may
also be subject to premarketing review by the FDA. Finally, products such as styling tools (e.g., blow dryers and curling
irons) are regulated by the CPSC, which has strict requirements including the requirement to report certain product
defects. The labeling and packaging of all of these products may also be subject to the requirements of the Fair
Packaging and Labeling Act and state specific requirements.
Further, statements we make in advertising, including statements about the safety or efficacy of products, pricing, and
environmental claims, are subject to federal and state consumer protection laws, which generally prohibit unfair or
deceptive practices.
Federal, state, municipal, and local labor and employment statutes, laws, ordinances, regulations, mandates, and taxation
laws, to which most retailers are typically subject, also impact our day-to-day operations. We are also subject to typical
governmental and real estate land use restrictions and typical advertising and consumer protection laws (both federal and
state). Our services operations are subject to state board regulations and state licensing requirements.
In our store leases, we require our landlords to obtain all necessary governmental approvals and permits for the site to be
used as a retail site, and we also ask them to obtain any governmental approvals and permits for our specific use (but at
times the responsibility for obtaining governmental approvals and permits for our specific use falls to us). As applicable,
we require our landlords to deliver a certificate of occupancy for any work they perform on our buildings or the shopping
centers in which our stores are located. If required by the municipality, we are responsible for delivering a certificate of
occupancy for any remodeling or build-outs that we perform and are responsible for complying with all applicable laws
in connection with such construction projects or build-outs.
Seasonality
Our business is subject to seasonal fluctuation. Significant portions of our net sales and profits are realized during the
fourth quarter of the fiscal year due to the holiday selling season. To a lesser extent, our business is also affected by
Mother’s Day and Valentine’s Day.
Available information
Our principal website address is www.ulta.com. We make available at this address under investor relations (at
https://ulta.com/investor), free of charge, our proxy statement, annual report to shareholders, annual report on
Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and all amendments to those reports as soon
as reasonably practicable after such material is electronically filed with or furnished to the SEC. Information available on
our website is not incorporated by reference in and is not deemed a part of this Form 10-K. In addition, our filings with
16
89910_ULTA AnnualReport_2024 ALL.indd 24
89910_ULTA AnnualReport_2024 ALL.indd 24
4/12/24 10:04 PM
4/12/24 10:04 PM
the SEC may be accessed through the SEC’s website at www.sec.gov. All statements made in any of our securities
filings, including all forward-looking statements or information, are made as of the date of the document in which the
statement is included, and we do not assume or undertake any obligation to update any of those statements or documents
unless we are required to do so by law.
Item 1A. Risk Factors
The risks described below could materially and adversely affect our business, financial condition, results of operations,
or future growth. We could also be affected by additional risks that apply to all companies operating in the United
States, as well as other risks that are not presently known to us or that we currently consider to be immaterial. You
should carefully consider the following risks and all of the other information contained in this Annual Report on
Form 10-K before making an investment in our common stock.
Business, Operational and Strategic Risks
We may not be able to sustain our growth plans and successfully implement our long-range strategic, operational and
financial plans, which could have a material adverse effect on our business, financial condition, profitability, and
cash flows.
Our continued and future growth largely depends on our ability to implement our long-range strategic, operational and
financial plans and successfully open and operate new stores profitably. There can be no assurance that we will be
successful in implementing our growth plans, long-range strategic imperatives and/or operational excellence priorities,
including continuous improvement, Project SOAR (our replacement enterprise resource planning platform) and supply
chain optimization, and our failure to do so could have a material adverse effect on our business, financial condition,
profitability, and cash flows.
If we are unable to gauge beauty trends and react to changing consumer preferences in a timely manner, our sales
may decrease.
We believe our success depends in substantial part on our ability to:
•
•
•
•
•
recognize and define product and beauty trends;
anticipate, gauge, and react to changing consumer preferences (including relating to sustainability of product
sources and packaging, ingredient transparency, and animal welfare) in a timely manner;
translate market trends into appropriate, saleable product and service offerings in our stores and salons in
advance of our competitors;
develop and maintain vendor relationships that provide us access to the newest merchandise on reasonable
terms; and
distribute merchandise to our stores in an efficient and effective manner and maintain appropriate in-stock
levels.
If we are unable to anticipate and fulfill the merchandise needs of the consumer, our net sales may decrease and we may
be forced to increase markdowns of slow-moving merchandise, either of which could have a material adverse effect on
our business, financial condition, profitability, and cash flows.
Any significant interruption in the operations of our distribution, fast fulfillment, and market fulfillment centers
could disrupt our ability to deliver merchandise to our stores and guests in a timely manner, which could have a
material adverse effect on our business, financial condition, profitability, and cash flows.
We distribute products to our stores without supplementing such deliveries with direct-to-store arrangements from
vendors or wholesalers. We are a retailer carrying approximately 25,000 beauty products that change on a regular basis
in response to beauty trends, which makes the success of our operations particularly vulnerable to disruptions in our
distribution infrastructure. Any significant interruption in the operation of our supply chain infrastructure, such as
disruptions in our information systems, disruptions in operations due to fire, natural disasters, or other catastrophic
17
89910_ULTA AnnualReport_2024 ALL.indd 25
89910_ULTA AnnualReport_2024 ALL.indd 25
4/12/24 10:04 PM
4/12/24 10:04 PM
events, labor disagreements, inventory availability, or shipping and transportation problems, could drastically reduce our
ability to receive and process orders and provide products and services to our stores and guests, which could have a
material adverse effect on our business, financial condition, profitability, and cash flows. In addition, shipping and
transportation costs represent a component of our cost structure and an increase in shipping and transportation costs,
including as a result of inflationary pressures, could have a material adverse effect on our business, financial condition,
profitability, and cash flows.
Our e-commerce platform exposes us to certain additional risks which could adversely affect our results of
operations.
We offer most of our beauty products for sale through our Ulta.com website and through our mobile applications. As a
result, we encounter risks and difficulties frequently experienced by internet-based businesses, including risks related to
our ability to attract and retain customers on a cost-effective basis and our ability to operate, support, expand, and
develop our internet operations, website, mobile applications and software, and other related operational systems.
Although we believe that our omnichannel participation is a distinct advantage for us due to synergies and the potential
for new customers, supporting product offerings through these channels can create issues that have the potential to
adversely affect our results of operations. For example, if our e-commerce platform successfully grows, it may do so in
part by attracting existing guests, rather than new guests, who choose to purchase products from us online or through our
mobile applications rather than from our physical stores, thereby reducing the financial performance of our stores. In
addition, offering different products through each channel could cause conflicts and cause some of our current or
potential internet or mobile customers to consider competing distributors of beauty products. Offering products through
our internet channel or through our mobile applications could also cause some of our current or potential vendors to
consider competing internet or mobile offerings of their products either on their own or through competing distributors.
Additionally, omnichannel retailing continues to rapidly evolve, and we must keep pace with changing guest
expectations and new developments by our competitors. As we continue to grow our e-commerce platform, the impact of
attracting existing rather than new guests, conflicts between product offerings online or through our mobile applications
and through our stores, and opening up our channels to increased competition from pure-play e-commerce companies
could have a material adverse effect on our business, financial condition, profitability, and cash flows. In addition, if we
are unable to make, improve, or develop relevant guest-facing technology in a timely manner, our ability to compete and
our results of operations could be adversely affected.
Increased costs or interruption in our third-party vendors’ overseas sourcing operations could disrupt production,
shipment, or receipt of some of our merchandise, which could result in lost sales and could increase our costs.
We directly source the majority of our Ulta Beauty branded product components and gifts with purchase and other
promotional products through third-party vendors using foreign factories. In addition, many of our vendors use overseas
sourcing to varying degrees to manufacture some or all of their products. Any event causing a disruption of
manufacturing or imports from such foreign countries, including the imposition of import restrictions, geopolitical
events, unanticipated political changes, increased customs duties, and legal or economic restrictions on overseas
suppliers’ ability to produce and deliver products, could result in substantial disruptions in our supply chain (including
inventory availability) and materially harm our operations. We have no long-term supply contracts with respect to such
foreign-sourced items, many of which are subject to existing or potential duties, tariffs, or quotas that may limit the
quantity of certain types of goods that may be imported into the United States from such countries. Our business is also
subject to a variety of other risks generally associated with sourcing goods from abroad, such as political instability,
disruption of imports by labor disputes, and local business practices. Our sourcing operations may also be hurt by health
concerns regarding infectious diseases in countries in which our merchandise is produced, adverse weather conditions or
natural disasters that may occur overseas, or acts of war or terrorism, to the extent these acts affect the production,
shipment, or receipt of merchandise. Our future operations and performance will be subject to these factors, and these
factors could have a material adverse effect on our business, financial condition, profitability, and cash flows or may
require us to modify our current business practices and incur increased costs.
18
89910_ULTA AnnualReport_2024 ALL.indd 26
89910_ULTA AnnualReport_2024 ALL.indd 26
4/12/24 10:04 PM
4/12/24 10:04 PM
We rely on our good relationships with brand partners to purchase prestige, mass, and salon beauty products on
reasonable terms, and to offer certain brands or products that are permanently or temporarily exclusive to us. If these
relationships were to be impaired, or if certain brand partners were to change their distribution model or are unable
to supply sufficient merchandise to keep pace with our growth plans, we may not be able to obtain a sufficient
selection or volume of merchandise on reasonable terms, and we may not be able to respond promptly to changing
trends in beauty products, either of which could have a material adverse effect on our competitive position, business,
financial condition, profitability, and cash flows.
We have no long-term supply agreements with brand partners, and therefore, our success depends on maintaining good
relationships with our brand partners. Our business depends to a significant extent on the willingness and ability of our
brand partners to supply us with a sufficient selection and volume of products to stock our stores. Some of our prestige
brand partners may not have the capacity to supply us with sufficient merchandise to keep pace with our growth plans.
We also have strategic partnerships with certain core brands, which have allowed us to benefit from the growing
popularity of such brands. Any of our other core brands could in the future decide to scale back or end its partnership
with us and strengthen its relationship with our competitors, which could negatively impact the revenue we earn from the
sale of such products. If we fail to maintain strong relationships with our existing brand partners, or if we fail to continue
acquiring and strengthening relationships with additional brand partners of beauty products, our ability to obtain a
sufficient amount and variety of merchandise on reasonable terms may be limited, which could have a negative impact
on our competitive position.
During fiscal 2023 and fiscal 2022, merchandise supplied to Ulta Beauty by our top ten brand partners accounted for
approximately 55% and 56% of our net sales, respectively. There continues to be vendor consolidation within the beauty
products industry. The loss of or a reduction in the amount of merchandise made available to us by any one of these key
vendors, or by any of our other brand partners, could have a material adverse effect on our business, financial condition,
profitability, and cash flows.
We also offer products that are permanently exclusive to us and offer a number of brands and products that are exclusive
to us for a limited period of time or are offered in advance of our competitors. If our brand partners ceased granting us
permanent or temporary exclusive rights our net sales could be negatively impacted, which could have a material adverse
effect on our business, financial condition and profitability.
If we are unable to protect against inventory shrink, our results of operations and financial condition could be adversely
affected.
Our business depends on our ability to effectively manage our inventory. Risk of inventory loss (also called shrink) is
inherent in the retail business. We have historically experienced inventory shrink due to damage, theft (including from
organized retail crime), and other causes. While some level of inventory shrink is unavoidable, we continue to
experience elevated levels of inventory shrink relative to historical levels, which have adversely affected, and could
continue to adversely affect, our results of operations and financial condition. To protect against rising inventory shrink,
we have taken, and may continue to take, certain operational and strategic actions that could adversely affect our
reputation, guest experience, and results of operations.
Our comparable sales and quarterly financial performance may fluctuate for a variety of reasons, which could result
in a decline in the price of our common stock.
Our comparable sales and quarterly results of operations have fluctuated in the past, and we expect them to continue to
fluctuate in the future. A variety of factors affect our comparable sales and quarterly financial performance, including:
•
•
•
•
•
general U.S. economic conditions and, in particular, the retail sales environment;
changes in our merchandising strategy or mix;
performance of our new and remodeled stores;
the effectiveness of our inventory management;
timing and concentration of new store openings, including additional human resource requirements and related
pre-opening and other start-up costs;
19
89910_ULTA AnnualReport_2024 ALL.indd 27
89910_ULTA AnnualReport_2024 ALL.indd 27
4/12/24 10:04 PM
4/12/24 10:04 PM
•
•
•
•
•
cannibalization of existing store sales by new store openings;
timing and effectiveness of our marketing activities;
seasonal fluctuations due to weather conditions;
actions by our existing or new competitors; and
hurricanes, tornadoes, wildfires, earthquakes, mudslides, other natural disasters, epidemics or pandemics, and
geopolitical events.
Accordingly, our results for any one fiscal quarter are not necessarily indicative of the results to be expected for any
other quarter, and comparable sales for any particular future period may decrease. In that event, the price of our common
stock may decline.
The capacity of our distribution and order fulfillment infrastructure and the performance of our distribution centers,
fast fulfillment centers, and market fulfillment centers may not be adequate to support our future growth, which
could prevent the successful implementation of these plans or cause us to incur excess costs to expand this
infrastructure, which could have a material adverse effect on our business, financial condition, profitability, and cash
flows.
We currently operate four regional distribution centers, which house the distribution operations for Ulta Beauty retail
stores together with the order fulfillment operations of our e-commerce platform, two fast fulfillment centers (e-
commerce only), and one market fulfillment center (with a second one expected to open in fiscal 2024), which focuses
on our most productive products and supports e-commerce and retail stores. To support our expected future growth and
to maintain the efficient operation of our business, it is likely additional distribution facilities will be added in the future.
Our failure to effectively upgrade and expand our distribution capacity on a timely basis to keep pace with our
anticipated growth in stores and the performance of our distribution centers could have a material adverse effect on our
business, financial condition, profitability, and cash flows.
If our marketing, advertising and promotional programs are unsuccessful, our results of operations and financial
condition could be adversely affected.
Customer traffic and demand for our merchandise are influenced by our advertising, marketing, and promotional
activities. We use marketing, advertising, and promotional programs to attract customers through various media,
including social media, websites, mobile applications, email, and print. Our future growth and profitability will depend
in part upon the effectiveness and efficiency of our advertising and marketing programs. Further, disruption to certain
media channels could have a material adverse effect on our results of operations and financial condition.
Use of social media may adversely impact our reputation.
Given the pervasive use of social media platforms, including blogs, social media websites, and other forms of internet-
based and mobile communications, negative commentary regarding us or the products we sell may be adverse to our
reputation or business. Customers value readily available information and often act on such information without further
investigation and without regard to its accuracy or source. The harm may be immediate without affording us an
opportunity for redress or correction.
We also use social media platforms as marketing tools. For example, we maintain Facebook, Twitter, Instagram, TikTok,
and Pinterest accounts. As laws and regulations evolve to govern the use of these platforms and devices, the failure by
us, our employees, or third parties acting at our direction to abide by applicable laws and regulations in the use of these
platforms and devices could adversely impact our business, financial condition, profitability, and cash flows.
If we fail to retain our existing senior management team or attract qualified new personnel at all levels, such failure
could have a material adverse effect on our business, financial condition, profitability, and cash flows.
Our business requires disciplined execution at all levels of our organization. This execution requires an experienced and
talented management team. If we were to lose the benefit of the experience, efforts, and abilities of key executive
personnel, it could have a material adverse effect on our business, financial condition, profitability, and cash flows.
20
89910_ULTA AnnualReport_2024 ALL.indd 28
89910_ULTA AnnualReport_2024 ALL.indd 28
4/12/24 10:04 PM
4/12/24 10:04 PM
Furthermore, our ability to manage our retail expansion requires us to continue to train, motivate, and manage our
associates. We also need to attract, motivate, and retain additional qualified executive, managerial, and merchandising
personnel and store and distribution center associates. Competition for this type of personnel is intense, and we may not
be successful in attracting, assimilating, and retaining the personnel required to grow and operate our business profitably.
In addition, fluctuations in the cost of labor, including as a result of inflationary pressures on wages, may negatively
impact our profitability and cash flows.
Our secured revolving credit facility contains certain restrictive covenants that could limit our operational flexibility,
including our ability to open stores.
We have an $800.0 million secured revolving credit facility with a term expiring in March 2029. Substantially all of our
assets are pledged as collateral for outstanding borrowings under the agreement. The credit facility agreement contains
usual and customary restrictive covenants that, among other things, limit our ability to incur additional indebtedness, pay
cash dividends and repurchase our stock, and merge or consolidate with another entity, and requires us to maintain a
fixed charge coverage ratio of not less than 1.0 to 1.0 during such periods when availability under the agreement falls
below a specified threshold. These covenants could restrict our operational flexibility and any failure to comply with
these covenants or our payment obligations would limit our ability to borrow under the credit facility and, in certain
circumstances, may allow the lenders thereunder to require repayment.
Economic, Market and Other External Risks
Macroeconomic conditions could have a material adverse impact on our business, financial condition, profitability,
and cash flows.
Macroeconomic conditions, including inflation, elevated interest rates and recessionary concerns, as well as continuing
labor cost pressures, and transportation and shipping cost pressures, have had, and may continue to have, a negative
impact on our business, financial condition, profitability, and cash flows. We expect the impact of inflationary cost
pressures to continue in 2024, and we continue to closely monitor macroeconomic conditions, including customer
behavior, and the impact of these factors on customer demand. Continuing or worsening inflation, recessionary concerns
and/or cost pressures, may have a material adverse impact on our business, financial condition, profitability, and/or cash
flows.
Although we do not have any operations outside the United States, geopolitical events, including the ongoing conflicts in
Ukraine and the Middle East, have caused greater uncertainty in the global economy and exacerbated the inflation
situation.
The health of the economy may affect consumer purchases of discretionary items such as beauty products and salon
services, which could have a material adverse effect on our business, financial condition, profitability, and cash flows.
Our results of operations may be materially affected by conditions in the capital markets and the economy generally. We
appeal to a wide demographic consumer profile and offer an extensive selection of beauty products sold directly to retail
consumers and premium salon services. Uncertainty in the economy could adversely impact consumer purchases of
discretionary items across all of our product categories, including prestige beauty products and premium salon services.
Factors that could affect consumers’ willingness to make such discretionary purchases include: general business
conditions, inflationary pressures, recessionary concerns, levels of employment, interest rates, tax rates, the availability
of consumer credit, consumer confidence in future economic conditions, and risks related to epidemics or pandemics and
geopolitical events. In the event of a prolonged period of inflation, an economic downturn or a recession, consumer
spending habits could be adversely affected, and we could experience lower than expected net sales.
In addition, a general deterioration in economic conditions could adversely affect our commercial partners including our
brand partners as well as the real estate developers and landlords who we rely on to construct and operate centers in
which our stores are located. A bankruptcy or financial failure of a significant vendor or a number of significant real
estate developers or shopping center landlords could have a material adverse effect on our business, financial condition,
profitability, and cash flows. Additionally, volatility and disruption to the capital and credit markets may have a
21
89910_ULTA AnnualReport_2024 ALL.indd 29
89910_ULTA AnnualReport_2024 ALL.indd 29
4/12/24 10:04 PM
4/12/24 10:04 PM
significant, adverse impact on global economic conditions, resulting in inflationary or recessionary pressures and
declines in consumer confidence and economic growth, which, in turn, may lead to declines in consumer spending.
Reduced consumer spending could cause changes in customer order patterns and changes in the level of merchandise
purchased by our customers, and may signify a reset of consumer spending habits, all of which may adversely affect our
business, financial condition, profitability, and cash flows.
We may be unable to compete effectively in our highly competitive markets.
The markets for beauty products and salon services are highly competitive with few barriers to entry. We compete
against a diverse group of retailers, both small and large, including regional and national department stores, specialty
retailers, drug stores, mass merchandisers, high-end and discount salon chains, locally owned beauty retailers and salons,
online capabilities of national retailers, pure-play e-commerce companies, online marketplaces, catalog retailers, and
direct response television, including television home shopping retailers and infomercials. We believe the principal bases
upon which we compete are the breadth of merchandise, our value proposition, the quality of our guests’ shopping
experience, and the convenience of our stores as one-stop destinations for beauty products and salon services. Many of
our competitors are, and many of our potential competitors may be, larger and have greater financial, marketing, and
other resources and therefore, may be able to adapt to changes in customer requirements more quickly, devote greater
resources to the marketing and sale of their products, generate greater national brand recognition, or adopt more
aggressive pricing policies than we can. As a result, we may lose market share, which could have a material adverse
effect on our business, financial condition, profitability, and cash flows.
A reduction in traffic to, or the closing of, the other destination retailers in the shopping areas where our stores are
located could significantly reduce our sales and leave us with excess inventory, which could have a material adverse
effect on our business, financial condition, profitability, and cash flows.
As a result of our real estate strategy, most of our stores are located in off-mall shopping areas known as power centers.
Power centers typically contain three to five big-box anchor stores along with a variety of smaller specialty tenants. As a
consequence of most of our stores being located in such shopping areas, our sales are derived, in part, from the volume
of traffic generated by the other destination retailers and the anchor stores in power centers where our stores are located.
Customer traffic to these shopping areas may be adversely affected by the closing of such destination retailers or anchor
stores, or by a reduction in traffic to such stores resulting from a regional or global economic downturn, a public health
crisis, a general downturn in the local area where our store is located, or a decline in the desirability of the shopping
environment of a particular power center. Such a reduction in customer traffic would reduce our sales and leave us with
excess inventory, which could have a material adverse effect on our business, financial condition, profitability, and cash
flows. We may respond by increasing markdowns, initiating marketing promotions, or transferring product to other
stores to reduce excess inventory, which would further decrease our gross profits and net income.
Epidemics, pandemics, natural disasters, or other catastrophes or crises could have a material adverse effect on our
business, financial condition, profitability, and cash flows.
Epidemics, pandemics, or other public health crises, natural disasters, such as hurricanes, tornados, wildfires,
earthquakes, and mudslides, as well as acts of violence or terrorism, have resulted in the temporary closure of our stores
and, in the future, could also result in physical damage to our properties, the temporary closing of our stores, the
temporary closing of our distribution, fast fulfillment, and market fulfillment centers, the temporary lack of an adequate
work force, the temporary or long-term disruption in the supply of products (or a substantial increase in the cost of those
products) from domestic or foreign suppliers, the temporary disruption in the delivery of goods both to and from our
distribution, fast fulfillment, and market fulfillment centers (or a substantial increase in the cost of those deliveries), the
temporary reduction in the availability of products in our stores and/or the temporary reduction in visits to stores by
customers. Accordingly, if one or more epidemics, pandemics, natural disasters, and/or acts of violence or terrorism
were to occur in the future, it could have a material adverse effect on our business, financial condition, profitability, and
cash flows or may require us to incur increased costs.
22
89910_ULTA AnnualReport_2024 ALL.indd 30
89910_ULTA AnnualReport_2024 ALL.indd 30
4/12/24 10:04 PM
4/12/24 10:04 PM
Our stock repurchase programs could affect the price of our common stock and may be suspended or terminated at
any time, which may result in a decrease in the trading price of our common stock.
We may have in place from time to time, a stock repurchase program. Any such stock repurchase program adopted will
not obligate the Company to repurchase any dollar amount or number of shares of common stock and may be suspended
or discontinued at any time, which could cause the market price of our common stock to decline. Repurchases pursuant
to any such stock repurchase program could affect our stock price and the existence of a stock repurchase program could
also cause our stock price to be higher than it would be in the absence of such a program. There can be no assurance that
any stock repurchases will enhance stockholder value because the market price of our common stock may decline below
the levels at which we repurchased shares of common stock.
Climate change might adversely impact our business operations and/or our supply chain.
Scientific consensus shows that carbon dioxide and other greenhouse gases in the atmosphere have caused and will in the
future cause changes in weather patterns around the globe. Climatologists predict these changes will result in the
increased frequency of extreme weather events and natural disasters which could disrupt our business operations or those
of our suppliers. These weather events could also lead to an increased rate of temporary store closures and reduced
customer traffic at our stores. In addition, concern about climate change and greenhouse gases may result in new or
additional legal, legislative, and/or regulatory requirements to reduce or mitigate the effects of climate change on the
environment. Any such new requirements could increase our operating costs for things like energy or packaging, as well
as our product supply chain and distribution costs.
There is also increased focus, including by investors, guests, and other stakeholders, on climate change and other
environmental, social, governance and sustainability matters, including single use plastic, energy, waste and worker
safety. Concern about climate change might cause consumer preferences to change, including moving away from
products or ingredients considered to have high climate change impact and towards products that are more sustainably
made, and we expect to incur additional costs in connection with our initiatives in this area.
Our reputation could be damaged if we do not (or are perceived not to) act responsibly with respect to these matters and,
taken together, these matters could materially and adversely affect our business, financial condition, profitability and
cash flows, as well as our ability to meet the needs of our customers.
Information Security, Cybersecurity, Data Privacy, Regulatory and Legal Risks
Cybersecurity or information security breaches and other disruptions could compromise our information, result in the
unauthorized disclosure of confidential guest, employee, Company and/or business partners’ information, damage
our reputation, and expose us to liability, which could negatively impact our business.
In the ordinary course of our business, we collect, process, and store sensitive and confidential data, including our
proprietary business information and that of our guests, suppliers, and business partners, and personally identifiable
information of our guests and employees, in our data centers and on our networks. The secure processing, maintenance,
and transmission of this information is critical to our operations. We rely on commercially available systems, software,
tools, and monitoring to provide security for processing, transmission, and storage of confidential information. Despite
the security measures we have in place and continual vigilance in regard to the protection of sensitive information, our
systems and those of our third-party service providers may be vulnerable to security breaches, denial-of-service attacks,
break-ins, phishing attacks, social engineering, acts of vandalism, computer viruses, misplaced or lost data, human
errors, or other similar events. Furthermore, we allow certain of our employees to work remotely, as certain of our third-
party service providers also allow, and this remote working environment may increase cybersecurity related risks. Any
such breach could compromise our networks and the information stored there could be accessed, publicly disclosed, lost,
or stolen. Any such access, disclosure, or other loss of information could result in legal claims or proceedings, liability
under laws that protect the privacy of personal information, disrupt our operations, damage our reputation, and cause a
loss of confidence in our business, products, and services, which could adversely affect our business, financial condition,
profitability, and cash flows.
23
89910_ULTA AnnualReport_2024 ALL.indd 31
89910_ULTA AnnualReport_2024 ALL.indd 31
4/12/24 10:04 PM
4/12/24 10:04 PM
We are subject to risks relating to our information technology systems, and any failure to adequately protect our
critical information technology systems, successfully upgrade our information technology systems, or any material
disruption of our information systems could negatively impact financial results and materially adversely affect our
business operations, particularly during the holiday season.
We are dependent on a variety of information systems, including management, supply chain and financial information,
and various other processes and transactions, to effectively manage our business. We also are expanding and upgrading
our information systems (including replacing our enterprise resource planning platform through Project SOAR) to
support historical and expected future growth. The failure of these projects, the failure of our information systems to
perform as designed, or breaches of security could have an adverse effect on our business and results of our operations.
Any material disruption of our systems could disrupt our ability to track, record, and analyze the merchandise that we
sell and could cause delays or cancellation of customer orders or impede the manufacture or shipment of products, the
processing of transactions, our ability to receive and process e-commerce orders, and/or the reporting of financial results.
Our e-commerce operations are increasingly important to our business. The Ulta.com website and our mobile
applications serve as an effective extension of Ulta Beauty’s marketing and prospecting strategies by exposing potential
new customers to the Ulta Beauty brand, product offerings, and enhanced content. As the importance of our website,
mobile applications, and e-commerce operations to our business continues to grow, we are increasingly vulnerable to
downtime and other technical failures. Our failure to successfully respond to these risks could reduce e-commerce sales
and damage our brand’s reputation.
Failure to maintain satisfactory compliance with applicable privacy and data protection laws and regulations may
subject us to negative financial consequences, including civil or criminal penalties, and harm our brand and
reputation.
Complex local, state and national laws and regulations apply to the collection, use, retention, protection, disclosure,
transfer, and other processing of personal data. These privacy and data protection laws and regulations are quickly
evolving, with new or modified laws and regulations proposed and implemented frequently (such as those enacted by
California and certain other states) and existing laws and regulations subject to new or different interpretations and
enforcement. Complying with these laws and regulations may cause us to incur substantial costs, require changes to our
business practices, and limit our ability to obtain data used to provide a differentiated guest experience. In addition, our
failure to comply with applicable laws and regulations or other obligations to which we may be subject relating to
personal data, or to protect personal data from unauthorized access, use, or other processing, could result in enforcement
actions and regulatory investigations against us, claims for damages by guests and other affected individuals, fines,
and/or damage to our brand and reputation, any of which could adversely affect our business, financial condition,
profitability, and cash flows.
Litigation and other legal or regulatory proceedings or claims and the outcome of such litigation, proceedings or
claims, including possible fines and penalties, could have a material adverse effect on our business and any loss
contingency accruals may not be adequate to cover actual losses.
From time to time, we are subject to litigation, including potential class action and single-plaintiff litigation and other
legal or regulatory proceedings or claims in the ordinary course of our business operations regarding, but not limited to,
employment matters, consumer claims, security of consumer and employee personal information, contractual relations
with suppliers, marketing and infringement of trademarks, and other intellectual property rights. Litigation to defend
ourselves against claims by third parties, or to enforce any rights that we may have against third parties, may be
necessary, which could absorb significant management time and/or result in substantial costs and diversion of our
resources, causing a material adverse effect on our business, financial condition, profitability, and cash flows. We
establish accruals for potential liability arising from litigation and other legal or regulatory proceedings or claims when
potential liability is probable and the amount of the loss can be reasonably estimated based on currently available
information. We may still incur legal costs for a matter even if we have not accrued a liability. In addition, actual losses
may be higher than the amount accrued for a certain matter, or in the aggregate. Any resolution of litigation or other
legal or regulatory proceedings or claims could materially adversely impact our business, financial condition,
profitability, and cash flows.
24
89910_ULTA AnnualReport_2024 ALL.indd 32
89910_ULTA AnnualReport_2024 ALL.indd 32
4/12/24 10:04 PM
4/12/24 10:04 PM
Specifically, our technologies, promotional products purchased from third-party vendors, and/or Ulta Beauty branded
products, or potential products in development may infringe rights under patents, patent applications, trademark,
copyright, or other intellectual property rights of third parties in the United States and abroad. These third parties could
bring claims against us that would cause us to incur substantial expenses and, if successful, could cause us to pay
substantial damages. Further, if a third party were to bring an intellectual property infringement suit against us, we could
be forced to stop or delay development, manufacturing, or sales of the product that is the subject of the suit.
As a result of intellectual property infringement claims, or to avoid potential claims, we may choose to seek, or be
required to seek, a license from the third party and would most likely be required to pay license fees or royalties or both.
These licenses may not be available on acceptable terms, or at all. Ultimately, we could be prevented from
commercializing a product or be forced to cease some aspect of our business operations if, as a result of actual or
threatened intellectual property infringement claims, we are unable to enter into licenses on acceptable terms. Even if we
were able to obtain a license, the rights may be non-exclusive, which would give our competitors access to the same
intellectual property. The inability to enter into licenses could harm our business significantly.
If our manufacturers are unable to produce products manufactured uniquely for Ulta Beauty, including the Ulta
Beauty Collection and Ulta Beauty branded gifts with purchase and other promotional products, consistent with
applicable regulatory requirements, we could suffer lost sales and be required to take costly corrective action, which
could have a material adverse effect on our business, financial condition, profitability, and cash flows.
We do not own or operate any manufacturing facilities and therefore depend upon independent third-party vendors for
the manufacture of all products manufactured uniquely for Ulta Beauty, including the Ulta Beauty Collection and Ulta
Beauty branded gifts with purchase and other promotional products. The FDA does not currently have a pre-market
approval system for cosmetics, but requires safety and efficacy substantiation. If we or our third-party manufacturers fail
to comply with applicable regulatory requirements, we could be required to take costly corrective action. In addition,
sanctions under various laws may include seizure of products, injunctions against future shipment of products, restitution
and disgorgement of profits, operating restrictions, and criminal prosecution. These events could interrupt the marketing
and sale of our Ulta Beauty branded products, severely damage our brand reputation and image in the marketplace,
increase the cost of our products, cause us to fail to meet customer expectations, or cause us to be unable to deliver
merchandise in sufficient quantities or of sufficient quality to our stores, any of which could result in lost sales, which
could have a material adverse effect on our business, financial condition, profitability, and cash flows.
We, as well as our vendors, are subject to laws and regulations that could require us to modify our current business
practices and incur increased costs, which could have a material adverse effect on our business, financial condition,
profitability, and cash flows.
In our U.S. markets, numerous laws and regulations at the federal, state, and local levels can affect our business. Legal
requirements are frequently changed and subject to interpretation, and we are unable to predict the ultimate cost of
compliance with these requirements or their effect on our operations. If we fail to comply with any present or future laws
or regulations, we could be subject to future liabilities, a prohibition on the operation of our stores, or a prohibition on
the sale of our Ulta Beauty branded products. In particular, failure to adequately comply with the following legal
requirements could have a material adverse effect on our business, financial condition, profitability, and cash flows.
• Our large workforce makes us vulnerable to changes in labor and employment laws. In addition, changes in
federal and state minimum wage laws and other laws relating to employee benefits could cause us to incur
additional wage and benefits costs, which could hurt our profitability and affect our growth strategy.
• Our salon operations are subject to state board regulations and state licensing requirements for our stylists and
our salon procedures. Failure to maintain compliance with these regulatory and licensing requirements could
jeopardize the viability of our salons.
• We operate stores in California, which has enacted legislation commonly referred to as “Proposition 65”
requiring that “clear and reasonable” warnings be given to consumers who are exposed to chemicals known to
the State of California to cause cancer or reproductive toxicity. Although we have sought to comply with
Proposition 65 requirements, there can be no assurance that we will not be adversely affected by litigation
relating to Proposition 65.
25
89910_ULTA AnnualReport_2024 ALL.indd 33
89910_ULTA AnnualReport_2024 ALL.indd 33
4/12/24 10:04 PM
4/12/24 10:04 PM
• Future changes in healthcare reform legislation could significantly impact our business.
The formulation, manufacturing, packaging, labeling, distribution, sale, and storage of our vendors’ products and our
Ulta Beauty branded products are also subject to extensive regulation by various federal agencies, including FDA, FTC,
CPSC, and various state and local agencies, such as State AGs and District Attorneys. If we, our vendors, or the
manufacturers of our Ulta Beauty branded products fail to comply with those regulations, we could become subject to
significant penalties, claims, or product recalls, which could harm our results of operations, our reputation and/or our
ability to conduct our business.
Additionally, the adoption of new regulations or changes in the interpretations of existing regulations may result in
significant compliance costs or discontinuation of product sales and may impair the marketability of our vendors’
products or our Ulta Beauty branded products, resulting in significant loss of net sales. Our failure to comply with
federal, state, or local requirements when we advertise our products (including prices) or services, or engage in other
promotional activities, in digital (including social media), television, or print may result in enforcement actions and
imposition of penalties or otherwise harm the distribution and sale of our products.
Our associates or others may engage in misconduct or other improper activities, including noncompliance with our
policies and procedures.
We are exposed to the risk of misconduct or other improper activities by our associates and third parties such as
independent contractors or agents. Misconduct by associates, independent contractors, or agents could include
inadvertent or intentional failures to comply with our policies and procedures, the laws and regulations to which we are
subject, and/or ethical, social, product, labor, and environmental standards. Our current and former associates or
independent contractors may also become subject to allegations of sexual harassment, racial and gender discrimination,
or other similar misconduct, which, regardless of the ultimate outcome, may result in adverse publicity that could
significantly harm our brand, reputation, and operations. Associate misconduct could also involve improper use of
information obtained in the course of the associate’s prior or current employment, which could result in legal or
regulatory action and harm to our reputation.
If we are unable to protect our intellectual property rights, our brand and reputation could be harmed, which could
have a material adverse effect on our business, financial condition, profitability, and cash flows.
We regard our trademarks, trade dress, copyrights, trade secrets, know-how, and similar intellectual property as critical
to our success. Our principal intellectual property rights include registered and common law trademarks on “The
Possibilities are Beautiful.®,” “Ulta Beauty,” “Ulta,” and other marks incorporating our name and “All Things Beauty.
All in One Place®,” “21 Days of Beauty®,” and “Conscious Beauty at Ulta Beauty®,” copyrights in our website and
mobile applications content, rights to our domain name www.ulta.com, and trade secrets and know-how with respect to
our Ulta Beauty branded product formulations, product sourcing, sales and marketing, and other aspects of our business,
and our digital innovations such as try-on applications and artificial intelligence. As such, we rely on trademark and
copyright law, trade secret protection, and confidentiality agreements with certain of our employees, consultants,
suppliers, and others to protect our proprietary rights. If we are unable to protect or preserve the value of our trademarks,
copyrights, trade secrets, or other proprietary rights for any reason (including any cybersecurity incident that results in
the unauthorized use of our intellectual property rights), or if other parties infringe on our intellectual property rights, our
brand and reputation could be impaired, and we could lose customers, which could have a material adverse effect on our
business, financial condition, profitability, and cash flows.
In addition, we license certain of our trademarks to some of our business partners. While we enter into comprehensive
agreements with our business partners covering, among other things, use of our brand name, the value of our brand and
our reputation could be impaired to the extent that our business partners do not operate their businesses, including their
stores or websites, in a manner consistent with our requirements regarding our brand identities and customer experience
standards. Failure to protect the value of our brands, or any other harmful acts or omissions by a business partner, could
have an adverse effect on our business, financial condition, profitability, cash flows and reputation.
26
89910_ULTA AnnualReport_2024 ALL.indd 34
89910_ULTA AnnualReport_2024 ALL.indd 34
4/12/24 10:04 PM
4/12/24 10:04 PM
Our Ulta Beauty branded products and salon services may cause unexpected and undesirable side effects that could
result in their discontinuance or expose us to lawsuits, either of which could result in unexpected costs and damage to
our reputation, which could have a material adverse effect on our business, financial condition, profitability, and
cash flows.
Unexpected and undesirable side effects caused by our Ulta Beauty branded products for which we have not provided
sufficient label warnings or salon services, which may have been performed negligently, could result in the
discontinuance of sales of our products or of certain salon services or prevent us from achieving or maintaining market
acceptance of the affected products and services. Such side effects could also expose us to product liability or negligence
lawsuits. Any claims brought against us may exceed our existing or future insurance policy coverage or limits. Any
judgment against us that is in excess of our policy limits would have to be paid from our cash reserves, which would
reduce our capital resources. These events could cause negative publicity regarding our Company, brand, or products,
which could in turn harm our reputation and net sales, which could have a material adverse effect on our business,
financial condition, profitability, and cash flows.
Anti-takeover provisions in our organizational documents and Delaware law may discourage or prevent a change in
control, even if a sale of the Company would be beneficial to our stockholders, which could cause our stock price to
decline and prevent attempts by our stockholders to replace or remove our current management.
Our certificate of incorporation and bylaws contain provisions that may delay or prevent a change in control, discourage
bids at a premium over the market price of our common stock, and harm the market price of our common stock and
diminish the voting and other rights of the holders of our common stock. These provisions include:
•
•
•
•
authorizing our Board of Directors to issue preferred stock and additional shares of our common stock without
stockholder approval;
prohibiting stockholder actions by written consent;
prohibiting our stockholders from calling a special meeting of stockholders; and
requiring advance notice for raising business matters or nominating directors at stockholders’ meetings.
We are also subject to provisions of Delaware law that, in general, prohibit any business combination with a beneficial
owner of 15% or more of our common stock for three years after the stockholder becomes a 15% stockholder, subject to
specified exceptions. Together, these provisions of our certificate of incorporation and bylaws and of Delaware law
could make the removal of management more difficult and may discourage transactions that otherwise could involve
payment of a premium over prevailing market prices for our common stock.
Item 1B. Unresolved Staff Comments
None.
Item 1C. Cybersecurity
We depend on a variety of information systems and technologies to maintain and improve our competitive position and
to manage the operations of our business, including supply chain, merchandising, point of sale, e-commerce, marketing,
finance, accounting, and human resources. Our core business systems consist mostly of purchased software programs
that integrate together with our internally developed software solutions across a company-wide network that connects all
corporate users, stores, and our distribution center infrastructure.
We manage data security and privacy at the highest levels. The Company’s Board of Directors oversees an
enterprise-wide approach to risk management (ERM), designed to support the achievement of organizational objectives,
including strategic objectives, to improve long-term organizational performance and enhance stockholder value.
Management is responsible for the Company’s day-to-day risk management activities and processes, and our Board’s
role is to engage in informed oversight of, and provide guidance with respect to, such risk management activities and
processes. The Company’s cybersecurity policies, standards, and practices are fully integrated into the Company’s ERM
program and are based on recognized frameworks established by the National Institute of Standards and Technology, the
27
89910_ULTA AnnualReport_2024 ALL.indd 35
89910_ULTA AnnualReport_2024 ALL.indd 35
4/12/24 10:04 PM
4/12/24 10:04 PM
International Organization for Standardization and other applicable industry standards. In general, the Company seeks to
address cybersecurity risks through a comprehensive, proactive cross-functional approach that is focused on preserving
the confidentiality, security, and availability of the information that the Company collects and stores by identifying,
preventing, and mitigating cybersecurity threats and effectively responding to cybersecurity incidents if they occur.
Risk Management and Strategy
As one of the critical elements of the Company’s overall ERM approach, the Company’s cybersecurity program is
focused on the following key areas:
Collaborative Approach. The Company has implemented a comprehensive, cross-functional approach to
identifying, preventing, and mitigating cybersecurity threats and incidents, while also implementing controls
and procedures that provide for the prompt identification and escalation of certain cybersecurity incidents so
that decisions regarding the public disclosure and reporting of such incidents can be made by management in a
timely manner.
Technical Safeguards. The Company’s Security Operations Center, led by our Vice President IT Risk
Management (Chief Information Security Officer), constantly and proactively monitors our network and
application landscape for threats and anomalies. The Security Operations Center deploys technical safeguards
that are designed to protect the Company’s information systems from cybersecurity threats, including firewalls,
intrusion prevention and detection systems, anti-malware functionality and access controls, which are evaluated
and improved through vulnerability assessments and cybersecurity threat intelligence.
Incident Response Plan. The Company has established and maintains a comprehensive incident response plan
that addresses the Company’s response to a cybersecurity incident.
Third-Party Risk Management. The Company maintains a comprehensive, risk-based approach to identifying
and overseeing cybersecurity risks presented by third parties, including vendors, service providers, and other
external users of the Company’s systems, as well as the systems of third parties that could adversely impact our
business in the event of a cybersecurity incident affecting those third-party systems.
Training. All Ulta Beauty associates have a role as stewards of Company data, and we educate them on how to
keep data safe. As part of the Company’s annual security awareness training and regular training around
phishing, we train associates on how to keep devices and data safe in public places; how to avoid security
threats and phishing scams; how to maintain a secure workplace; and everyday practices that help maintain the
security of corporate digital devices, data and systems.
The Company engages in the periodic assessment and testing of the Company’s policies, standards, processes, and
practices that are designed to address cybersecurity threats and incidents. We assess ourselves against the National
Institute of Standards and Technology Cybersecurity Framework, Payment Card Industry Data Security Standard and
management’s defined technology controls to support internal controls over financial reporting. These efforts include a
wide range of activities, including audits, assessments, tabletop exercises, threat modeling, vulnerability testing, and
other exercises focused on evaluating the effectiveness of our cybersecurity measures and planning. The Company
regularly engages third parties to perform assessments on our cybersecurity measures, including information security
maturity assessments, audits, and independent reviews of our information security control environment and operating
effectiveness, including network penetration assessments. The results of such assessments, audits, and reviews are
reported to the Audit Committee of the Board and the Board of Directors, and the Company adjusts its cybersecurity
policies, standards, processes, and practices as necessary based on the information provided by these assessments, audits,
and reviews.
In the last three fiscal years, the Company has not experienced any material cybersecurity incidents, and expenses
incurred from cybersecurity incidents were immaterial. Cybersecurity threats, including as a result of any previous
cybersecurity incidents, have not materially affected or are not reasonably likely to materially affect the Company,
including its business strategy, results of operations or financial condition. Also see “Information Security,
Cybersecurity, Data Privacy, Regulatory and Legal Risks” included as part of Item 1A. Risk Factors of this Annual
Report on Form 10-K, which disclosures are incorporated by reference herein.
28
89910_ULTA AnnualReport_2024 ALL.indd 36
89910_ULTA AnnualReport_2024 ALL.indd 36
4/12/24 10:04 PM
4/12/24 10:04 PM
Governance
The Company’s Board of Directors is actively engaged in oversight of cybersecurity, and it is part of the responsibilities
of our Audit Committee. The Company’s Chief Technology and Information Officer (CTIO) and Chief Executive
Officer keep the Board informed on cybersecurity and privacy matters throughout the year, which address a wide range
of topics including recent developments, evolving standards, vulnerability assessments, third-party and independent
reviews, the threat environment, technological trends, and information security considerations arising with respect to the
Company’s peers and third parties. The Board and the Audit Committee also receive prompt and timely information
regarding any cybersecurity incident that meets established reporting thresholds, as well as ongoing updates regarding
any such incident until it has been addressed.
The Company’s cybersecurity risk management and strategy processes, which are discussed in greater detail above, are
led by our CTIO and our Vice President IT Risk Management. The Company’s CTIO works collaboratively across the
Company to implement a program designed to protect the Company’s information systems from cybersecurity threats
and to promptly respond to any cybersecurity incidents in accordance with the Company’s incident response plans. To
facilitate the success of the Company’s cybersecurity risk management program, we have a unified and centrally
coordinated team, led by our Vice President IT Risk Management, that is responsible for implementing and maintaining
centralized cybersecurity and data protection practices in close coordination with senior leadership and other teams
across Ulta Beauty. Reporting to our Vice President IT Risk Management are a number of trained cybersecurity
professionals. In addition to our extensive in-house cybersecurity capabilities, at times we also engage consultants,
auditors, or other third parties to assist with assessing, identifying, and managing cybersecurity risks.
The Company’s CTIO leads the core elements of Ulta Beauty’s IT and Digital functions, including IT infrastructure,
systems and security, digital experience and operations, and consumer technology. He has served in various roles in
information technology and information security for over 30 years, including serving as the Global Chief Technology
Officer of a large public company prior to joining the Company. The Vice President IT Risk Management leads our
information risk management organization responsible for overseeing the Company’s information security program. She
has over 25 years of industry experience, including serving in similar roles leading and overseeing cybersecurity
programs at other public companies.
29
89910_ULTA AnnualReport_2024 ALL.indd 37
89910_ULTA AnnualReport_2024 ALL.indd 37
4/12/24 10:04 PM
4/12/24 10:04 PM
Item 2. Properties
All of our retail stores, distribution centers, fast fulfillment centers, market fulfillment centers, and corporate offices are
leased or subleased.
Retail stores
Our retail stores are predominantly located in convenient, high-traffic locations such as power centers. Our typical store
is approximately 10,000 square feet, including approximately 950 square feet dedicated to our full-service salon. Most of
our retail store leases provide for a fixed minimum annual rent and generally have a 10-year initial term with options for
two or three extension periods of five years each, exercisable at our option. As of February 3, 2024, we operated 1,385
retail stores across 50 states, as shown in the table below:
Location
Alabama . . . . . . . . . . . . . . . . . . . . . . . .
Alaska . . . . . . . . . . . . . . . . . . . . . . . . . .
Arizona . . . . . . . . . . . . . . . . . . . . . . . . .
Arkansas . . . . . . . . . . . . . . . . . . . . . . . .
California . . . . . . . . . . . . . . . . . . . . . . .
Colorado . . . . . . . . . . . . . . . . . . . . . . . .
Connecticut . . . . . . . . . . . . . . . . . . . . .
Delaware . . . . . . . . . . . . . . . . . . . . . . .
Florida . . . . . . . . . . . . . . . . . . . . . . . . .
Georgia . . . . . . . . . . . . . . . . . . . . . . . . .
Hawaii . . . . . . . . . . . . . . . . . . . . . . . . .
Idaho . . . . . . . . . . . . . . . . . . . . . . . . . . .
Illinois . . . . . . . . . . . . . . . . . . . . . . . . .
Indiana . . . . . . . . . . . . . . . . . . . . . . . . .
Iowa . . . . . . . . . . . . . . . . . . . . . . . . . . .
Kansas . . . . . . . . . . . . . . . . . . . . . . . . .
Kentucky . . . . . . . . . . . . . . . . . . . . . . .
Louisiana . . . . . . . . . . . . . . . . . . . . . . .
Maine . . . . . . . . . . . . . . . . . . . . . . . . . .
Maryland . . . . . . . . . . . . . . . . . . . . . . .
Massachusetts . . . . . . . . . . . . . . . . . . .
Michigan . . . . . . . . . . . . . . . . . . . . . . .
Minnesota . . . . . . . . . . . . . . . . . . . . . . .
Mississippi . . . . . . . . . . . . . . . . . . . . . .
Missouri . . . . . . . . . . . . . . . . . . . . . . . .
Number of
stores
25
3
35
11
170
27
19
4
99
43
4
9
55
26
11
13
16
18
3
28
27
49
20
12
25
Location
Montana . . . . . . . . . . . . . . . . . . . . . . . .
Nebraska . . . . . . . . . . . . . . . . . . . . . . . .
Nevada . . . . . . . . . . . . . . . . . . . . . . . . .
New Hampshire . . . . . . . . . . . . . . . . . .
New Jersey . . . . . . . . . . . . . . . . . . . . . .
New Mexico . . . . . . . . . . . . . . . . . . . . .
New York . . . . . . . . . . . . . . . . . . . . . . .
North Carolina . . . . . . . . . . . . . . . . . . .
North Dakota . . . . . . . . . . . . . . . . . . . .
Ohio . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Oklahoma . . . . . . . . . . . . . . . . . . . . . . .
Oregon . . . . . . . . . . . . . . . . . . . . . . . . .
Pennsylvania . . . . . . . . . . . . . . . . . . . . .
Rhode Island . . . . . . . . . . . . . . . . . . . . .
South Carolina . . . . . . . . . . . . . . . . . . .
South Dakota . . . . . . . . . . . . . . . . . . . .
Tennessee . . . . . . . . . . . . . . . . . . . . . . .
Texas . . . . . . . . . . . . . . . . . . . . . . . . . . .
Utah . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vermont . . . . . . . . . . . . . . . . . . . . . . . .
Virginia . . . . . . . . . . . . . . . . . . . . . . . . .
Washington . . . . . . . . . . . . . . . . . . . . . .
West Virginia . . . . . . . . . . . . . . . . . . . .
Wisconsin . . . . . . . . . . . . . . . . . . . . . . .
Wyoming . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . .
Number of
stores
6
5
16
8
45
7
55
45
4
46
22
18
45
4
24
3
31
131
15
1
33
37
7
21
4
1,385
30
89910_ULTA AnnualReport_2024 ALL.indd 38
89910_ULTA AnnualReport_2024 ALL.indd 38
4/12/24 10:04 PM
4/12/24 10:04 PM
Distribution centers, fast fulfillment centers, and market fulfillment centers
Our standard distribution center, fast fulfillment center, and market fulfilment center lease provides for a fixed minimum
annual rent and generally has a 10 or 15-year initial term with three or four renewal options with terms of five years
each. The general location, approximate size, and lease expiration date for each distribution center (DC), fast fulfillment
center (FFC) and market fulfillment center (MFC) at February 3, 2024, are set forth below:
Location
Bolingbrook, Illinois (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Chambersburg, Pennsylvania . . . . . . . . . . . . . . . . . . . . . . . .
Dallas, Texas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fresno, California . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Greenwood, Indiana . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Greer, South Carolina . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Jacksonville, Florida . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Romeoville, Illinois . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Type
MFC
DC
DC
DC
DC
MFC
FFC
FFC
Approximate
Square Feet
321,132
503,605
670,680
670,680
670,680
303,580
203,463
291,335
Lease Expiration
Date
July 31, 2033
June 30, 2027
July 31, 2026
July 31, 2028
July 31, 2025
May 31, 2033
September 30, 2029
May 31, 2026
(1) Expected to open in fiscal 2024.
Corporate office
Our principal executive office is in Bolingbrook, Illinois. The corporate office is approximately 349,000 square feet with
lease terms expiring in 2028. Additionally, we have a satellite corporate office in Chicago, Illinois. The Chicago office is
approximately 23,000 square feet with lease expiration in 2026.
Item 3. Legal Proceedings
See Note 9 to our consolidated financial statements, “Commitments and contingencies - General litigation,” for
information on legal proceedings.
Item 4. Mine Safety Disclosures
None.
Item 4A. Executive Officers
The names of our executive officers, their ages and their positions (as of February 3, 2024) are shown below:
Name
David C. Kimbell. . . . .
Kecia L. Steelman . . . .
Scott M. Settersten . . .
Jodi J. Caro . . . . . . . . .
Anita J. Ryan . . . . . . . .
Age Position
President and Chief Operating Officer
57 Chief Executive Officer and member of the Board of Directors
53
63 Chief Financial Officer, Treasurer and Assistant Secretary
58 General Counsel, Chief Risk & Compliance Officer and Corporate Secretary
59 Chief Human Resources Officer
There is no family relationship between any of the directors or executive officers and any other director or executive
officer of Ulta Beauty.
David C. Kimbell. Mr. Kimbell was named Chief Executive Officer in June 2021 after having previously served as
President since December 2019, Chief Merchandising and Marketing Officer since March 2015, and Chief Marketing
Officer since February 2014. Prior to joining Ulta Beauty, he served as Chief Marketing Officer and Executive Vice
President at U.S. Cellular, Chief Marketing Officer and Senior Vice President of Seventh Generation, Vice President of
Marketing at PepsiCo, and held a number of brand management roles in the Beauty Division of The Procter and Gamble
31
89910_ULTA AnnualReport_2024 ALL.indd 39
89910_ULTA AnnualReport_2024 ALL.indd 39
4/12/24 10:04 PM
4/12/24 10:04 PM
Company from 1995 to 2001. Mr. Kimbell was appointed to the board of directors for Best Buy in 2023. Mr. Kimbell
currently serves on the board of directors for Big Brothers Big Sisters of Metropolitan Chicago and Chicago Lights, and
is a member of The Economic Club of Chicago.
Kecia Steelman. Ms. Steelman was named President and Chief Operating Officer in September 2023, and Chief
Operating Officer in June 2021. Ms. Steelman has responsibility for corporate strategy, information technology, store
and services operations, supply chain, Ulta Beauty at Target, loss prevention, and enterprise-wide transformation and
optimization efforts. Previously, Ms. Steelman served as Chief Store Operations Officer since September 2015 and as
Senior Vice President, Store Operations since July 2014. Prior to joining Ulta Beauty, Ms. Steelman was Group Vice
President at Family Dollar Stores from 2011 to 2014, after joining the company in 2009 as Vice President, Store
Development and Store Operations. From 2005 to 2009, Ms. Steelman was Vice President, General Manager of Expo
Design Center, Home Depot Design Center, and YardBIRDs and Director of New Store Innovations at the Home Depot
Corporation. Ms. Steelman began her career at Target Corporation and served in a variety of retail operations and
merchandising roles with increasing responsibility from 1993 to 2005. Ms. Steelman currently serves on the board of
directors for Metropolitan Family Services and the Adler Planetarium, and is a member of The Economic Club of
Chicago.
Scott M. Settersten. Mr. Settersten was named Chief Financial Officer, Treasurer and Assistant Secretary in March 2013,
after serving as Acting Chief Financial Officer and Assistant Secretary since October 2012. Mr. Settersten oversees the
company’s finance, accounting, tax, treasury, procurement, internal audit, investor relations, and real estate teams,
including the optimization of the company’s store fleet. Previously, Mr. Settersten served as Vice President of
Accounting since 2010, after joining Ulta Beauty in January 2005 as a Director of Financial Reporting. Prior to Ulta
Beauty, Mr. Settersten spent 15 years with PricewaterhouseCoopers LLP as a certified public accountant serving in
various senior manager roles in the assurance and risk management practices.
Jodi J. Caro. Ms. Caro was named General Counsel, Chief Risk & Compliance Officer in August 2015. She also serves
as Corporate Secretary and Chief Privacy Officer. Ms. Caro oversees Ulta Beauty’s Legal, Risk & Governance Services
team in delivering legal, governance, compliance, risk management, and environmental, health and safety services.
Ms. Caro also leads the Company’s Environmental, Social, and Governance efforts, including responsilibity for the Ulta
Beauty Charitable Foundation. Prior to joining Ulta Beauty, she was Vice President, General Counsel and Secretary for
Integrys Energy Group, in addition to holding the role of Integrys’ Chief Compliance and Ethics Officer. Prior to joining
Integrys in 2008, Ms. Caro owned and operated her own law practice, which provided general counsel and corporate
services to clients ranging from established multi-million-dollar companies to medium and small early-stage enterprises.
Prior to opening her law practice in 2006, she was co-founder and General Counsel of Looking Glass Networks, a
privately held, facilities-based telecommunications company, and served as an in-house attorney with
MCI/WORLDCOM. Ms. Caro serves on the Advisory Board for Markaaz, Inc., a privately held financial services
company. She is also Vice-Chair of the Retail Litigation Center and serves on the Chicago-Kent College of Law Board
of Advisors as well as the Leadership Council for Communities in Schools of Chicago.
Anita J. Ryan. Ms. Ryan was named Chief Human Resources Officer in April 2022, after having previously served as
Senior Vice President of Human Resources since 2018 and Vice President of Human Resources since 2016. Ms. Ryan is
responsible for Ulta Beauty’s Human Resources strategy and innovation, including oversight of the Company’s people
success business partner team and centers of excellence in talent acquisition; associate care and support; leadership and
organization development; diversity, equity, and inclusion; compliance; internal communications and training for the
enterprise. Prior to her more than 20-year career at Ulta Beauty, Ms. Ryan began her career in the grocery industry where
she held numerous operations leadership roles before transitioning to human resources. Ms. Ryan currently serves on the
board of directors of Skills for Chicagoland’s Future.
32
89910_ULTA AnnualReport_2024 ALL.indd 40
89910_ULTA AnnualReport_2024 ALL.indd 40
4/12/24 10:04 PM
4/12/24 10:04 PM
Part II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities
Market information
Our common stock has traded on the NASDAQ Global Select Market under the symbol “ULTA” since October 25,
2007.
Holders of the registrant’s common stock
The last reported sale price of our common stock on the NASDAQ Global Select Market on March 22, 2024 was
$520.37 per share. As of March 22, 2024, we had 27 holders of record of our common stock. Because many shares of
common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total
number of stockholders represented by these record holders.
Purchases of equity securities by the issuer and affiliated purchasers
The following table sets forth repurchases of our common stock during the fourth quarter of 2023:
Period
October 29, 2023 to November 25, 2023 . . . . . . . .. . .
November 26, 2023 to December 30, 2023 . . . . . . . . .
December 31, 2023 to February 3, 2024 . . . . . . . .. . .
14 weeks ended February 3, 2024 . . . . . . . . . . . . . . . .
Total number
of shares
purchased (1)
102,295 $
97,384
152,819
352,498
Average
price paid
per share
397.66
476.60
485.11
457.38
Total number
of shares
purchased as
part of publicly
announced
plans or
programs
102,261 $
97,384
152,360
352,005
Approximate
dollar value of
shares that may
yet
be purchased
under plans or
programs
(in thousands)
219,154
173,180
99,933
99,933
(1) There were 352,005 shares repurchased as part of our publicly announced share repurchase program during the 14
weeks ended February 3, 2024 and there were 493 shares transferred from employees in satisfaction of minimum
statutory tax withholding obligations upon the vesting of restricted stock during the period.
(2) On March 7, 2022, the Board of Directors authorized the 2022 share repurchase program pursuant to which the
Company may repurchase up to $2.0 billion of the Company’s common stock. As of February 3, 2024, the amount
remaining available was $99.9 million. On March 12, 2024, the Board of Directors authorized the 2024 share
repurchase program. For additional information on the 2024 share repurchase program see Note 19 to our
consolidated financial statements, “Subsequent events.”
Recent sales of unregistered securities
None.
33
89910_ULTA AnnualReport_2024 ALL.indd 41
89910_ULTA AnnualReport_2024 ALL.indd 41
4/12/24 10:04 PM
4/12/24 10:04 PM
Securities authorized for issuance under equity compensation plans
The following table provides information about Ulta Beauty common stock that may be issued under our equity
compensation plans as of February 3, 2024:
Plan category
Equity compensation plans approved by
security holders (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Number of securities
to be issued upon
exercise of outstanding
options, warrants
and rights (2)
Weighted-average
exercise price of
outstanding options,
warrants and rights (3)
Number of securities
remaining available
for future issuance
under equity
compensation
plans (4)
553,051
$
303.47
2,280,721
(1) Includes options issued and available for exercise and shares available for issuance in connection with past awards
under the Amended and Restated 2011 Incentive Award Plan and predecessor equity incentive plans. We currently
grant awards only under the Amended and Restated 2011 Incentive Award Plan.
(2) Includes 307,424 shares issuable pursuant to the exercise of outstanding stock options, 140,004 shares issuable
pursuant to restricted stock units, and 105,623 shares issuable pursuant to performance-based units.
(3) Calculation of weighted-average exercise price of outstanding awards includes stock options but does not include
shares of restricted stock units or performance-based units that convert to shares of common stock for no
consideration.
(4) Represents shares that are available for issuance pursuant to the Amended and Restated 2011 Incentive Award Plan.
The shares available under the plan are reduced by 1.0 for each stock option awarded and by 1.5 for each restricted
stock unit and performance-based unit awarded.
34
89910_ULTA AnnualReport_2024 ALL.indd 42
89910_ULTA AnnualReport_2024 ALL.indd 42
4/12/24 10:04 PM
4/12/24 10:04 PM
Stock performance graph
The following performance graph and related information shall not be deemed “soliciting material” or to be “filed”
with the SEC, nor shall such information be incorporated by reference into any future filing under the Securities Act of
1933 or Securities Exchange Act of 1934, each as amended, except to the extent that we specifically incorporate it by
reference into such filing.
Set forth below is a graph comparing the cumulative total stockholder return on Ulta Beauty’s common stock with the
S&P 500 and the S&P 500 Consumer Discretionary (Industry Group, SP500-2550) for the period covering February 2,
2019 through the end of Ulta Beauty’s fiscal year ended February 3, 2024. The graph assumes an investment of $100
made at the closing of trading on February 2, 2019 in (i) Ulta Beauty’s common stock, (ii) the stocks comprising the
S&P 500 and (iii) the stocks comprising the S&P 500 Consumer Discretionary (Industry Group, SP500-2550). All values
assume reinvestment of the full amount of all dividends, if any, into additional shares of the same class of equity
securities at the frequency with which dividends are paid on such securities during the applicable time period.
$250
$200
$150
$100
$50
$0
9
1
-
n
a
J
0
2
-
n
a
J
Ulta
1
2
-
n
a
J
2
2
-
n
a
J
3
2
-
n
a
J
4
2
-
n
a
J
S&P 500
S&P Consumer Discretionary
Company / Index
Ulta Beauty . . . . . . . . . . . . . . . . . $
S&P 500 . . . . . . . . . . . . . . . . . . .
S&P 500 Consumer
Discretionary . . . . . . . . . . . . . . . .
February 2,
2019
100.00 $
100.00
February 1,
Fiscal year ended
January 30,
January 29,
January 28,
February 3,
2020
91.95 $
119.18
2021
96.02 $
137.23
2022
123.16 $
163.75
2023
173.56 $
150.40
2024
173.44
183.21
100.00
119.51
167.91
176.76
145.13
202.14
Item 6. [Reserved]
35
89910_ULTA AnnualReport_2024 ALL.indd 43
89910_ULTA AnnualReport_2024 ALL.indd 43
4/12/24 10:04 PM
4/12/24 10:04 PM
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our financial condition and results of operations should be read in conjunction
with our financial statements and related notes included elsewhere in this Annual Report on Form 10-K.
Overview
We were founded in 1990 as a beauty retailer at a time when prestige, mass, and salon products were sold through
distinct channels – department stores for prestige products; drug stores and mass merchandisers for mass products; and
salons and authorized retail outlets for professional hair care products. We developed a unique specialty retail concept
that offers a broad range of brands and price points, select beauty services, and a convenient and welcoming shopping
environment. We define our target consumer as a beauty enthusiast, a consumer who is passionate about the beauty
category, uses beauty for self-expression, experimentation, and self-investment, and has high expectations for the
shopping experience. We estimate beauty enthusiasts represent approximately 65% of shoppers and 80% of beauty
products and services spend in the U.S. We believe our strategy provides us with the competitive advantages that have
contributed to our financial performance.
Today, we are the largest specialty beauty retailer in the United States and the premier beauty destination for cosmetics,
fragrance, skin care products, hair care products, and salon services. Key aspects of our business include: a differentiated
assortment of approximately 25,000 beauty products across a variety of categories and price points as well as a variety of
beauty services, including salon services, in more than 1,350 stores predominantly located in convenient, high-traffic
locations; engaging digital experiences delivered through our website, Ulta.com, and our mobile applications; our best-
in-class loyalty program that enables members to earn points for every dollar spent on products and beauty services and
provides us with deep, proprietary customer insights; and our ability to cultivate human connection with warm and
welcoming guest experiences across all of our channels.
The continued growth of our business and any future increases in net sales, net income, and cash flows is dependent on
our ability to execute our strategic priorities: 1) drive breakthrough and disruptive growth through an expanded definition
of All Things Beauty; 2) evolve the omnichannel experience through connected physical and digital ecosystems, All In
Your World; 3) expand and deepen our presence across the beauty journey, positioning Ulta Beauty at the Heart of the
Beauty Community; 4) drive operational excellence and optimization; 5) protect and cultivate our world-class culture
and talent; and 6) expand our environmental and social impact. We believe the attractive and growing U.S. beauty
products and salon services industry, the expanding definition of beauty and the role that omnichannel capabilities play
in consumers’ lives, coupled with Ulta Beauty’s competitive strengths, position us to capture additional market share in
the industry.
Comparable sales is a key metric that is monitored closely within the retail industry. Our comparable sales have
fluctuated in the past, and we expect them to continue to fluctuate in the future. A variety of factors affect our
comparable sales, including general U.S. economic conditions, changes in merchandise strategy or mix, and timing and
effectiveness of our marketing activities, among others.
Over the long term, our growth strategy is to increase total net sales through growing our comparable sales, expanding
omnichannel capabilities, and opening new stores. Long-term operating profit is expected to increase as a result of our
efforts to optimize our real estate portfolio, expand merchandise margin, and leverage our fixed store costs with
comparable sales increases and operating efficiencies, partially offset by incremental investments in people, guest
experiences, systems, and supply chain required to support a 1,500 to 1,700 store chain in the U.S. with successful e-
commerce and competitive omnichannel capabilities.
Current Trends
Industry trends
Our research indicates that Ulta Beauty has captured meaningful market share across all categories over the last several
years. The overall beauty market expanded in 2022 and in 2023, supported by healthy consumer engagement with the
36
89910_ULTA AnnualReport_2024 ALL.indd 44
89910_ULTA AnnualReport_2024 ALL.indd 44
4/12/24 10:04 PM
4/12/24 10:04 PM
beauty category. We remain confident that our differentiated and diverse business model, our commitment to strategic
investments, and our highly engaged associates will continue to drive market share gains over the long term.
Impact of inflation and other macroeconomic trends
Although we do not believe inflation had a material impact on our sales during fiscal 2023, continued pressure from
inflation or other evolving macroeconomic conditions could have an adverse impact on consumer spending and could
lead to a recession. Furthermore, inflationary pressures, as well as other macroeconomic trends, could negatively impact
our ability to maintain current levels of gross margin and selling, general and administrative expenses as a percentage of
net sales if the selling prices of our products do not increase with higher costs. In addition, inflation could cause the
interest rates on any future debt to remain at an elevated level or increase.
Basis of presentation
The Company has one reportable segment, which includes retail stores, salon services, and e-commerce.
We recognize merchandise revenue at the point of sale in our retail stores. E-commerce sales are recognized upon
shipment or guest pickup of the merchandise based on meeting the transfer of control criteria. Retail store and e-
commerce sales are recorded net of estimated returns. Shipping and handling are treated as costs to fulfill the contract
and not a separate performance obligation. Accordingly, we recognize revenue for our single performance obligation
related to online sales at the time control of the merchandise passes to the customer, which is at the time of shipment or
guest pickup. We provide refunds for merchandise returns within 60 days from the original purchase date. State sales
taxes are presented on a net basis as we consider our self a pass-through conduit for collecting and remitting state sales
tax. Salon service revenue is recognized at the time the service is provided to the guest. Gift card sales revenue is
deferred until the guest redeems the gift card. Company coupons and other incentives are recorded as a reduction of net
sales. Other revenue includes the private label and co-branded credit card programs, royalties derived from the
partnership with Target Corporation, and deferred revenue related to the loyalty program and gift card breakage.
Comparable sales reflect sales for stores beginning on the first day of the 14th month of operation. Therefore, a store is
included in our comparable store base on the first day of the period after one year of operations plus the initial one-
month grand opening period. Non-comparable store sales include sales from new stores that have not yet completed their
13th month of operation and stores that were closed for part or all of the period in either year. Remodeled stores are
included in comparable sales unless the store was closed for a portion of the current or prior period. Comparable sales
include retail sales, salon services, and e-commerce. In fiscal years with 53 weeks, the 53rd week of comparable sales is
included in the calculation. In the year following a 53-week year, the prior year period is shifted by one week to compare
similar calendar weeks. There may be variations in the way in which some of our competitors and other retailers
calculate comparable or same store sales.
Measuring comparable sales allows us to evaluate the performance of our store base as well as several other aspects of
our overall strategy. Several factors could positively or negatively impact our comparable sales results:
•
•
•
•
•
•
•
the general national, regional, and local economic conditions and corresponding impact on customer spending
levels;
the introduction of new products or brands;
the location of new stores in existing store markets;
competition;
our ability to respond on a timely basis to changes in consumer preferences;
the effectiveness of our various merchandising and marketing activities; and
the number of new stores opened and the impact on the average age of all of our comparable stores.
Cost of sales includes:
•
the cost of merchandise sold, offset by vendor income that is not a reimbursement of specific, incremental, and
identifiable costs;
37
89910_ULTA AnnualReport_2024 ALL.indd 45
89910_ULTA AnnualReport_2024 ALL.indd 45
4/12/24 10:04 PM
4/12/24 10:04 PM
•
•
•
•
•
distribution costs including labor and related benefits, freight, rent, depreciation and amortization, real estate
taxes, utilities, and insurance;
shipping and handling costs for e-commerce orders;
retail store occupancy costs including rent, depreciation and amortization, real estate taxes, utilities, repairs and
maintenance, insurance, and licenses;
salon services payroll and benefits; and
shrink and inventory valuation reserves.
Our cost of sales may be negatively impacted as we open new stores. Changes in our merchandise or channel mix may
also have an impact on cost of sales. This presentation of items included in cost of sales may not be comparable to the
way in which our competitors or other retailers compute their cost of sales.
Selling, general and administrative (SG&A) expenses include:
•
•
•
•
•
•
payroll, bonus, and benefit costs for retail store and corporate employees;
advertising and marketing costs, offset by vendor income that is a reimbursement of specific, incremental, and
identifiable costs;
occupancy costs related to our corporate office facilities;
stock-based compensation expense;
depreciation and amortization for all assets, except those related to our retail stores and distribution operations,
which are included in cost of sales; and
legal, finance, information systems, and other corporate overhead costs.
This presentation of items in selling, general and administrative expenses may not be comparable to the way in which
our competitors or other retailers compute their selling, general and administrative expenses.
Pre-opening expenses include non-capital expenditures during the period prior to store opening for new, remodeled, and
relocated stores including rent during the construction period for new and relocated stores, store set-up labor,
management and employee training, and grand opening advertising.
Interest (income) expense represents interest from cash equivalents, which include highly liquid investments such as
money market funds and certificates of deposit with an original maturity of three months or less from the date of
purchase. Interest expense includes interest costs and facility fees associated with our credit facility, which is structured
as an asset-based lending instrument. Our credit facility interest is based on a variable interest rate structure which can
result in increased cost in periods of rising or elevated interest rates.
Income tax expense reflects the federal statutory tax rate and the weighted average state statutory tax rate for the states in
which we operate stores.
Results of operations
Our fiscal years are the 52- or 53-week periods ending on the Saturday closest to January 31. The Company’s
fiscal years ended February 3, 2024 (fiscal 2023), January 28, 2023 (fiscal 2022), and January 29, 2022 (fiscal 2021)
were 53, 52, and 52 week years, respectively.
38
89910_ULTA AnnualReport_2024 ALL.indd 46
89910_ULTA AnnualReport_2024 ALL.indd 46
4/12/24 10:04 PM
4/12/24 10:04 PM
As of February 3, 2024, we operated 1,385 stores across 50 states. The following tables present the components of our
consolidated results of operations for the periods indicated:
(Dollars in thousands)
Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 11,207,303 $ 10,208,580 $ 8,630,889
5,262,335
Cost of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,368,554
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6,164,070
4,044,510
6,826,203
4,381,100
February 3,
2024
Fiscal year ended
January 28,
2023
January 29,
2022
Selling, general and administrative expenses . . . . . . . . . . . . . . . . . . . . . .
Pre-opening expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest (income) expense, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,694,561
8,510
1,678,029
(17,622)
1,695,651
404,646
2,395,299
10,601
1,638,610
(4,934)
1,643,544
401,136
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,291,005 $ 1,242,408 $
2,061,545
9,517
1,297,492
1,663
1,295,829
309,992
985,837
Other operating data:
Number of stores end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Comparable sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,385
5.7%
1,355
15.6%
1,308
37.9%
(Percentage of net sales)
Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
February 3,
2024
100.0%
60.9%
39.1%
Fiscal year ended
January 28,
2023
100.0%
60.4%
39.6%
January 29,
2022
100.0%
61.0%
39.0%
Selling, general and administrative expenses . . . . . . . . . . . . . . . . . . . . . .
Pre-opening expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest income, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
24.0%
0.1%
15.0%
(0.2%)
15.1%
3.6%
11.5%
23.5%
0.1%
16.1%
0.0%
16.1%
3.9%
12.2%
23.9%
0.1%
15.0%
0.0%
15.0%
3.6%
11.4%
Fiscal year 2023 versus fiscal year 2022
Net sales
Net sales increased $998.7 million, or 9.8%, to $11.2 billion in fiscal 2023 compared to $10.2 billion in fiscal 2022. The
net sales increase was primarily due to increased comparable sales, strong new store performance, an increase of $68.3
million in other revenue and the benefit of an extra week of sales in fiscal 2023. Net sales for the 53rd week of fiscal
2023 were approximately $181.9 million. The total comparable sales increase of 5.7% in fiscal 2023, compared to an
increase of 15.6% in fiscal 2022, was driven by a 7.4% increase in transactions and a 1.5% decrease in average ticket.
39
89910_ULTA AnnualReport_2024 ALL.indd 47
89910_ULTA AnnualReport_2024 ALL.indd 47
4/12/24 10:04 PM
4/12/24 10:04 PM
Gross profit
Gross profit increased $336.6 million, or 8.3%, to $4.4 billion in fiscal 2023, compared to $4.0 billion in fiscal 2022.
Gross profit as a percentage of net sales decreased 50 basis points to 39.1% in fiscal 2023 compared to 39.6% in fiscal
2022. The decrease in gross profit margin was primarily due to:
•
•
•
•
80 basis points of deleverage in merchandise margins driven by higher promotional activity and category mix,
as well as lapping of benefits from price increases; and
40 basis points of deleverage in inventory shrink; partially offset by
50 basis points of leverage in other revenue primarily due to credit card income growth, an increase in royalty
income from our partnership with Target, and higher loyalty point redemptions; and
20 basis points of leverage of store fixed costs attributed to the impact of higher sales.
Selling, general and administrative expenses
SG&A expenses increased $299.3 million, or 12.5%, to $2.7 billion in fiscal 2023 compared to $2.4 billion in fiscal
2022. As a percentage of net sales, SG&A expenses increased 50 basis points to 24.0% in fiscal 2023 compared to 23.5%
in fiscal 2022. The deleverage of SG&A expenses was primarily due to:
•
•
•
•
•
60 basis points of deleverage of corporate overhead primarily due to strategic investments;
20 basis points of deleverage of store payroll and benefits due to wage investments;
10 basis points of deleverage of store expenses due to ongoing inflationary pressures; and
10 basis points of deleverage due to higher marketing expenses; partially offset by
50 basis points of leverage due to lower incentive compensation.
Pre-opening expenses
Pre-opening expenses decreased $2.1 million, or 19.7%, to $8.5 million in fiscal 2023 compared to $10.6 million in
fiscal 2022.
Interest income, net
Net interest income was $17.6 million in fiscal 2023 compared to $4.9 million in fiscal 2022, due to higher average
interest rates on cash balances. We did not have any outstanding borrowings on our credit facility as of February 3, 2024
and January 28, 2023.
Income tax expense
Income tax expense of $404.6 million in fiscal 2023 represents an effective tax rate of 23.9%, compared to fiscal 2022
income tax expense of $401.1 million and an effective tax rate of 24.4%. The lower income tax rate is primarily due to a
decrease in state income taxes compared to fiscal 2022 and a tax benefit from the income tax accounting for stock-based
compensation.
Net income
Net income increased $48.6 million to $1.3 billion in fiscal 2023 compared to $1.2 billion in fiscal 2022. The increase in
net income was primarily due to a $336.6 million increase in gross profit, partially offset by a $299.3 million increase in
SG&A expenses and a $3.5 million increase in income taxes.
40
89910_ULTA AnnualReport_2024 ALL.indd 48
89910_ULTA AnnualReport_2024 ALL.indd 48
4/12/24 10:04 PM
4/12/24 10:04 PM
Fiscal year 2022 versus fiscal year 2021
Net sales
Net sales increased $1.6 billion, or 18.3%, to $10.2 billion in fiscal 2022 compared to $8.6 billion in fiscal 2021. The net
sales increase was primarily due to the favorable impact from the continued resilience of the beauty category, retail price
increases, the impact of new brands and product innovation, increased social occasions and fewer COVID-19 limitations
compared to fiscal 2021, and an increase of $77.3 million in other revenue. The total comparable sales increase of 15.6%
in fiscal 2022, compared to an increase of 37.9% in fiscal 2021, was driven by a 10.8% increase in transactions and a
4.3% increase in average ticket.
Gross profit
Gross profit increased $676.0 million, or 20.1%, to $4.0 billion in fiscal 2022, compared to $3.4 billion in fiscal 2021.
Gross profit as a percentage of net sales increased 60 basis points to 39.6% in fiscal 2022 compared to 39.0% in fiscal
2021. The increase in gross profit margin was primarily due to:
•
•
•
•
•
100 basis points of leverage of fixed costs attributed to the impact of higher sales and ongoing occupancy cost
optimization efforts;
60 basis points of leverage in other revenue primarily due to credit card income growth, an increase in royalty
income from our partnership with Target, and higher loyalty point redemptions; and
20 basis points of leverage due to favorable channel mix shifts; partially offset by
70 basis points of deleverage in inventory shrink; and
50 basis points of deleverage in merchandise margins driven by brand mix and lapping benefits from favorable
inventory reserve adjustments in fiscal 2021, partially offset by the timing of retail price changes.
Selling, general and administrative expenses
SG&A expenses increased $333.8 million, or 16.2%, to $2.4 billion in fiscal 2022 compared to $2.1 billion in fiscal
2021. As a percentage of net sales, SG&A expenses decreased 40 basis points to 23.5% in fiscal 2022 compared to
23.9% in fiscal 2021. The leverage of SG&A expenses was primarily due to:
•
•
•
•
80 basis points of leverage due to lower marketing expenses; and
20 basis points of leverage of incentive compensation due to higher sales; partially offset by
40 basis points of deleverage of corporate overhead primarily due to strategic investments; and
20 basis points of deleverage of store payroll and benefits due to wage investments.
Pre-opening expenses
Pre-opening expenses increased $1.1 million, or 11.4%, to $10.6 million in fiscal 2022 compared to $9.5 million in fiscal
2021.
Interest (income) expense, net
Interest income, net was $4.9 million in fiscal 2022 compared to $1.7 million of interest expense, net in fiscal 2021.
Interest income represents interest from cash equivalents and short-term investments with maturities of twelve months or
less from the date of purchase. Interest expense represents interest on borrowings and fees related to the credit facility.
We did not have any outstanding borrowings on our credit facility as of January 28, 2023 and January 29, 2022.
Income tax expense
Income tax expense of $401.1 million in fiscal 2022 represents an effective tax rate of 24.4%, compared to fiscal 2021
income tax expense of $310.0 million and an effective tax rate of 23.9%. The higher income tax expense is primarily due
41
89910_ULTA AnnualReport_2024 ALL.indd 49
89910_ULTA AnnualReport_2024 ALL.indd 49
4/12/24 10:04 PM
4/12/24 10:04 PM
to less tax benefit from the income tax accounting for share-based compensation and an increase in state tax expense
compared to fiscal 2021.
Net income
Net income increased $256.6 million to $1.2 billion in fiscal 2022 compared to $985.8 million in fiscal 2021. The
increase in net income was primarily due to a $676.0 million increase in gross profit, partially offset by a $333.8 million
increase in SG&A expenses and a $91.1 million increase in income taxes.
Liquidity and capital resources
Our primary sources of liquidity are cash and cash equivalents, cash flows from operations, and borrowings under our
credit facility. The most significant components of our working capital are merchandise inventories, cash and cash
equivalents, and receivables, reduced by accounts payable, deferred revenue, and accrued liabilities. As of
February 3, 2024 and January 28, 2023, we had cash and cash equivalents of $766.6 million and $737.9 million,
respectively.
Our primary cash needs are for rent, capital expenditures for new, remodeled, and relocated stores, increased
merchandise inventories related to store expansion and new brand additions, supply chain improvements, share
repurchases, and continued investment in our information technology systems.
Our most significant ongoing short-term cash requirements relate primarily to funding operations (including
expenditures for lease expenses, inventory, labor, distribution, advertising and marketing, and tax liabilities) as well as
periodic spend for capital expenditures, investments, and share repurchases. Our working capital needs are greatest from
August through November each year as a result of our inventory build-up during this period for the approaching holiday
season.
Long-term cash requirements primarily relate to funding lease expenses and other purchase commitments.
We generally fund short-term and long-term cash requirements with cash from operating activities. We believe our
primary sources of liquidity will satisfy our cash requirements over both the short term (the next twelve months) and
long term.
The following table summarizes contractual cash requirements as of February 3, 2024:
(In thousands)
Operating lease obligations (1) . . . . . . . . . . . . . . . . . . . . $ 2,289,652 $ 351,517 $ 755,334
Purchase obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . .
15,633
Total (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,345,239 $ 391,471 $ 770,967
55,587
39,954
Total
Less Than
1 Year
1 to 3
Years
3 to 5
Years
More than 5
Years
$ 545,888
—
$ 545,888
$ 636,913
—
$ 636,913
(1) These amounts are for our undiscounted lease obligations recorded in our consolidated balance sheets as operating
lease liabilities. Also included are legally binding minimum lease payments for leases signed but not yet commenced
of $122.2 million, which are excluded from operating lease liabilities shown on our consolidated balance sheets.
(2) The unrecognized tax benefit of $4.1 million as of February 3, 2024 is excluded due to uncertainty regarding the
realization and timing of the related future cash flows, if any.
42
89910_ULTA AnnualReport_2024 ALL.indd 50
89910_ULTA AnnualReport_2024 ALL.indd 50
4/12/24 10:04 PM
4/12/24 10:04 PM
Purchase obligations reflect legally binding agreements entered into by the Company to purchase goods or services. The
amount of purchase obligations relates to commitments for products and services and other goods and service contracts
entered into as of February 3, 2024. Excluded from purchase obligations are normal purchases and contracts entered into
in the ordinary course of business.
Cash flows
We believe our ability to generate substantial cash from operating activities and readily secure financing at competitive
rates are key strengths that give us significant flexibility to meet our short and long-term financial commitments.
The following table presents a summary of our cash flows during the last three years:
(In thousands)
Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,476,266 $ 1,481,915 $ 1,059,265
(176,484)
Net cash used in investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(1,497,216)
Net cash used in financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(441,425)
(1,006,124)
(314,584)
(861,014)
February 3,
2024
Fiscal year ended
January 28,
2023
January 29,
2022
Operating activities
Operating activities consist of net income adjusted for certain non-cash items, including depreciation and amortization,
non-cash lease expense, deferred income taxes, stock-based compensation expense, realized gains or losses on disposal
of property and equipment, and the effect of working capital changes.
The decrease in net cash provided by operating activities in fiscal 2023 compared to fiscal 2022 is mainly due to the
timing of accrued liabilities, accounts payable, receivable collections, prepaid income taxes, and prepaid expenses and
other current assets and a larger increase in merchandise inventories in fiscal 2023, partially offset by the increase in net
income and non-cash lease expense.
Merchandise inventories, net were $1.7 billion at February 3, 2024, compared to $1.6 billion at January 28, 2023,
representing an increase of $138.7 million or 8.6%. The increase in total inventory is primarily due to the following:
•
•
•
•
$69 million increase due to new key brand launches;
$36 million increase due to the addition of 30 net new stores opened since January 28, 2023;
$15 million increase primarily due to inventory cost increases; and
$13 million increase in distribution center inventory primarily due to the opening of the new market fulfillment
center in Greer, SC.
The increase in net income was primarily due to an increase in gross profit resulting from higher sales, partially offset by
an increase in SG&A expenses and income taxes.
The increase in non-cash lease expense was primarily due to an increase in tenant allowances.
The increase in net cash provided by operating activities in fiscal 2022 relative to fiscal 2021 was primarily due to the
increase in net income, a smaller increase in merchandise inventories in fiscal 2022 compared to fiscal 2021, and the
timing of receivable collections, partially offset by the timing of payables and a smaller increase in deferred revenue
compared to fiscal 2021.
Investing activities
We have historically used cash primarily for new, remodeled, relocated, and refreshed stores, supply chain investments,
short-term investments, and investments in information technology systems. Investment activities for capital
expenditures were $435.3 million during fiscal 2023, compared to $312.1 million during fiscal 2022.
43
89910_ULTA AnnualReport_2024 ALL.indd 51
89910_ULTA AnnualReport_2024 ALL.indd 51
4/12/24 10:04 PM
4/12/24 10:04 PM
The increase in net cash used in investing activities in fiscal 2023 relative to fiscal 2022 was primarily due to more
capital expenditures for new, remodeled, and relocated stores and information technology systems compared to fiscal
2022.
The increase in net cash used in investing activities in fiscal 2022 relative to fiscal 2021 was primarily due to more
capital expenditures for new, remodeled, and relocated stores, supply chain, and information technology systems
compared to fiscal 2021.
Capital expenditures
The following table presents a summary of our store activities during the last three years:
Fiscal year ended
February 3, January 28, January 29,
2024
2023
2022
Stores opened . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stores remodeled . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stores relocated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
33
18
7
47
20
12
48
9
7
During fiscal 2023, the average investment required to open a new Ulta Beauty store was approximately $2.0 million,
which includes capital investment net of landlord contributions, pre-opening expenses, and initial inventory net of
payables.
Capital expenditures during the last three years by major category are as follows:
(In millions)
New, Remodeled, and Relocated Stores . . . . . . . . . . . . . . . . . . . . . . $
Merchandising and Refreshed Stores . . . . . . . . . . . . . . . . . . . . . . . . .
Information Technology Systems . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Supply Chain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Store Maintenance and Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Budget
Fiscal
2024
Fiscal
2023
Fiscal
2022
Fiscal
2021
218 $
64
80
75
53
490 $
141 $
37
124
73
60
435 $
102 $
34
74
70
32
312 $
73
16
37
23
23
172
Our future investments will depend primarily on the number of new, remodeled, and relocated stores, information
technology systems investments, and supply chain investments that we undertake and the timing of these expenditures.
Based on past performance and current expectations, we believe our sources of liquidity will be sufficient to fund future
capital expenditures. We expect fiscal 2024 capital expenditures will be up to $490 million and will be used primarily to
fund our new, remodeled, and relocated stores and strategic priorities, including investments in information technology
systems and supply chain optimization.
Financing activities
Financing activities include share repurchases, borrowing and repayment of our revolving credit facility, and capital
stock transactions. Purchases of treasury shares represent the fair value of common shares repurchased from plan
participants in connection with shares withheld to satisfy minimum statutory tax obligations upon the vesting of
restricted stock.
The increase in net cash used in financing activities in fiscal 2023 relative to fiscal 2022 was primarily due to an increase
in share repurchases and less stock options exercised.
The decrease in net cash used in financing activities in fiscal 2022 relative to fiscal 2021 was primarily due to a decrease
in share repurchases.
44
89910_ULTA AnnualReport_2024 ALL.indd 52
89910_ULTA AnnualReport_2024 ALL.indd 52
4/12/24 10:04 PM
4/12/24 10:04 PM
We had no borrowings outstanding under the credit facility at the end of fiscal 2023, 2022 and 2021. The zero
outstanding borrowings position is due to a combination of factors including sales demand, overall performance of
management initiatives including expense control, and inventory and other working capital reductions. We may require
borrowings under the facility from time to time in future periods for unexpected business disruptions, to support our new
store program, seasonal inventory needs, or share repurchases.
Share repurchase program
In March 2020, the Board of Directors authorized a share repurchase program (the 2020 Share Repurchase Program)
pursuant to which the Company could repurchase up to $1.6 billion of the Company’s common stock. The 2020 Share
Repurchase Program authorization revoked the previously authorized but unused amounts from the earlier share
repurchase program. The 2020 Share Repurchase Program did not have an expiration date but provided for suspension or
discontinuation at any time.
In March 2022, the Board of Directors authorized a share repurchase program (the 2022 Share Repurchase Program)
pursuant to which the Company could repurchase up to $2.0 billion of the Company’s common stock. The 2022 Share
Repurchase Program authorization revoked the previously authorized but unused amounts from the 2020 Share
Repurchase Program. The 2022 Share Repurchase Program did not have an expiration date but provided for suspension
or discontinuation at any time.
A summary of common stock repurchase activity is presented in the following table:
(Dollars in millions)
Shares repurchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,173,431 2,192,556 4,249,632
900.0 $ 1,521.9
Total cost of shares repurchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,009.3 $
February 3,
2024
Fiscal year ended
January 28,
2023
January 29,
2022
On March 12, 2024, the Board of Directors authorized a new share repurchase program (the 2024 Share Repurchase
Program) pursuant to which the Company may repurchase up to $2.0 billion of the Company’s common stock. The 2024
Share Repurchase Program authorization revokes the previously authorized but unused amounts from the 2022 Share
Repurchase Program. The 2024 Share Repurchase Program does not have an expiration date and may be suspended or
discontinued at any time.
Credit facility
On March 13, 2024, we entered into Amendment No. 3 to the Second Amended and Restated Loan Agreement (as so
amended, the Loan Agreement) with Wells Fargo Bank, National Association, as Administrative Agent, Collateral Agent
and a Lender thereunder; Wells Fargo Bank, National Association and JPMorgan Chase Bank, N.A., as Lead Arrangers
and Bookrunners; JPMorgan Chase Bank, N.A., as Syndication Agent and a Lender; PNC Bank, National Association,
as Documentation Agent and a Lender; and the other lenders party thereto. The Loan Agreement matures on March 13,
2029, provides maximum revolving loans equal to the lesser of $800.0 million or a percentage of eligible owned
inventory and eligible owned receivables (which borrowing base may, at the election of the Company and satisfaction of
certain conditions, include a percentage of qualified cash), contains a $50.0 million subfacility for letters of credit and
allows the Company to increase the revolving facility by an additional $200.0 million, subject to the consent by each
lender and other conditions. The Loan Agreement contains a requirement to maintain a fixed charge coverage ratio of not
less than 1.0 to 1.0 during such periods when availability under the Loan Agreement falls below a specified threshold.
Substantially all of the Company’s assets are pledged as collateral for outstanding borrowings under the Loan
Agreement. Outstanding borrowings bear interest, at the Company’s election, at either a base rate plus a margin of 0.5%
to 1.0% or the Term Secured Overnight Financing Rate plus a margin of 1.5% to 2.0%, and a credit spread adjustment of
0.10%, with such margins based on the Company’s borrowing availability, and the unused line fee is 0.25% to 0.375%
per annum.
45
89910_ULTA AnnualReport_2024 ALL.indd 53
89910_ULTA AnnualReport_2024 ALL.indd 53
4/12/24 10:04 PM
4/12/24 10:04 PM
As of February 3, 2024 and January 28, 2023, we had no borrowings outstanding under the credit facility and we were in
compliance with all terms and covenants of the Loan Agreement.
Seasonality
Our business is subject to seasonal fluctuation. Significant portions of our net sales and profits are realized during the
fourth quarter of the fiscal year due to the holiday selling season. To a lesser extent, our business is also affected by
Mother’s Day and Valentine’s Day. Any decrease in sales during these higher sales volume periods could have an
adverse effect on our business, financial condition, or operating results for the entire fiscal year. Our quarterly results of
operations have varied in the past and are likely to do so again in the future. As such, we believe that period-to-period
comparisons of our results of operations should not be relied upon as an indication of our future performance.
Critical accounting policies and estimates
Management’s discussion and analysis of financial condition and results of operations is based upon our consolidated
financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles. The
preparation of these financial statements required the use of estimates and judgments that affect the reported amounts of
our assets, liabilities, revenues, and expenses. Management bases estimates on historical experience and other
assumptions it believes to be reasonable under the circumstances and evaluates these estimates on an on-going basis.
Actual results may differ from these estimates. A discussion of our more significant estimates follows. Management has
discussed the development, selection, and disclosure of these estimates and assumptions with the Audit Committee of the
Board of Directors.
Inventory valuation
Merchandise inventories are carried at the lower of cost or net realizable value. Cost is determined using the moving
average cost method and includes costs incurred to purchase and distribute goods as well as related vendor allowances
including co-op advertising, markdowns, and volume discounts. We record valuation adjustments to our inventories if
the cost of a specific product on hand exceeds the amount we expect to realize from the ultimate sale or disposal of the
inventory as well as for any excess or discontinued inventory. These estimates are based on management’s judgment
regarding future demand, age of inventory, and analysis of historical experience. If actual demand or market conditions
are different than those projected by management, future merchandise margin rates may be affected by adjustments to
these estimates.
Inventories are adjusted for the results of periodic physical inventory counts at each of our locations. We record a shrink
reserve representing management’s estimate of inventory losses by location that have occurred since the date of the last
physical count. This estimate is based on management’s analysis of historical results, including consideration of current
loss rates.
We do not believe that there is a reasonable likelihood that there will be a material change in the future estimates or
assumptions we use to calculate our inventory reserves. Adjustments to earnings resulting from revisions to
management’s estimates of the inventory reserves have been insignificant during fiscal 2023, 2022 and 2021. An
increase or decrease in the lower of cost or net realizable value reserve of 10% would not have a material impact on our
operating income for fiscal 2023. An increase or decrease in the shrink rate included in the shrink reserve calculation of
10% would not have a material impact on our operating income for fiscal 2023.
Vendor allowances
The majority of cash consideration received from a vendor is considered to be a reduction of the cost of the related
products and is reflected in cost of sales in our consolidated statements of income as the related products are sold unless
it is in exchange for an asset or service or a reimbursement of a specific, incremental, identifiable cost incurred by the
Company in selling the vendors’ products. We estimate the amount recorded as a reduction of inventory at the end of
each period based on a detailed analysis of inventory turns and management’s analysis of the facts and circumstances of
the various contractual agreements with vendors. We record cash consideration expected to be received from vendors in
46
89910_ULTA AnnualReport_2024 ALL.indd 54
89910_ULTA AnnualReport_2024 ALL.indd 54
4/12/24 10:04 PM
4/12/24 10:04 PM
receivables. We do not believe there is a reasonable likelihood there will be a material change in the future estimates or
assumptions we use to calculate our reduction of inventory. An increase or decrease in inventory turns of five basis
points would not have a material impact on our operating income for fiscal 2023.
Impairment of long-lived tangible assets
We review long-lived tangible assets whenever events or circumstances indicate these assets might not be recoverable.
Assets are primarily reviewed at the store level, which is the lowest level for which cash flows can be identified.
Significant estimates are used in determining future operating results of each store over its remaining lease term. An
impairment loss would be recorded if the carrying amount of the long-lived asset exceeds its fair value. We do not
believe there is a reasonable likelihood there will be a material change in the future estimates or assumptions we use to
calculate our impairment charges. No impairment charges were recognized in fiscal 2023, 2022, and 2021.
Loyalty program
We maintain a customer loyalty program, Ulta Beauty Rewards, which allows members to earn points based on
purchases of merchandise or services. Points earned are valid for at least one year. The loyalty program represents a
material right to the customer and points may be redeemed on future products and services. Revenue from the loyalty
program is recognized when the members redeem points or points expire. We defer revenue related to points earned that
have not yet been redeemed. The amount of deferred revenue includes estimates for the standalone selling price of points
earned by members and the percentage of points expected to be redeemed. The expected redemption percentage is based
on historical redemption patterns and considers current information or trends. The standalone selling price of points
earned and the estimated redemption rate is evaluated each reporting period. We do not believe there is a reasonable
likelihood there will be a material change in the future estimates or assumptions used to calculate the estimated
redemption rate.
Adjustments to earnings resulting from revisions to management’s estimates of the redemption rates have been
insignificant during fiscal 2023, 2022 and 2021. An increase or decrease in the estimated redemption rate of 5% would
not have a material impact on our operating income in fiscal 2023.
Income taxes
We are subject to income taxes in the United States. Judgment is required in determining our provision for income taxes
and income tax assets and liabilities, including evaluating uncertainties in the application of accounting principles and
complex tax laws.
We recognize deferred income taxes for the estimated future tax consequences attributable to temporary differences
between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.
Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years
in which temporary differences are anticipated to be recovered or settled. The effect on deferred taxes of a change in
income tax rates is recognized in the consolidated statements of income in the period of enactment. A valuation
allowance is recorded to reduce the carrying amounts of deferred tax assets to the amount expected to be realized unless
it is more-likely-than-not that such assets will be realized in full. The estimated tax benefit of an uncertain tax position is
recorded in our consolidated financial statements only after determining a more-likely-than-not probability that the
uncertain tax position will withstand challenge, if any, from applicable taxing authorities.
Judgment is required in assessing the future tax consequences of events that have been recognized on our consolidated
financial statements or tax returns. Variations in the actual outcome of these future tax consequences could materially
impact our consolidated financial statements.
Recent accounting pronouncements not yet adopted
See Note 2 to our consolidated financial statements, “Summary of significant accounting policies – Recent accounting
pronouncements not yet adopted.”
47
89910_ULTA AnnualReport_2024 ALL.indd 55
89910_ULTA AnnualReport_2024 ALL.indd 55
4/12/24 10:04 PM
4/12/24 10:04 PM
Item 7A. Quantitative and Qualitative Disclosures about Market Risk
Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market
prices and rates. Our market risk exposure is primarily the result of fluctuations in interest rates. We continually monitor
this risk and may develop strategies to manage it. We do not hold or issue financial instruments for trading purposes.
Interest rate risk
We are exposed to interest rate risks primarily through borrowings under our credit facility. Interest on our borrowings is
based upon variable rates. We did not have any outstanding borrowings on our credit facility as of February 3, 2024,
January 28, 2023, or January 29, 2022.
48
89910_ULTA AnnualReport_2024 ALL.indd 56
89910_ULTA AnnualReport_2024 ALL.indd 56
4/12/24 10:04 PM
4/12/24 10:04 PM
Item 8. Financial Statements and Supplementary Data
ULTA BEAUTY, INC.
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Balance Sheets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Comprehensive Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Stockholders’ Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Schedule II – Valuation and Qualifying Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
50
54
55
56
57
58
59
78
49
89910_ULTA AnnualReport_2024 ALL.indd 57
89910_ULTA AnnualReport_2024 ALL.indd 57
4/12/24 10:04 PM
4/12/24 10:04 PM
Report of Independent Registered Public Accounting Firm
The Stockholders and the Board of Directors of Ulta Beauty, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Ulta Beauty, Inc. (the Company) as of February 3,
2024 and January 28, 2023, the related consolidated statements of income, comprehensive income, stockholders’ equity,
and cash flows for each of the three years in the period ended February 3, 2024, and the related notes and financial
statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the
Company at February 3, 2024 and January 28, 2023, and the consolidated results of its operations and its cash flows for
each of the three years in the period ended February 3, 2024, in conformity with U.S. generally accepted accounting
principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United
States) (PCAOB), the Company's internal control over financial reporting as of February 3, 2024, based on criteria
established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission (2013 framework) and our report dated March 26, 2024 expressed an unqualified opinion
thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an
opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the
PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities
laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial statements are free of material
misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material
misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those
risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the
financial statements. Our audits also included evaluating the accounting principles used and significant estimates made
by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits
provide a reasonable basis for our opinion.
50
89910_ULTA AnnualReport_2024 ALL.indd 58
89910_ULTA AnnualReport_2024 ALL.indd 58
4/12/24 10:04 PM
4/12/24 10:04 PM
Critical audit matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements
that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or
disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or
complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the
consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below,
providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Description of the
matter
Loyalty Program
The Company maintains a loyalty program, Ulta Beauty Rewards, which offers members the ability
to earn and redeem points on purchases of products and services. As described in Note 2 to the
consolidated financial statements, revenue from the loyalty program is recognized when members
redeem points or points expire. The Company estimates the amount of revenue to defer using the
standalone selling price of the points earned and the expected redemption percentage. The Company
evaluates its estimated standalone selling price quarterly based on the value of products or services
purchased using points. The expected redemption percentage is based on historical redemption
patterns in conjunction with current information and trends.
Auditing the Company’s estimate of loyalty deferred revenue was complex as the calculation
involved management’s assumptions, such as the standalone selling price and expected redemption
rate, which drive the revenue deferral. In particular, the estimate is sensitive to these significant
assumptions, which are affected by expectations about future customer behavior.
How we
addressed the
matter in our
audit
We obtained an understanding, evaluated the design, and tested the operating effectiveness of the
Company’s estimation process and controls supporting the measurement and recognition of the
amount of loyalty revenue deferred. This included testing controls over management’s review of the
assumptions and other inputs used in the estimation, the completeness and accuracy of issuance,
redemption, and expiration data used in the calculation, and controls over the assignment of
membership levels based on customer spending patterns.
Our audit procedures included, among others, evaluating the methodology used, analyzing the
significant assumptions discussed above, and testing the accuracy and completeness of the
underlying data used in management’s calculation. To test the standalone selling price per point, we
validated that the price per point for each membership level was appropriate based on products or
services purchased by loyalty members. In addition, we tested the value of points redeemed was
complete and accurate. To audit the redemption rate, we tested the issuance and redemption activity
and compared the results of that testing to the redemption rate used by management in its estimate.
We also considered recent trends in redemption activity and the impact on the redemption rate. In
addition, we performed sensitivity analyses of significant assumptions to evaluate the change in the
deferral amounts.
/s/ Ernst & Young LLP
We have served as the Company’s auditor since 1997.
Chicago, Illinois
March 26, 2024
51
89910_ULTA AnnualReport_2024 ALL.indd 59
89910_ULTA AnnualReport_2024 ALL.indd 59
4/12/24 10:04 PM
4/12/24 10:04 PM
Report of Independent Registered Public Accounting Firm
The Stockholders’ and the Board of Directors Ulta Beauty, Inc.
Opinion on Internal Control over Financial Reporting
We have audited Ulta Beauty, Inc.’s internal control over financial reporting as of February 3, 2024, based on criteria
established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Ulta Beauty, Inc. (the Company)
maintained, in all material respects, effective internal control over financial reporting as of February 3, 2024, based on
COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United
States) (PCAOB), the consolidated balance sheets of the Company as of February 3, 2024 and January 28, 2023, the
related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the
three years in the period ended February 3, 2024, and the related notes and financial statement schedule listed in the
Index at Item 15(a) and our report dated March 26, 2024 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its
assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s
annual report on internal control over financial reporting. Our responsibility is to express an opinion on the Company’s
internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB
and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and
the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was
maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a
material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the
assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that
our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles. A company’s internal control over financial reporting includes those policies
and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of
management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the
financial statements.
52
89910_ULTA AnnualReport_2024 ALL.indd 60
89910_ULTA AnnualReport_2024 ALL.indd 60
4/12/24 10:04 PM
4/12/24 10:04 PM
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become
inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may
deteriorate.
/s/ Ernst & Young LLP
Chicago, Illinois
March 26, 2024
53
89910_ULTA AnnualReport_2024 ALL.indd 61
89910_ULTA AnnualReport_2024 ALL.indd 61
4/12/24 10:04 PM
4/12/24 10:04 PM
Ulta Beauty, Inc.
Consolidated Balance Sheets
(In thousands, except per share data)
Assets
Current assets:
February 3,
2024
January 28,
2023
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Receivables, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Merchandise inventories, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
766,594 $
207,939
1,742,136
115,598
4,251
2,836,518
737,877
199,422
1,603,451
130,246
38,308
2,709,304
Property and equipment, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,009,273
1,561,263
Operating lease assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10,870
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,312
Other intangible assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred compensation plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
35,382
Other long-term assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
43,007
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 5,707,011 $ 5,370,411
1,182,335
1,574,530
10,870
510
43,516
58,732
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current operating lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
544,001 $
382,468
436,591
283,821
11,310
1,658,191
559,527
444,278
394,677
283,293
—
1,681,775
Non-current operating lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other long-term liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,627,271
85,921
56,300
3,427,683
1,619,883
55,346
53,596
3,410,600
Commitments and contingencies (Note 9)
Stockholders' equity:
Common stock, $0.01 par value, 400,000 shares authorized; 49,123 and 51,120 shares issued;
48,324 and 50,364 shares outstanding; at February 3, 2024 and January 28, 2023, respectively . . .
Treasury stock-common, at cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
511
(60,470)
1,023,997
995,773
Total stockholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,959,811
Total liabilities and stockholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 5,707,011 $ 5,370,411
491
(83,032)
1,075,104
1,286,765
2,279,328
See accompanying notes to consolidated financial statements.
54
89910_ULTA AnnualReport_2024 ALL.indd 62
89910_ULTA AnnualReport_2024 ALL.indd 62
4/12/24 10:04 PM
4/12/24 10:04 PM
Ulta Beauty, Inc.
Consolidated Statements of Income
(In thousands, except per share data)
Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 11,207,303 $ 10,208,580 $ 8,630,889
5,262,335
Cost of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,368,554
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6,164,070
4,044,510
6,826,203
4,381,100
February 3,
2024
Fiscal year ended
January 28,
2023
January 29,
2022
Selling, general and administrative expenses . . . . . . . . . . . . . . . . . . . . . . .
Pre-opening expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest (income) expense, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,694,561
8,510
1,678,029
(17,622)
1,695,651
404,646
2,395,299
10,601
1,638,610
(4,934)
1,643,544
401,136
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,291,005 $ 1,242,408 $
2,061,545
9,517
1,297,492
1,663
1,295,829
309,992
985,837
Net income per common share:
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
26.18 $
26.03 $
24.17 $
24.01 $
18.09
17.98
Weighted average common shares outstanding:
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
49,304
49,596
51,403
51,738
54,482
54,841
See accompanying notes to consolidated financial statements.
55
89910_ULTA AnnualReport_2024 ALL.indd 63
89910_ULTA AnnualReport_2024 ALL.indd 63
4/12/24 10:04 PM
4/12/24 10:04 PM
Ulta Beauty, Inc.
Consolidated Statements of Comprehensive Income
(In thousands)
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,291,005 $ 1,242,408 $
Other comprehensive income:
February 3,
2024
Fiscal year ended
January 28,
2023
January 29,
2022
985,837
Foreign currency translation adjustments . . . . . . . . . . . . . . . . . . . . . . .
—
Comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,291,005
—
$ 1,242,408 $
(56)
985,781
See accompanying notes to consolidated financial statements.
56
89910_ULTA AnnualReport_2024 ALL.indd 64
89910_ULTA AnnualReport_2024 ALL.indd 64
4/12/24 10:04 PM
4/12/24 10:04 PM
Ulta Beauty, Inc.
Consolidated Statements of Cash Flows
February 3,
Fiscal year ended
January 28,
2023
January 29,
2022
(In thousands)
Operating activities
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,291,005 $ 1,242,408 $
Adjustments to reconcile net income to net cash provided by operating activities:
2024
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-cash lease expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock-based compensation expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on disposal of property and equipment . . . . . . . . . . . . . . . . . . . . . . . . . .
Change in operating assets and liabilities:
243,840
332,754
30,575
48,246
11,419
241,372
301,912
15,653
43,044
6,688
Receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Merchandise inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . .
Income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets and liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(8,517)
(138,685)
14,648
45,367
(20,873)
(62,238)
41,914
(338,105)
(15,084)
1,476,266
34,260
(104,233)
(19,432)
(45,182)
8,309
48,249
41,098
(324,500)
(7,731)
1,481,915
985,837
268,460
276,229
(25,666)
47,259
5,358
(40,573)
(331,003)
(3,412)
(35,652)
66,156
58,598
79,196
(303,914)
12,392
1,059,265
Investing activities
Capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash used in investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(435,267)
(6,158)
(441,425)
(312,126)
(2,458)
(314,584)
(172,187)
(4,297)
(176,484)
Financing activities
195,400
Borrowings from credit facility . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(195,400)
Payments on credit facility . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(995,738)
Repurchase of common shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
12,176
Stock options exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchase of treasury shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(22,562)
Net cash used in financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1,006,124)
—
—
(900,033)
46,011
(6,992)
(861,014)
—
—
(1,521,925)
40,386
(15,677)
(1,497,216)
Effect of exchange rate changes on cash and cash equivalents . . . . . . . . . . . . . . . .
Net increase (decrease) in cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
—
28,717
737,877
766,594 $
—
306,317
431,560
737,877 $
(56)
(614,491)
1,046,051
431,560
Supplemental information
Cash paid for interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Income taxes paid, net of refunds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-cash investing and financing activities:
3,327 $
2,138 $
328,215
429,846
2,132
370,646
Non-cash capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Repurchase of common shares in accrued liablities . . . . . . . . . . . . . . . . . . . . . .
61,757
4,297
69,591
—
39,874
—
See accompanying notes to consolidated financial statements.
57
89910_ULTA AnnualReport_2024 ALL.indd 65
89910_ULTA AnnualReport_2024 ALL.indd 65
4/12/24 10:04 PM
4/12/24 10:04 PM
Ulta Beauty, Inc.
Consolidated Statements of Stockholders’ Equity
Treasury -
Common Stock
Treasury
Additional
Accumulated
Other
Total
Comprehensive Stockholders'
(In thousands)
Balance – January 30, 2021 . . .
Net income . . . . . . . . . . . . . . . .
Stock-based compensation . . . . .
Foreign currency translation
adjustments . . . . . . . . . . . . . . . .
Stock options exercised and
other awards . . . . . . . . . . . . . . .
Purchase of treasury shares . . . .
Repurchase of common
shares . . . . . . . . . . . . . . . . . . . . .
Balance – January 29, 2022 . . .
Net income . . . . . . . . . . . . . . . .
Stock-based compensation . . . . .
Stock options exercised and
other awards . . . . . . . . . . . . . . .
Purchase of treasury shares . . . .
Repurchase of common shares . .
Balance – January 28, 2023 . . .
Net income . . . . . . . . . . . . . . . .
Stock-based compensation . . . . .
Stock options exercised and
other awards . . . . . . . . . . . . . . .
Purchase of treasury shares . . . .
Repurchase of common shares,
including excise tax . . . . . . . . . .
Balance – February 3, 2024 . . .
Common Stock
Issued
Shares
Amount Shares
Amount
56,952 $ 569
—
—
—
—
—
347
—
—
3
—
(692) $ (37,801) $
—
—
—
—
(46)
—
—
—
—
(15,677)
Paid-In
Capital
847,303 $
—
47,259
Retained
Earnings
1,189,422 $
985,837
—
—
40,383
—
—
—
—
(4,250)
(42)
53,049 $ 530
—
—
—
—
—
—
(738) $ (53,478) $
—
—
—
—
—
934,945 $
—
43,044
(1,521,883)
653,376 $
1,242,408
—
3
264
—
—
(2,193)
(22)
51,120 $ 511
—
—
—
—
—
(18)
—
—
(6,992)
—
46,008
—
—
(756) $ (60,470) $ 1,023,997 $
—
—
—
—
—
(22,562)
—
48,246
12,174
—
—
—
(900,011)
995,773 $
1,291,005
—
176
—
2
—
—
(43)
(2,173)
(22)
49,123 $ 491
—
(9,313)
(799) $ (83,032) $ 1,075,104 $
—
Income
56
—
—
(56)
—
—
Equity
$ 1,999,549
985,837
47,259
(56)
40,386
(15,677)
—
(1,521,925)
— $ 1,535,373
1,242,408
—
43,044
—
46,011
—
(6,992)
—
—
(900,033)
— $ 1,959,811
1,291,005
—
48,246
—
—
—
—
—
12,176
(22,562)
(1,000,013)
1,286,765 $
—
(1,009,348)
— $ 2,279,328
See accompanying notes to consolidated financial statements.
58
89910_ULTA AnnualReport_2024 ALL.indd 66
89910_ULTA AnnualReport_2024 ALL.indd 66
4/12/24 10:04 PM
4/12/24 10:04 PM
Ulta Beauty, Inc.
Notes to Consolidated Financial Statements
(In thousands, except per share and store count data)
1. Business and basis of presentation
Ulta Beauty, Inc. was founded in 1990 to operate specialty retail stores selling cosmetics, fragrance, haircare and
skincare products, and related accessories and services. Nearly every store features a full-service salon. As used in these
notes and throughout this Annual Report on Form 10-K, all references to “we,” “us,” “our,” “Ulta Beauty,” or the
“Company” refer to Ulta Beauty, Inc. and its consolidated subsidiaries. All amounts are stated in thousands, with the
exception of per share amounts and number of stores.
As of February 3, 2024, the Company operated 1,385 stores across 50 states.
The Company has one reportable segment, which includes retail stores, salon services, and e-commerce.
2. Summary of significant accounting policies
Fiscal year
The Company’s fiscal year is the 52 or 53 weeks ending on the Saturday closest to January 31. The Company’s
fiscal years ended February 3, 2024 (fiscal 2023), January 28, 2023 (fiscal 2022), and January 29, 2022 (fiscal 2021)
were 53, 52, and 52 week years, respectively.
Consolidation
The Company’s consolidated financial statements include the accounts of the Company and its wholly owned
subsidiaries. All significant intercompany accounts, transactions, and unrealized profit were eliminated in consolidation.
Use of estimates
The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles
requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the
date of the consolidated financial statements and the reported amounts of revenues and expenses during the accounting
period. Actual results could differ from those estimates. The Company considers its accounting policies relating to
inventory valuations, vendor allowances, impairment of long-lived tangible and right-of-use assets, loyalty program and
income taxes to be the most significant accounting policies that involve management estimates and judgments.
Significant changes, if any, in those estimates and assumptions resulting from continuing changes in the economic
environment will be reflected in the consolidated financial statements in future periods.
Reclassifications
Certain prior year amounts have been reclassified to conform to the current year presentation.
59
89910_ULTA AnnualReport_2024 ALL.indd 67
89910_ULTA AnnualReport_2024 ALL.indd 67
4/12/24 10:04 PM
4/12/24 10:04 PM
Cash and cash equivalents
Cash equivalents include highly liquid investments such as money market funds and certificates of deposit with an
original maturity of three months or less from the date of purchase. Cash equivalents also include amounts due from
third-party financial institutions for credit card and debit card transactions. These receivables typically settle in five days
or less with little or no default risk.
(In thousands)
Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Receivables from third-party financial institutions for credit card and debit card
transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
$
Fair value of financial instruments
February 3,
2024
677,004
$
January 28,
2023
651,367
89,590
766,594
$
86,510
737,877
The carrying value of cash and cash equivalents, accounts receivable, and accounts payable approximates fair value due
to the short maturities of these instruments. There was no outstanding debt as of February 3, 2024 and January 28, 2023.
Receivables
Receivables primarily include amounts due from vendors for allowances, royalties and other credit card amounts, and
amounts due from third-party gift card providers. The Company does not require collateral on its receivables and does
not accrue interest. Credit risk with respect to receivables is limited due to the diversity of vendors comprising the
Company’s vendor base. The Company performs ongoing credit evaluations of its vendors and evaluates the
collectability of its receivables based on the length of time the receivable is past due and historical experience.
(In thousands)
Vendor allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Royalties and other credit card . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gift card . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowance for doubtful accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Receivables, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
$
2024
140,356
24,818
11,694
31,706
(635)
207,939
February 3,
January 28,
2023
109,899
19,738
42,065
28,796
(1,076)
199,422
$
$
Vendor allowances
The Company receives consideration from vendors for advertising, markdown allowances, purchase volume discounts
and rebates, reimbursement for defective merchandise, and certain selling and display expenses. A majority of all vendor
allowances are recorded as a reduction of the vendor’s product cost and recognized in cost of sales as the product is sold.
Merchandise inventories
Merchandise inventories are stated at the lower of cost or net realizable value. Cost is determined using the moving
average cost method and includes costs incurred to purchase and distribute goods. Inventory cost also includes vendor
allowances related to co-op advertising, markdowns, and volume discounts. The Company maintains an inventory
reserve for lower of cost or net realizable value and shrink. The inventory reserve was $45,360 and $39,532 as of
February 3, 2024 and January 28, 2023, respectively.
60
89910_ULTA AnnualReport_2024 ALL.indd 68
89910_ULTA AnnualReport_2024 ALL.indd 68
4/12/24 10:04 PM
4/12/24 10:04 PM
Property and equipment and internal use software
Property and equipment is stated at cost, net of accumulated depreciation, and depreciated using the straight-line method
over the shorter of the assets’ estimated useful lives or lease term. Leasehold improvements purchased after the
beginning of the initial lease term are amortized over the shorter of the assets’ useful lives or a term that includes the
original lease term, plus any renewals that are reasonably certain at the date the leasehold improvements are acquired.
Repair and maintenance costs are expensed as incurred.
Equipment and fixtures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Electronic equipment and software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1 to 10 years
3 to 15 years
Costs incurred to obtain or develop internal use software that are capitalized are amortized on a straight-line basis over
the estimated useful life of the software.
Cloud computing arrangements
Cloud computing arrangements (software-as-a-service contracts) and related implementation costs that are capitalized
are amortized on a straight-line basis over the contract term (1 month to 5 years). These amounts are classified within
prepaid expenses and other current assets and other long-term assets in the consolidated balance sheets.
Impairment of long-lived tangible and right-of-use assets
The asset group is defined as the lowest level for which identifiable cash flows are available and largely independent of
the cash flows of other groups of assets. The asset group identified is at the store level and includes both property and
equipment and operating lease assets.
Significant estimates are used in determining future cash flows of each store over its remaining lease term including our
expectations of future projected cash flows including revenues and operating expenses. An impairment loss is recorded if
the carrying amount of the long-lived asset exceeds its fair value.
Long-lived tangible and right-of-use assets are evaluated for indicators of impairment quarterly or when events or
changes in circumstances indicate that their carrying amounts may not be recoverable. An undiscounted cash flow
analysis is performed over the asset group. Asset groups are written down only to the extent that their carrying value
exceeds their respective fair value. Fair values of the asset group are determined by discounting the cash flows at a rate
that approximates the cost of capital of a market participant. Management’s forecast of future cash flows is based on the
income approach. The fair value of individual right-of-use assets is determined under the market approach using
estimated market rent assessments based on broker quotes.
The determination of fair value under the income approach requires assumptions including forecasts of future cash flows
(such as revenue growth rates and operating expenses) and selection of a market-based discount rate. Estimates of market
rent are based on non-binding broker quotes. As these inputs are unobservable, they are classified as Level 3 inputs
under the fair value hierarchy. If actual results are not consistent with estimates and assumptions used in estimating
future cash flows and asset fair values, there may be exposure to additional impairment losses in a future period.
Goodwill
Goodwill represents the excess of cost over the fair value of net assets acquired. The recoverability of goodwill is
reviewed annually during the fourth quarter or more frequently if an event occurs or circumstances change that would
indicate that impairment may exist (see Note 6, “Goodwill”).
61
89910_ULTA AnnualReport_2024 ALL.indd 69
89910_ULTA AnnualReport_2024 ALL.indd 69
4/12/24 10:04 PM
4/12/24 10:04 PM
Other intangible assets
Other definite-lived intangible assets are amortized over their useful lives. The recoverability of intangible assets is
reviewed whenever events or changes in circumstances indicate the carrying amount of such assets may not be
recoverable (see Note 7, “Other intangible assets”).
Leases
The Company determines whether an arrangement is or contains a lease at contract inception. The lease classification
evaluation begins at the lease commencement date. The lease term used in the evaluation includes the non-cancellable
period for which the Company has the right to use the underlying asset, together with renewal option periods when the
exercise of the renewal option is reasonably certain.
Total rent payable is recorded during the lease term, including rent escalations in which the amount of future rent is fixed
on the straight-line basis over the term of the lease (including the rent holiday period beginning upon control of the
premises and any fixed payments stated in the lease). For leases with an initial term greater than 12 months, a related
lease liability is recorded on the balance sheet at the present value of future payments discounted at the estimated fully
collateralized incremental borrowing rate (discount rate) corresponding with the lease term. In addition, a right-of-use
asset is recorded as the initial amount of the lease liability, plus any lease payments made to the lessor before or at the
lease commencement date and any initial direct costs incurred, less any tenant improvement allowance incentives
received. Tenant incentives are amortized through the right-of-use asset as reduction of rent expense over the lease term.
The difference between the minimum rents paid and the straight-line rent is reflected within the right-of-use asset.
Certain leases contain provisions that require variable payments based upon sales volume or payment of common area
maintenance costs, real estate taxes, and insurance related to leases (variable lease cost). Variable lease costs are
expensed as incurred. This results in some variability in lease expense as a percentage of revenues over the term of the
lease in stores where variable lease costs are paid. Contingent rent is accrued each period as the liabilities are incurred, in
addition to the straight-line rent expense. This results in some variability in lease expense as a percentage of revenues
over the term of the lease in stores where contingent rent is paid.
Leases with an initial term of 12 months or less (short-term leases) are not recorded on the balance sheet. Short-term
lease expense is recognized on a straight-line basis over the lease term.
The Company subleases certain real estate to third parties for stores with excess square footage space.
The Company does not separate lease and non-lease components (e.g., common area maintenance).
As the interest rate implicit in the lease is not readily determinable, the Company uses its incremental borrowing rate
corresponding with the lease term. As there are no outstanding borrowings under the Company’s credit facility, this rate
is estimated based on prevailing market conditions, comparable company and credit analysis, and judgment. The
incremental borrowing rate is reassessed if there is a change to the lease term or if a modification occurs and it is not
accounted for as a separate contract (see Note 8, “Leases”).
Loyalty program
The Company maintains a loyalty program, Ulta Beauty Rewards, which allows members to earn points based on
purchases of merchandise or services. Points earned are valid for at least one year. The loyalty program represents a
material right to the customer and points may be redeemed on future products and services. Revenue from the loyalty
program is recognized when the members redeem points or points expire. The Company defers revenue related to points
earned that have not yet been redeemed. The amount of deferred revenue includes estimates for the standalone selling
price of points earned by members and the percentage of points expected to be redeemed. The expected redemption
percentage is based on historical redemption patterns and considers current information or trends. The standalone selling
price of points earned and the estimated redemption rate is evaluated each reporting period. When a guest redeems points
or the points expire, the Company recognizes revenue in net sales on the consolidated statements of income.
62
89910_ULTA AnnualReport_2024 ALL.indd 70
89910_ULTA AnnualReport_2024 ALL.indd 70
4/12/24 10:04 PM
4/12/24 10:04 PM
Credit cards
The Company has agreements (the Agreements) with third parties to provide guests with private label credit cards and/or
co-branded credit cards (collectively, the Credit Cards). The private label credit card can be used at any store location
and online, and the co-branded credit card can be used anywhere the co-branded card is accepted. A third-party financing
company is the sole owner of the accounts and underwrites the credit issued under the Credit Card programs. The
Company’s performance obligation is to maintain the Ulta Beauty Rewards loyalty program as only guests enrolled in
the loyalty program can apply for the Credit Cards. Loyalty members earn points through purchases at Ulta Beauty, Ulta
Beauty at Target, and anywhere the co-branded credit card is accepted.
The third parties reimburse the Company for certain credit card program costs such as advertising and loyalty points,
which help promote the credit card program. The Company recognizes revenue when collectability is reasonably
assured, under the assumption the amounts are not constrained and it is probable that a significant revenue reversal will
not occur in future periods, which is generally the time at which the actual usage of the Credit Cards or specified
transaction occurs.
The Company accounts for the amounts associated with the Agreements as a single contract with the sole commercial
objective to maintain the Credit Card programs. As a result, all amounts associated with the Agreements are recognized
within net sales on the consolidated statements of income.
Gift card program
The Company records a contract liability for gift card sales which will be redeemed in the future within deferred
revenue on the consolidated balance sheets and recognized in net sales when the gift card is redeemed for product or
services. Gift cards do not expire and do not include service fees that decrease guest balances. The Company maintains
historical data related to gift card transactions sold and redeemed over a significant time frame. Gift card breakage
(amounts not expected to be redeemed) is recognized to the extent there is no requirement for remitting balances to
governmental agencies under unclaimed property laws. Estimated gift card breakage revenue is recognized over time in
proportion to actual gift card redemptions. Gift card breakage revenue was $22,606, $18,835, and $15,266 in fiscal 2023,
2022, and 2021, respectively.
Revenue recognition
Revenue is recognized when control of the promised goods or services is transferred to the guest, in an amount that
reflects the consideration the Company expects to be entitled to in exchange for those goods or services.
The Company determines revenue recognition through the following steps:
Identification of the contract, or contracts, with a guest;
Identification of the performance obligations in the contract;
•
•
• Determination of the transaction price;
• Allocation of the transaction price to the performance obligations in the contract; and
• Recognition of revenue when, or as, a performance obligation is satisfied.
Net sales include retail stores and e-commerce merchandise sales as well as salon services and other revenue.
Revenue from merchandise sales at retail stores is recognized at the point of sale, net of estimated returns. Revenue from
e-commerce merchandise sales is recognized upon shipment to the guest or guest pickup of the merchandise based on
meeting the transfer of control criteria, net of estimated returns. Salon services revenue is recognized at the time the
service is provided to the guest. Shipping and handling are treated as costs to fulfill the contract and not a separate
performance obligation. Accordingly, the Company recognizes revenue for its single performance obligation related to e-
commerce sales at the time control of the merchandise passes to the customer, which is at the time of shipment or guest
pickup. The Company provides refunds for merchandise returns within 60 days from the original purchase date. State
sales taxes are presented on a net basis as the Company considers itself a pass-through conduit for collecting and
63
89910_ULTA AnnualReport_2024 ALL.indd 71
89910_ULTA AnnualReport_2024 ALL.indd 71
4/12/24 10:04 PM
4/12/24 10:04 PM
remitting state sales tax. Company coupons and other incentives are recorded as a reduction of net sales at the point of
sale.
Advertising
Advertising costs primarily consist of print, digital and social media, and television and radio advertising, net of vendor
income that is a reimbursement of specific, incremental, and identifiable costs. Costs related to advertising are expensed
in the period the related promotional event occurs.
(In thousands)
Advertising expense, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Advertising expense, net as a percentage of net sales . . . . . . . . . . . . . . . . . .
2024
422,779
3.8%
February 3,
Fiscal year ended
January 28,
2023
374,730
3.7%
$
January 29,
2022
387,794
4.5%
$
Prepaid advertising costs included in prepaid expenses and other current assets on the consolidated balance sheets were
$12,708 and $9,466 as of February 3, 2024 and January 28, 2023, respectively.
Pre-opening expenses
Non-capital expenditures incurred prior to the grand opening of a new, remodeled, or relocated store are expensed as
incurred.
Cost of sales
Cost of sales includes the cost of merchandise sold, offset by vendor income that is not a reimbursement of specific,
incremental, and identifiable costs; distribution costs including labor and related benefits, freight, rent, depreciation and
amortization, real estate taxes, utilities, and insurance; shipping and handling costs; retail stores occupancy costs
including rent, depreciation and amortization, real estate taxes, utilities, repairs and maintenance, insurance, and licenses;
salon services payroll and benefits; and shrink and inventory valuation reserves.
Selling, general and administrative expenses
Selling, general and administrative (SG&A) expenses includes payroll, bonus, and benefit costs for retail store and
corporate employees; advertising and marketing costs, offset by vendor income that is a reimbursement of specific,
incremental, and identifiable costs; occupancy costs related to our corporate office facilities; stock-based compensation
expense; depreciation and amortization for all assets, except those related to our retail stores and distribution operations,
which are included in cost of sales; and legal, finance, information systems, and other corporate overhead costs.
Income taxes
Deferred income taxes reflect the net tax effect of temporary differences between the financial statement carrying
amounts of assets and liabilities and their tax bases. The amounts reported were derived using the enacted tax rates in
effect for the year the differences are expected to reverse.
Income tax benefits related to uncertain tax positions are recognized only when it is more likely than not that the tax
position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of
the position and presumes that each uncertain tax position will be examined by the relevant taxing authority that has full
knowledge of all relevant information. Penalties and interest related to unrecognized tax positions are recorded in income
tax expense in the consolidated statements of income (see Note 11, “Income taxes”).
64
89910_ULTA AnnualReport_2024 ALL.indd 72
89910_ULTA AnnualReport_2024 ALL.indd 72
4/12/24 10:04 PM
4/12/24 10:04 PM
Stock-based compensation
Stock-based compensation expense is measured at grant date, based on the fair value of the award, and is recognized on a
straight-line basis over the requisite service period for awards expected to vest. Stock-based compensation expense was
$48,246, $43,044, and $47,259 in fiscal 2023, 2022 and 2021, respectively (see Note 15, “Stock-based compensation”).
Insurance expense
The Company has insurance programs with third party insurers for employee health, workers compensation, and general
liability, among others, to limit the Company’s liability exposure. The insurance programs are premium based and
include retentions, deductibles, and stop loss coverage. Current stop loss coverage per claim is $400 for employee health
claims, $350 for general liability claims, and $350 for workers compensation claims. The Company makes collateral and
premium payments during the plan year and accrues expenses in the event additional premium is due from the Company
based on actual claim results. UB Insurance, Inc., an Arizona-based wholly owned captive insurance subsidiary of the
Company, charges the operating subsidiaries of the Company premiums to insure certain liability exposures. Pursuant to
Arizona insurance regulations, UB Insurance, Inc. maintains certain levels of cash and cash equivalents related to its
liability exposures.
Net income per common share
Basic net income per common share is computed by dividing income available to common stockholders by the weighted-
average number of shares of common stock outstanding during the period. Diluted net income per common share
includes dilutive common stock equivalents, using the treasury stock method (see Note 16, “Net income per common
share”).
Recent accounting pronouncements not yet adopted
Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures
In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU)
2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosure. The guidance updates
reportable segment disclosure requirements, primarily through requiring enhanced disclosures about significant segment
expenses and information used to assess segment performance. The ASU is effective for fiscal years beginning after
December 15, 2023, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU
2023-07 on related disclosures.
Income Taxes (Topic 740): Improvements to Income Tax Disclosures
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax
Disclosures. The guidance includes amendments requiring enhanced income tax disclosures, primarily related to
standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. The guidance
is effective for fiscal years beginning after December 15, 2024 and should be applied either prospectively or
retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of adopting this ASU on
related disclosures.
SEC Climate-Related Disclosures
In March 2024, the SEC adopted rules intended to enhance and standardize climate-related disclosures in registration
statements and annual reports. The new rules will require disclosure of material climate-related risks, including
disclosure of Board of Directors' oversight and risk management activities, the material impacts of these risks to us and
the quantification of material impacts to us as a result of severe weather events and other natural conditions. The rules
also require disclosure of material greenhouse gas emissions and any material climate-related targets and goals. The new
rules will be effective for annual reporting periods beginning in fiscal year 2025, except for the greenhouse gas
65
89910_ULTA AnnualReport_2024 ALL.indd 73
89910_ULTA AnnualReport_2024 ALL.indd 73
4/12/24 10:04 PM
4/12/24 10:04 PM
emissions disclosures which will be effective for annual reporting periods beginning in fiscal year 2026. The Company is
currently evaluating the impact of these new rules.
3. Revenue
Net sales include retail stores and e-commerce merchandise sales as well as salon services and other revenue. Other
revenue includes the private label and co-branded credit card programs, royalties derived from the partnership with
Target Corporation, and deferred revenue related to the loyalty program and gift card breakage.
Disaggregated revenue
The following table sets forth the approximate percentage of net sales by primary category:
(Percentage of net sales)
Cosmetics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Skincare . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Haircare products and styling tools . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fragrance and bath . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accessories and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
February 3,
2024
41%
19%
19%
15%
3%
3%
100%
Fiscal year ended
January 28,
January 29,
2023
42%
17%
21%
14%
3%
3%
100%
2022
43%
17%
20%
14%
3%
3%
100%
Deferred revenue
Deferred revenue primarily represents contract liabilities for the obligation to transfer additional goods or services to a
guest for which the Company has received consideration, such as unredeemed Ulta Beauty Rewards loyalty points and
unredeemed Ulta Beauty gift cards. In addition, breakage on gift cards is recognized proportionately as redemption
occurs.
The following table provides a summary of the changes included in deferred revenue during fiscal 2023 and 2022:
Fiscal year ended
(In thousands)
Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Additions to contract liabilities (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deductions to contract liabilities (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
January 28,
February 3,
2024
388,583 $
332,369
(292,164)
428,788 $
2023
345,206
292,254
(248,877)
388,583
(1) Loyalty points and gift cards issued in the current period but not redeemed or expired.
(2) Revenue recognized in the current period related to the beginning liability.
Other amounts included in deferred revenue were $7,803 and $6,094 at February 3, 2024 and January 28, 2023,
respectively.
66
89910_ULTA AnnualReport_2024 ALL.indd 74
89910_ULTA AnnualReport_2024 ALL.indd 74
4/12/24 10:04 PM
4/12/24 10:04 PM
4. Prepaid expenses and other assets
Prepaid expenses and other current assets consist of the following:
(In thousands)
Prepaid supplies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Cloud computing costs (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid maintenance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid advertising . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
February 3,
2024
37,839 $
24,583
14,855
12,708
25,613
115,598 $
January 28,
2023
40,454
34,900
10,789
9,466
34,637
130,246
Other long-term assets consist of the following:
(In thousands)
Cloud computing costs (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other long-term assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
February 3,
2024
39,669 $
19,063
58,732 $
January 28,
2023
28,540
14,467
43,007
(1) Expense related to cloud computing arrangements was $101,062, $87,593, and $62,215 in fiscal 2023, fiscal 2022,
and fiscal 2021, respectively, and was included in SG&A expenses in the consolidated statements of income.
5. Property and equipment
Property and equipment consists of the following:
(In thousands)
Equipment and fixtures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,297,428 $ 1,147,870
855,695
Leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
663,497
Electronic equipment and software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
196,117
Construction-in-progress . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,863,179
(1,853,906)
Less: accumulated depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,182,335 $ 1,009,273
928,900
774,441
193,260
3,194,029
(2,011,694)
February 3,
2024
January 28,
2023
6. Goodwill
The changes in the carrying amounts of goodwill during the fiscal 2023 and 2022 are as follows:
(In thousands)
Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Acquisitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
February 3,
2024
10,870 $
—
10,870 $
January 28,
2023
10,870
—
10,870
67
89910_ULTA AnnualReport_2024 ALL.indd 75
89910_ULTA AnnualReport_2024 ALL.indd 75
4/12/24 10:04 PM
4/12/24 10:04 PM
7. Other intangible assets
Other intangible assets subject to amortization consists of the following:
February 3, 2024
January 28, 2023
(In thousands)
Developed technology . . . .
Weighted-average
remaining useful
life in years
1.7
Gross
carrying
value
$ 5,506
Accumulated
amortization
(4,996) $
$
Gross
carrying
value
Net
510 $ 5,419
$
Accumulated
amortization
Net
(4,107) $ 1,312
Amortization expense related to intangible assets was $889, $1,014, and $926 in fiscal 2023, fiscal 2022, and fiscal
2021, respectively.
Estimated amortization expense related to intangible assets for the next five years and thereafter is as follows:
Fiscal year
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2027 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2028 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2029 and thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Estimated
amortization
expense
(In thousands)
306
204
—
—
—
—
510
$
8. Leases
The Company leases retail stores, distribution centers, fast fulfillment centers, market fulfillment centers, corporate
offices, and certain equipment under non-cancelable operating leases with various expiration dates through 2036. All
leases are classified as operating leases and generally have initial lease terms of 10 years and, when determined
applicable, include renewal options under substantially the same terms and conditions as the original leases. Leases do
not contain any material residual value guarantees or material restrictive covenants.
The following table presents supplemental balance sheet information, the weighted-average remaining lease term, and
discount rate for operating leases:
(In thousands)
Classification on the Balance Sheet
February 3,
2024
January 28,
2023
Right-of-use assets . . . . . . . . . . . . . . . . . . . . Operating lease assets
$ 1,574,530 $ 1,561,263
Current lease liabilities . . . . . . . . . . . . . . . . . Current operating lease liabilities
Non-current lease liabilities . . . . . . . . . . . . . Non-current operating lease liabilities
283,293
1,619,883
Total lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,911,092 $ 1,903,176
283,821 $
1,627,271
$
Weighted-average remaining lease term . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6.6 years
3.7%
6.7 years
3.2%
68
89910_ULTA AnnualReport_2024 ALL.indd 76
89910_ULTA AnnualReport_2024 ALL.indd 76
4/12/24 10:04 PM
4/12/24 10:04 PM
Lease cost
The following table presents the components of lease cost for operating leases:
(In thousands)
Classification on the Statement of Income
Operating lease cost . . . . . . . . . . . Cost of sales (1)
Variable lease cost . . . . . . . . . . . . Cost of sales
Short-term lease cost . . . . . . . . . . . SG&A expenses
Sublease income . . . . . . . . . . . . . . Net sales
Total lease cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
$
Fiscal year ended
February 3, January 28, January 29,
2023
322,195 $
83,488
685
(1,748)
404,620 $
2024
344,600 $
88,381
1,451
(1,672)
432,760 $
2022
311,546
77,431
408
(835)
388,550
(1) The majority of operating lease cost relates to retail stores, distribution centers, fast fulfillment centers, and market
fulfillment centers and is classified within cost of sales. Operating lease cost for corporate offices is classified within
the SG&A expenses. Operating lease cost from the control date through store opening date is classified within pre-
opening expenses.
Other information
The following table presents supplemental disclosures of cash flow information related to operating leases:
(In thousands)
Cash paid for operating lease liabilities (1) . . . . . . . . . . . . . . . . . . . . . . . $
Operating lease assets obtained in exchange for operating lease
liabilities (non-cash) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
February 3,
2024
396,573 $
Fiscal year ended
January 28,
2023
383,209 $
January 29,
2022
368,498
346,021
380,922
253,870
(1) Excludes $39,654, $30,927, and $28,591 related to cash received for tenant incentives as of February 3, 2024,
January 28, 2023, and January 29, 2022, respectively.
Maturity of lease liabilities
The following table presents maturities of operating lease liabilities:
(In thousands)
Fiscal year
2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 347,558
385,859
2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
346,833
2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
297,232
2027 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
225,358
2028 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2029 and thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
564,247
Total lease payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,167,087
(255,995)
Less: imputed interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Present value of operating lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,911,092
Operating lease payments exclude $122,203 of legally binding minimum lease payments for leases signed but not yet
commenced.
69
89910_ULTA AnnualReport_2024 ALL.indd 77
89910_ULTA AnnualReport_2024 ALL.indd 77
4/12/24 10:04 PM
4/12/24 10:04 PM
9. Commitments and contingencies
Contractual obligations – As of February 3, 2024, the Company had various non-cancelable obligations of $55,587
primarily due to commitments made to a third party for products and services for our strategic investments related to
supply chain optimization and information technology systems. A majority of these agreements are due within three
years and are recorded as liabilities when the goods are received or the services are rendered. Payments under these
agreements were $51,161 in fiscal 2023.
General litigation – The Company is involved in various legal proceedings that are incidental to the conduct of the
business including both class action and single plaintiff litigation. In the opinion of management, the amount of any
liability with respect to these proceedings, either individually or in the aggregate, will not have a material adverse effect
on the Company’s consolidated financial position, results of operations or cash flows.
10. Accrued liabilities
Accrued liabilities consist of the following:
(In thousands)
Accrued payroll, bonus, and employee benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Accrued taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued advertising . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
11. Income taxes
The provision for income taxes consists of the following:
February 3,
2024
150,880 $
56,790
42,257
33,875
98,666
382,468 $
January 28,
2023
183,828
58,850
55,438
40,580
105,582
444,278
(In thousands)
Current:
February 3,
Fiscal year ended
January 28,
January 29,
2024
2023
2022
Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred:
$ 308,656 $ 315,763 $ 280,300
55,358
335,658
65,415
374,071
69,719
385,482
Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(22,936)
State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(2,730)
(25,666)
Total deferred . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Provision for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 404,646 $ 401,136 $ 309,992
27,391
3,184
30,575
11,800
3,854
15,654
A reconciliation of the federal statutory rate to the Company’s effective tax rate is as follows:
Federal statutory rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
State effective rate, net of federal tax benefit . . . . . . . . . . . . . . . . . . . . . . . . . . .
Executive compensation limitation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Excess deduction of stock compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2024
21.0%
3.2%
0.3%
(0.4%)
(0.2%)
23.9%
2023
21.0%
3.6%
0.3%
(0.2%)
(0.3%)
24.4%
2022
21.0%
3.3%
0.5%
(0.5%)
(0.4%)
23.9%
February 3,
Fiscal year ended
January 28,
January 29,
70
89910_ULTA AnnualReport_2024 ALL.indd 78
89910_ULTA AnnualReport_2024 ALL.indd 78
4/12/24 10:04 PM
4/12/24 10:04 PM
On August 16, 2022, the Inflation Reduction Act of 2022 was enacted into law, which, among other things, introduced a
15% corporate alternative minimum tax on book income of certain large corporations and created a 1% excise tax on net
share repurchases. The corporate alternative minimum tax will be effective in fiscal 2024 and is not expected to have a
material impact on the consolidated financial statements. The excise tax applies to share repurchases made after
December 31, 2022.
Significant components of deferred tax assets and liabilities are as follows:
(In thousands)
Deferred tax assets:
February 3,
January 28,
2024
2023
Operating lease liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Reserves not currently deductible . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Employee benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory valuation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Credit carryforwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
NOL carryforwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax liabilities:
Operating lease asset . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Receivables not currently includable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory valuation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intangibles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net deferred tax liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
490,907 $ 487,824
52,133
58,796
39,989
40,501
27,395
32,885
—
1,962
16,600
1,729
338
359
265
231
624,544
627,370
607,251
83,775
20,502
1,763
—
—
713,291
(85,921) $
591,007
69,248
15,644
2,308
1,538
145
679,890
(55,346)
At February 3, 2024, the Company had $454 of credit carryforwards for state income tax purposes that expire between
2024 and 2027. The Company had $41 of state net operating loss (NOL) carryforwards that expire by 2038 and $117 of
state NOL carryforwards that do not expire. The Company also had $505 of federal NOL carryforwards that do not
expire.
The Company accounts for uncertainty in income taxes in accordance with Accounting Standards Codification 740-10.
The reserve for uncertain tax positions was $4,060 and $4,158 at February 3, 2024 and January 28, 2023, respectively,
which represents the best estimate of the potential liability. A reconciliation of unrecognized tax benefits, excluding
interest and penalties, is as follows:
(In thousands)
Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Increase due to a prior year tax position . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Decrease due to a prior year tax position . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Decrease due to a prior year audit adjustment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
2024
4,158 $
1,437
(590)
(945)
4,060 $
2023
3,389
1,473
(704)
—
4,158
February 3,
January 28,
The Company acknowledges that the amount of unrecognized tax benefits may change in the next twelve months.
However, it does not expect the change to have a significant impact on its consolidated financial statements. Income tax-
related interest and penalties were insignificant for fiscal 2023 and 2022.
The Company files tax returns in the U.S. federal and state jurisdictions. The Company is no longer subject to U.S.
federal examinations by the Internal Revenue Service for years before 2020 and is no longer subject to examinations by
71
89910_ULTA AnnualReport_2024 ALL.indd 79
89910_ULTA AnnualReport_2024 ALL.indd 79
4/12/24 10:04 PM
4/12/24 10:04 PM
state authorities before 2019.
12. Debt
On February 27, 2023, the Company entered into Amendment No. 2 to the Second Amended and Restated Loan
Agreement (as so amended, the Loan Agreement) with Wells Fargo Bank, National Association, as Administrative
Agent, Collateral Agent and a Lender thereunder; Wells Fargo Bank, National Association and JPMorgan Chase Bank,
N.A., as Lead Arrangers and Bookrunners; JPMorgan Chase Bank, N.A., as Syndication Agent and a Lender; PNC
Bank, National Association, as Documentation Agent and a Lender; and the other lenders party thereto. The Loan
Agreement matures on March 11, 2025, provides maximum revolving loans equal to the lesser of $1,000,000 or a
percentage of eligible owned inventory and eligible owned receivables (which borrowing base may, at the election of the
Company and satisfaction of certain conditions, include a percentage of qualified cash), contains a $50,000 subfacility
for letters of credit and allows the Company to increase the revolving facility by an additional $100,000, subject to the
consent by each lender and other conditions. The Loan Agreement contains a requirement to maintain a fixed charge
coverage ratio of not less than 1.0 to 1.0 during such periods when availability under the Loan Agreement falls below a
specified threshold. Substantially all of the Company’s assets are pledged as collateral for outstanding borrowings under
the Loan Agreement. Outstanding borrowings bear interest, at the Company’s election, at either a base rate plus a margin
of 0% to 0.125% or the Term Secured Overnight Financing Rate plus a margin of 1.125% to 1.250%, and a credit spread
adjustment of 0.10%, with such margins based on the Company’s borrowing availability, and the unused line fee is
0.20% per annum.
As of February 3, 2024 and January 28, 2023, the Company had no borrowings outstanding under the credit facility.
As of February 3, 2024, the Company was in compliance with all terms and covenants of the Loan Agreement.
13. Fair value measurements
The carrying value of cash and cash equivalents, accounts receivable, and accounts payable approximates their estimated
fair values due to the short maturities of these instruments.
Fair value is measured using inputs from the three levels of the fair value hierarchy, which are described as follows:
• Level 1 – observable inputs such as quoted prices for identical instruments in active markets.
• Level 2 – inputs other than quoted prices in active markets that are observable either directly or indirectly
through corroboration with observable market data.
• Level 3 – unobservable inputs in which there is little or no market data, which would require the Company to
develop its own assumptions.
As of February 3, 2024 and January 28, 2023, there were liabilities related to the non-qualified deferred compensation
plan included in other long-term liabilities on the consolidated balance sheets of $42,653 and $37,501, respectively. The
liabilities are categorized as Level 2 as they are based on third-party reported values, which are based primarily on
quoted market prices of underlying assets of the funds within the plan.
14. Investments
Investments in renewable energy projects are accounted for under the equity method of accounting. The balance of these
investments was $1,163 and $2,316 as of February 3, 2024 and January 28, 2023, respectively, and is included in other
long-term assets on the consolidated balance sheets. The Company did not contribute capital or receive investment tax
credits during fiscal 2023 and 2022.
The Company made other investments of $6,158 and $2,458 during fiscal 2023 and 2022, respectively.
72
89910_ULTA AnnualReport_2024 ALL.indd 80
89910_ULTA AnnualReport_2024 ALL.indd 80
4/12/24 10:04 PM
4/12/24 10:04 PM
15. Stock-based compensation
The Company’s equity incentive plan was adopted in order to attract and retain personnel for positions of substantial
authority and to provide additional incentive to employees and directors to promote the success of the business.
The Amended and Restated 2011 Incentive Award Plan provides for the grant of incentive stock options, non-qualified
stock options, restricted stock, restricted stock units, stock appreciation rights, performance awards, dividend equivalent
rights, stock payments, deferred stock, and cash-based awards to employees, consultants, and directors. Unless provided
otherwise by the administrator of the plan, options vest over four years at the rate of 25% per year from the date of grant
and must be exercised within ten years. Options are granted with the exercise price equal to the fair value of the
underlying stock on the date of grant. As of February 3, 2024, the plan reserves for the issuance upon grant or exercise of
awards up to 2,281 shares of common stock.
The following table presents information related to stock-based compensation:
(In thousands)
Stock options . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Restricted stock units . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Performance-based restricted stock units . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total stock-based compensation expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
February 3,
2024
7,429
19,724
21,093
48,246
Fiscal year ended
January 28,
January 29,
2023
7,250
18,483
17,311
43,044
$
$
2022
11,245
19,286
16,728
47,259
$
$
Cash received from stock option exercises . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Income tax benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
12,176
7,167
$
$
46,011
3,829
$
$
40,386
7,088
Stock options
Stock-based compensation expense is measured on the grant date based on the fair value of the award. Stock-based
compensation expense is recognized on a straight-line basis over the requisite service period for awards expected to vest.
The estimated grant date fair value of stock options was determined using a Black-Scholes valuation model using the
following weighted-average assumptions for the periods indicated:
Volatility rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Average risk-free interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Average expected life (in years) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividend yield . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
February 3,
2024
45.0%
3.8%
3.4
—
Fiscal year ended
January 28,
2023
49.0%
2.4%
3.4
—
January 29,
2022
46.9%
0.4%
3.9
—
The expected volatility is based on the historical volatility of the Company’s common stock. The risk-free interest rate is
based on the United States Treasury yield curve in effect on the date of grant for the respective expected life of the
option. The expected life represents the time the options granted are expected to be outstanding. The expected life of
options granted is derived from historical data on Ulta Beauty stock option exercises. Forfeitures of stock options are
estimated at the grant date based on historical rates of stock option activity and reduce the stock-based compensation
expense recognized. The Company does not currently pay a regular dividend.
73
89910_ULTA AnnualReport_2024 ALL.indd 81
89910_ULTA AnnualReport_2024 ALL.indd 81
4/12/24 10:04 PM
4/12/24 10:04 PM
The following table presents information related to common stock options:
(In thousands, except weighted-average grant date fair value)
Weighted-average grant date fair value . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Fair value of options vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intrinsic value of options exercised . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
February 3,
2024
199.15
7,169
15,509
Fiscal year ended
January 28,
2023
149.14 $
9,525
42,489
$
January 29,
2022
109.84
10,417
39,489
At February 3, 2024, there was approximately $10,498 of unrecognized stock-based compensation expense related to
unvested stock options. The unrecognized stock-based compensation expense is expected to be recognized over a
weighted-average period of approximately one and a half years.
A summary of stock option activity is presented in the following table (shares in thousands):
Fiscal 2023
Fiscal 2022
Fiscal 2021
Weighted-
Weighted-
Number of
options
average
exercise price
Number of
options
average
exercise price
Number of
options
Beginning of year . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . .
Forfeited/Expired . . . . . . . . . . . .
End of year . . . . . . . . . . . . . . . . .
Exercisable at end of year . . . .
Vested and Expected to vest . . .
324 $
42
(54)
(5)
307 $
154 $
297 $
260.34
541.39
223.59
382.48
303.47
264.87
302.05
498
47
(207)
(14)
324
118
309
$
$
$
$
232.85
395.81
222.19
311.40
260.34
261.57
260.37
Weighted-
average
$
exercise price
208.47
306.96
180.05
225.24
232.85
248.11
233.28
$
$
$
671
61
(224)
(10)
498
179
474
The following table presents information related to stock options outstanding and stock options exercisable at
February 3, 2024 based on ranges of exercise prices (shares in thousands):
Options outstanding
Number of
options
Weighted-
average
remaining
contractual
life
(years)
6
4
7
5
8
9
6
102
33
47
43
40
42
307
Range of Exercise Prices
$127.15 – $174.45 . . . . . . . . . . .
$174.46 – $281.53 . . . . . . . . . . .
$281.54 – $306.59 . . . . . . . . . . .
$306.60 – $348.73 . . . . . . . . . . .
$348.74 – $395.84 . . . . . . . . . . .
$395.85 – $545.67 . . . . . . . . . . .
$127.15 – $545.67 . . . . . . . . . . .
Weighted-
average
exercise price
$
Number of
options
49
33
20
43
9
174.10
231.88
306.59
348.73
395.54
541.35
303.47
Options exercisable
Weighted-
average
remaining
contractual
life
(years)
6
4
7
5
7
Weighted-
average
exercise price
173.72
$
231.88
306.59
348.73
395.17
$
154
5
$
264.87
The aggregate intrinsic value of outstanding and exercisable stock options as of February 3, 2024 was $63,678 and
$37,031, respectively. The last reported sale price of the Company’s common stock on the NASDAQ Global Select
Market on February 3, 2024 was $505.33 per share.
Restricted stock units
Restricted stock units (RSUs) are granted to certain employees and directors. Employee grants generally cliff vest after
three years and director grants cliff vest after one year. The grant date fair value of RSUs is based on the closing market
price of shares of the Company’s common stock on the date of grant. RSUs are expensed on a straight-line basis over the
requisite service period. Forfeitures of RSUs are estimated at the grant date based on historical rates of stock award
74
89910_ULTA AnnualReport_2024 ALL.indd 82
89910_ULTA AnnualReport_2024 ALL.indd 82
4/12/24 10:04 PM
4/12/24 10:04 PM
activity and reduce the stock-based compensation expense recognized. At February 3, 2024, unrecognized stock-based
compensation expense related to RSUs was $26,806. The unrecognized stock-based compensation expense is expected to
be recognized over a weighted-average period of approximately one year.
A summary of RSU activity is presented in the following table (shares in thousands):
Fiscal 2023
Fiscal 2022
Fiscal 2021
Number of
units
Weighted-
average grant
date fair value
Number of
units
Weighted-
average grant
date fair value
Number of
units
Beginning of year . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . .
End of year . . . . . . . . . . . . . . . . .
Expected to vest . . . . . . . . . . . . .
221 $
50
(122)
(9)
140
130
$
$
264.08
518.45
191.76
408.21
408.86
408.86
221 $
61
(46)
(15)
221
205
$
$
236.95
399.43
312.70
262.94
264.08
264.08
Performance-based restricted stock units
253 $
Weighted-
average grant
date fair value
210.46
312.42
209.88
233.94
236.95
236.95
$
$
61
(76)
(17)
221
205
Performance-based restricted stock units (PBSs) are granted to certain employees. PBSs cliff vest after three years based
upon achievement of pre-established net sales and earnings before tax goals for each of the first two years. The
performance is then subject to a three year total shareholder return modifier. The grant date fair value of the PBSs are
measured using a Monte Carlo simulation.
PBSs are expensed on a straight-line basis over the requisite service period, based on the probability of achieving the
performance goal, with changes in expectations recognized as an adjustment to earnings in the period of the change. If
the performance goal is not met, no stock-based compensation expense is recognized and any previously recognized
stock-based compensation expense is reversed. Forfeitures of PBSs are estimated at the grant date based on historical
rates of stock award activity and reduce the stock-based compensation expense recognized. At February 3, 2024,
unrecognized stock-based compensation expense related to PBSs was $22,087. The unrecognized stock-based
compensation expense is expected to be recognized over a weighted-average period of approximately one year.
A summary of PBS activity is presented in the following table (shares in thousands):
Fiscal 2023
Fiscal 2022
Fiscal 2021
Number of
units
Weighted-
average grant Number of
date fair value
units
Weighted-
average grant
date fair value
Number of
units
Beginning of year . . . . . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . .
Change in performance award
payout . . . . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . .
End of year . . . . . . . . . . . . . . . . . . .
Expected to vest . . . . . . . . . . . . . . .
76
33
–
–
(3)
106
98
$
347.89
542.33
–
–
403.60
407.03
407.03
$
$
Weighted-
average grant
date fair value
271.88
326.99
$
$
54
37
314.30
395.83
37
74
(1)
(11)
(3)
76
70
$
$
378.79
345.53
332.94
347.89
347.89
(7)
(47)
(3)
54
50
348.73
295.49
319.71
314.30
314.30
$
$
The number of PBSs granted is based on achieving the targeted performance goals as defined in the PBS agreements. As
of February 3, 2024, the maximum number of units that could vest under the provisions of the agreements was 139.
Awards with market conditions are classified as liability awards and the fair value is determined using a Monte Carlo
simulation. Market-based restricted stock units totaling 28 shares were granted to the former Chief Executive Officer in
fiscal 2018 and settled during fiscal 2021. Compensation expense for liability awards was $7,671 in fiscal 2021. There
was no compensation expense for liability awards in fiscal 2023 or 2022.
75
89910_ULTA AnnualReport_2024 ALL.indd 83
89910_ULTA AnnualReport_2024 ALL.indd 83
4/12/24 10:04 PM
4/12/24 10:04 PM
16. Net income per common share
The following is a reconciliation of net income and the number of shares of common stock used in the computation of
net income per basic and diluted common share:
(In thousands, except per share data)
Numerator:
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,291,005 $ 1,242,408 $
985,837
February 3,
2024
Fiscal year ended
January 28,
2023
January 29,
2022
Denominator:
Weighted-average common shares – Basic . . . . . . . . . . . . . . . . . . . . . . . . .
Dilutive effect of stock options and non-vested stock . . . . . . . . . . . . . . . .
Weighted-average common shares – Diluted . . . . . . . . . . . . . . . . . . . . . . .
49,304
292
49,596
51,403
335
51,738
54,482
359
54,841
Net income per common share:
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
$
26.18 $
26.03 $
24.17 $
24.01 $
18.09
17.98
The denominator for diluted net income per common share for fiscal years 2023, 2022 and 2021 excludes 138, 84, and
205 employee stock options and restricted stock units, respectively, due to their anti-dilutive effects. Outstanding
performance-based restricted stock units are included in the computation of dilutive shares only to the extent that the
underlying performance conditions are satisfied prior to the end of the reporting period or would be considered satisfied
if the end of the reporting period were the end of the related contingency period and the results would be dilutive under
the treasury stock method.
17. Employee benefit plans
The Company provides a 401(k) retirement plan covering all employees who qualify as to age and length of service. The
plan is funded through employee contributions and a Company match of 100% of the first 3% of eligible compensation
and an additional 50% match for the next 2% of eligible compensation. Total expense recorded under this plan is
included in SG&A expenses in the consolidated statements of income as follows:
(In thousands)
401(k) plan match . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
2024
24,533 $
February 3,
Fiscal year ended
January 28,
2023
21,912 $
January 29,
2022
19,296
The Company also has a non-qualified deferred compensation plan for highly compensated employees whose
contributions are limited under qualified defined contribution plans. The plan is funded through employee contributions
and a Company match of 100% of the first 3% of salary. Amounts contributed and deferred under the plan are credited or
charged with the performance of investment options offered under the plan as elected by the participants. In the event of
bankruptcy, the assets of this plan are available to satisfy the claims of general creditors. The Company manages the risk
of changes in the fair value of the liability for deferred compensation by electing to match its liability under the plan with
investment vehicles that offset a substantial portion of its exposure. Total expense recorded under this plan is included in
SG&A expenses in the consolidated statements of income and was insignificant during fiscal 2023, 2022, and 2021.
76
89910_ULTA AnnualReport_2024 ALL.indd 84
89910_ULTA AnnualReport_2024 ALL.indd 84
4/12/24 10:04 PM
4/12/24 10:04 PM
Amounts included in the consolidated balance sheets related to the deferred compensation plan were as follows:
(In thousands)
Deferred compensation plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred compensation plan liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
February 3,
2024
43,516
42,653
$
January 28,
2023
35,382
37,501
$
18. Share repurchase program
In March 2020, the Board of Directors authorized a share repurchase program (the 2020 Share Repurchase Program)
pursuant to which the Company could repurchase up to $1,600,000 of the Company’s common stock. The 2020 Share
Repurchase Program authorization revoked the previously authorized but unused amounts from the earlier share
repurchase program. The 2020 Share Repurchase Program did not have an expiration date but provided for suspension or
discontinuation at any time.
In March 2022, the Board of Directors authorized a share repurchase program (the 2022 Share Repurchase Program)
pursuant to which the Company could repurchase up to $2,000,000 of the Company’s common stock. The 2022 Share
Repurchase Program revoked the previously authorized but unused amounts from the 2020 Share Repurchase Program.
The 2022 Share Repurchase Program did not have an expiration date but provided for suspension or discontinuation at
any time.
A summary of common stock repurchase activity is presented in the following table:
(In thousands)
Shares repurchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,173
Total cost of shares repurchased . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,009,348
February 3,
2024
Fiscal year ended
January 28,
2023
January 29,
2022
2,193
4,250
900,033 $ 1,521,925
$
19. Subsequent events
On March 12, 2024, the Board of Directors authorized a new share repurchase program (the 2024 Share Repurchase
Program) pursuant to which the Company may repurchase up to $2,000,000 of the Company’s common stock. The 2024
Share Repurchas Program authorization revokes the previously authorized but unused amounts from the 2022 Share
Repurchase Program. The 2024 Share Repurchase Program does not have an expiration date and may be suspended or
discontinued at any time.
On March 13, 2024, the Company entered into an Amendment No. 3 to its Second Amended and Restated Loan
Agreement, which amended and restated the existing agreement. The new loan agreement extends the maturity of the
facility to March 13, 2029, provides maximum revolving loans equal to the lesser of $800,000 or a percentage of eligible
owned inventory, contains a $50,000 sub-facility for letters of credit and allows the Company to increase the revolving
facility by an additional $200,000.
77
89910_ULTA AnnualReport_2024 ALL_A1.indd 85
89910_ULTA AnnualReport_2024 ALL_A1.indd 85
4/16/24 7:46 AM
4/16/24 7:46 AM
Ulta Beauty, Inc.
Schedule II – Valuation and Qualifying Accounts
(In thousands)
Description
Fiscal 2023
Balance at
beginning
of period
Charged to
costs and
expenses
Deductions
Balance at
end
of period
Allowance for doubtful accounts . . . . . . . . . . . . . . . . . . . . . . . .
Inventory reserve . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
1,076 $
39,532
243 $
(684)(a) $
42,840
(37,012)
Fiscal 2022
Allowance for doubtful accounts . . . . . . . . . . . . . . . . . . . . . . . .
Inventory reserve . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
1,005 $
26,882
819 $
(748)(a) $
33,384
(20,734)
Fiscal 2021
Allowance for doubtful accounts . . . . . . . . . . . . . . . . . . . . . . . .
Inventory reserve . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
768 $
388 $
(151)(a) $
52,860
9,525
(35,503)
635
45,360
1,076
39,532
1,005
26,882
(a) Represents write-off of uncollectible accounts
78
89910_ULTA AnnualReport_2024 ALL.indd 86
89910_ULTA AnnualReport_2024 ALL.indd 86
4/12/24 10:04 PM
4/12/24 10:04 PM
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
Evaluation of disclosure controls and procedures over financial reporting
We have established disclosure controls and procedures to ensure that material information relating to the Company is
made known to the officers who certify our financial reports and to the members of our senior management and Board of
Directors.
Based on management’s evaluation as of February 3, 2024, our Chief Executive Officer and Chief Financial Officer have
concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities
Exchange Act of 1934) are effective to ensure that the information required to be disclosed by us in our reports that we
file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the
time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our
management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely
decisions regarding required disclosure.
Management’s annual report on internal control over financial reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting for the
Company. Internal control over financial reporting is a process designed by, or under the supervision of, the principal
executive officer and principal financial officer and effected by the Board of Directors, management, and other
personnel, to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of
financial statements for external purposes in accordance with U.S generally accepted accounting principles.
Under the supervision and with the participation of our principal executive officer and our principal financial officer,
management evaluated the effectiveness of our internal control over financial reporting as of February 3, 2024, based on
the criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations
of the Treadway Commission (2013 framework) (the COSO). Based on this evaluation, our principal executive officer
and principal financial officer concluded that our internal controls over financial reporting were effective as of
February 3, 2024. Ernst & Young LLP, the independent registered public accounting firm that audited our financial
statements included in this Annual Report on Form 10-K, has audited the effectiveness of our internal control over
financial reporting as of February 3, 2024 and has issued the attestation report included in Item 8 of this Annual Report
on Form 10-K.
Changes in internal control over financial reporting
There were no changes to our internal controls over financial reporting during the 14 weeks ended February 3, 2024 that
have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.
Item 9B. Other Information
During the 14 weeks ended February 3, 2024, no director or Section 16 officer of the Company adopted or terminated a
“Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of
Regulation S-K.
79
89910_ULTA AnnualReport_2024 ALL.indd 87
89910_ULTA AnnualReport_2024 ALL.indd 87
4/12/24 10:04 PM
4/12/24 10:04 PM
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
Item 10. Directors, Executive Officers, and Corporate Governance
Part III
The information required by this item with respect to our executive officers is set forth in Part I, Item 4A of this Annual
Report on Form 10-K under the caption “Executive Officers.” The additional information required by this item is
included under the captions “Corporate Governance – Code of Business Conduct,” “Corporate Governance –
Nomination Process – Qualifications,” “Corporate Governance – Proposal One – Election of Directors,” “Corporate
Governance – Information About Our Director Nominees,” “Corporate Governance – Information About Our Directors
Continuing in Office” and “Corporate Governance – Audit Committee” in our definitive Proxy Statement for our 2024
Annual Meeting of Stockholders (the Proxy Statement) and is hereby incorporated herein by reference.
We have a code of business conduct that applies to all of our employees, including our Chief Executive Officer, Chief
Financial Officer, Controller, and other persons performing similar functions. We have posted a copy of our code of
business conduct under “Governance” in the Investor Relations section of our website located at http://ulta.com/investor,
and such code of business conduct is available in print, without charge, to any stockholder who requests it from our
Corporate Secretary. We intend to satisfy the disclosure requirements under Item 5.05 of Form 8-K regarding
amendments to, or waivers from, the code of business conduct by posting such information under “Governance” in the
Investor Relations section of our website located at http://ulta.com/investor. We are not including the information
contained on our website as part of, or incorporating it by reference into, this Annual Report on Form 10-K.
Item 11. Executive Compensation
The information required by this item is included under the captions “Compensation Discussion and Analysis,”
“Corporate Governance – Compensation Committee,” “Corporate Governance – Report of the Compensation Committee
of the Board of Directors,” and “Corporate Governance – Non-Employee Director Compensation for Fiscal 2023” in the
Proxy Statement and is hereby incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information required by this item with respect to security ownership of certain beneficial owners and management is
included under the caption "Stock Ownership” in the Proxy Statement and is hereby incorporated by reference. The
information required by this item with respect to compensation plans under which our equity securities are authorized for
issuance as of February 3, 2024 is set forth in Item 5 of this Annual Report on Form 10-K under the caption “Securities
authorized for issuance under equity compensation plans.”
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by this item is included under the captions “Corporate Governance – Independence,”
“Corporate Governance – Compensation Committee – Compensation Committee Interlocks and Insider Participation,”
and “Certain Relationships and Transactions” in the Proxy Statement and is hereby incorporated by reference.
Item 14. Principal Accountant Fees and Services
The information required by this item is included under the caption “Corporate Governance – Proposal Two –
Ratification of Appointment of Independent Registered Public Accounting Firm – Fees to Independent Registered Public
Accounting Firm” in the Proxy Statement and is hereby incorporated by reference.
80
89910_ULTA AnnualReport_2024 ALL.indd 88
89910_ULTA AnnualReport_2024 ALL.indd 88
4/12/24 10:04 PM
4/12/24 10:04 PM
Part IV
Item 15. Exhibits and Financial Statement Schedules
(a) Financial Statements and Schedules
The following documents are filed as a part of this Form 10-K:
Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Balance Sheets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Comprehensive Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Stockholders’ Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Schedule II – Valuation and Qualifying Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
50
54
55
56
57
58
59
78
All other financial statement schedules required by Form 10-K have been omitted because they were inapplicable or
otherwise not required under the instructions contained in Regulation S-X.
(b) Exhibits
The exhibits listed in the Exhibit Index below are filed as part of this Annual Report on Form 10-K.
81
89910_ULTA AnnualReport_2024 ALL.indd 89
89910_ULTA AnnualReport_2024 ALL.indd 89
4/12/24 10:04 PM
4/12/24 10:04 PM
Exhibit
Number Description of document
3.1
3.2
4
10.1
10.2
10.3
10.4
10.5
10.6
10.7
10.8
10.9
10.10
10.11
Certificate of Incorporation of Ulta
Beauty, Inc., as amended through
June 1, 2023
Bylaws of Ulta Beauty, Inc., as
amended through June 1, 2023
Description of Ulta Beauty, Inc.’s
Securities
Compensation Plan Agreement, dated
as of January 27, 2017 between Ulta
Salon, Cosmetics & Fragrance, Inc.
and Ulta Beauty, Inc.*
Amendment No. 3 to Second Amended
and Restated Agreement, dated
March 13, 2024, among Ulta Beauty,
Inc., Ulta Salon, Cosmetics &
Fragrance, Inc., the subsidiaries of Ulta
Beauty signatory thereto, the lenders
party thereto, and Wells Fargo Bank,
National Association, as administrative
agent and collateral agent for the
lenders
Ulta Beauty, Inc. Second Amended and
Restated Restricted Stock Option Plan*
Amendment to Ulta Beauty, Inc.
Second Amended and Restated
Restricted Stock Option Plan*
Ulta Beauty, Inc. 2007 Incentive
Award Plan*
Amended and Restated Ulta Beauty,
Inc. 2011 Incentive Award Plan*
Form of Restricted Stock Unit Award
Agreement—Performance Shares
under the 2011 Incentive Award Plan*
Ulta Salon, Cosmetics &
Fragrance, Inc. Non-qualified Deferred
Compensation Plan*
Letter Agreement dated January 6,
2014 between Ulta Inc. and David
Kimbell*
Form of Option Agreement under the
2011 Incentive Award Plan*
Form of Restricted Stock Unit Award
Agreement under the 2011 Incentive
Award Plan*
EXHIBIT INDEX
Incorporated by Reference
Filed
Herewith Form Number Number
001-33764
Exhibit
File
8-K
3.1
Filing Date
6/07/2023
8-K
3.3
001-33764
6/07/2023
8-K
10.1
001-33764
1/30/2017
X
X
S-1
S-1
10.7
333-144405
8/17/2007
10.7(a)
333-144405
8/17/2007
S-1
10.10
333-144405
9/27/2007
DEF 14A Appendix A 001-33764
4/20/2016
8-K
10.1
001-33764
3/31/2015
10-K
10.17
001-33764
4/2/2009
10-Q
10.1
001-33764
6/4/2015
10-K
10.13
001-33764
3/28/2017
10-K
10.14
001-33764
3/28/2017
10.12
Letter Agreement dated August 3, 2015
10-K
10.15
001-33764
3/28/2017
10.13
between Ulta Inc. and Jodi J. Caro*
Ulta Beauty, Inc. Executive Change in
Control and Severance Plan*
10-K
10.16
001-33764
3/28/2017
82
89910_ULTA AnnualReport_2024 ALL.indd 90
89910_ULTA AnnualReport_2024 ALL.indd 90
4/12/24 10:04 PM
4/12/24 10:04 PM
Exhibit
Number Description of document
10.14
10.15
10.16
10.17
10.18
10.19
10.20
10.21
21
23
31.1
31.2
New Form of Restricted Stock Unit
Award Agreement—PSUs—under the
Amended and Restated Ulta Beauty,
Inc. 2011 Incentive Award Plan*
New Form of Stock Option Agreement
under the Amended and Restated Ulta
Beauty, Inc. 2011 Incentive Award
Plan*
Alternative Form of Restricted Stock
Unit Award Agreement—PSUs—
under the Amended and Restated Ulta
Beauty, Inc. 2011 Incentive Award
Plan*
Alternative Form of Stock Option
Agreement under the Amended and
Restated Ulta Beauty, Inc. 2011
Incentive Award Plan*
Alternative Form of Restricted Stock
Unit Award Agreement under the
Amended and Restated Ulta Beauty,
Inc. 2011 Incentive Award Plan*
2023 Form of Restricted Stock Unit
Award Agreement—PSUs—under the
Amended and Restated Ulta Beauty,
Inc. 2011 Incentive Award Plan*
2023 Form of Stock Option Agreement
under the Amended and Restated Ulta
Beauty, Inc. 2011 Incentive Award
Plan*
2023 Form of Restricted Stock Unit
Award Agreement under the Amended
and Restated Ulta Beauty, Inc. 2011
Incentive Award Plan*
List of Significant Subsidiaries
Consent of Independent Registered
Public Accounting Firm
Certification of the Chief Executive
Officer pursuant to
Rules 13a-14(a) and 15d-14(a) of the
Securities Exchange Act of 1934, as
adopted pursuant to section 302 of the
Sarbanes-Oxley Act of 2002
Certification of the Chief Financial
Officer pursuant to
Rules 13a-14(a) and 15d-14(a) of the
Securities Exchange Act of 1934, as
adopted pursuant to section 302 of the
Sarbanes-Oxley Act of 2002
Incorporated by Reference
Filed
Herewith Form Number Number
001-33764
Exhibit
10.1
File
8-K
Filing Date
3/30/2021
8-K
10.2
001-33764
3/30/2021
10-K
10.25
001-33764
3/25/2022
10-K
10.26
001-33764
3/25/2022
10-K
10.27
001-33764
3/25/2022
10-K
10.20
001-33764
3/24/2023
10-K
10.21
001-33764
3/24/2023
10-K
10.22
001-33764
3/24/2023
X
X
X
X
83
89910_ULTA AnnualReport_2024 ALL.indd 91
89910_ULTA AnnualReport_2024 ALL.indd 91
4/12/24 10:04 PM
4/12/24 10:04 PM
Incorporated by Reference
Exhibit
Number Description of document
Filed
Herewith Form Number Number
Exhibit
File
Filing Date
32.1
32.2
97
99
Certification of the Chief Executive
Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act
of 2002
Certification of the Chief Financial
Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act
of 2002
Ulta Beauty, Inc. Senior Leadership
Clawback Policy
Proxy Statement for the 2024 Annual
Meeting of Stockholders. [To be filed
with the SEC under Regulation 14A
within 120 days after February 3, 2024;
except to the extent specifically
incorporated by reference, the Proxy
Statement for the 2024 Annual Meeting
of Stockholders shall not be deemed to
be filed with the SEC as part of this
Annual Report on Form 10-K]
101.INS Inline XBRL Instance
101.SCH Inline XBRL Taxonomy Extension
Schema
101.CAL Inline XBRL Taxonomy Extension
Calculation
101.LAB Inline XBRL Taxonomy Extension
Labels
101.PRE Inline XBRL Taxonomy Extension
Presentation
101.DEF Inline XBRL Taxonomy Extension
104
Definition
Cover Page Interactive Data File
(formatted as Inline XBRL with
applicable taxonomy extension
information contained in Exhibits 101).
X
X
X
X
X
X
X
X
X
* A management contract or compensatory plan or arrangement.
Item 16. Form 10-K Summary
None.
84
89910_ULTA AnnualReport_2024 ALL.indd 92
89910_ULTA AnnualReport_2024 ALL.indd 92
4/12/24 10:04 PM
4/12/24 10:04 PM
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Bolingbrook,
State of Illinois, on March 26, 2024.
SIGNATURES
ULTA BEAUTY, INC.
By: /s/ Scott M. Settersten
Scott M. Settersten
Chief Financial Officer, Treasurer and Assistant Secretary
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on the dates indicated:
Signatures
/s/ David C. Kimbell
David C. Kimbell
/s/ Scott M. Settersten
Scott M. Settersten
/s/ Michelle L. Collins
Michelle L. Collins
/s/ Kelly E. Garcia
Kelly E. Garcia
/s/ Catherine Halligan
Catherine Halligan
/s/ Patricia A. Little
Patricia A. Little
/s/ Michael R. MacDonald
Michael R. MacDonald
/s/ George Mrkonic
George Mrkonic
/s/ Lorna E. Nagler
Lorna E. Nagler
/s/ Heidi G. Petz
Heidi G. Petz
/s/ Gisel Ruiz
Gisel Ruiz
/s/ Michael C. Smith
Michael C. Smith
Date
March 26, 2024
March 26, 2024
March 26, 2024
March 26, 2024
March 26, 2024
March 26, 2024
March 26, 2024
March 26, 2024
March 26, 2024
March 26, 2024
March 26, 2024
March 26, 2024
Title
Chief Executive Officer and
Director (Principal Executive Officer)
Chief Financial Officer, Treasurer
and Assistant Secretary (Principal Financial
and Accounting Officer)
Director
Director
Director
Director
Director
Director
Non-Executive Chair of the Board of
Directors
Director
Director
Director
85
89910_ULTA AnnualReport_2024 ALL.indd 93
89910_ULTA AnnualReport_2024 ALL.indd 93
4/12/24 10:04 PM
4/12/24 10:04 PM
THIS PAGE INTENTIONALLY LEFT BLANK
89910_ULTA AnnualReport_2024 ALL.indd 94
89910_ULTA AnnualReport_2024 ALL.indd 94
4/12/24 10:04 PM
4/12/24 10:04 PM
THIS PAGE INTENTIONALLY LEFT BLANK
89910_ULTA AnnualReport_2024 ALL.indd 95
89910_ULTA AnnualReport_2024 ALL.indd 95
4/12/24 10:04 PM
4/12/24 10:04 PM
BOARD OF DIRECTORS
Lorna Nagler
Non-Executive
Chair of the Board
Michelle Collins
Member of the Audit Committee &
Compensation Committee
Kelly E. Garcia
Member of the
Audit Committee
Catherine Halligan
Chair of the Compensation
Committee & Member of the
Nominating & Corporate
Governance Committee
Dave Kimbell
Chief Executive Officer
Patricia Little
Member of the
Audit Committee
Michael MacDonald
Chair of the Audit Committee
& Member of the
Nominating & Corporate
Governance Committee
George Mrkonic
Chair of the Nominating &
Corporate Governance
Committee & Member of the
Compensation Committee
Heidi G. Petz
Member of the
Audit Committee
Gisel Ruiz
Member of the
Compensation Committee
Michael Smith
Member of the Nominating
& Corporate
Governance Committee
DIVERSITY OF OUR BOARD OF DIRECTORS
Directors’
Race
36%
Diverse
Directors’
Gender
55%
Female
Directors’
Average Tenure
Directors’
Average Age
Directors’
Independence
Directors’ Self-Disclosed
Sexual Orientation
6.2
Years
60
Years
91%
Independent
9%
LGBTQ+
89910_ULTA AnnualReport_2024 ALL_A2.indd 96
89910_ULTA AnnualReport_2024 ALL_A2.indd 96
4/16/24 10:30 AM
4/16/24 10:30 AM
THIS PAGE INTENTIONALLY LEFT BLANK
NAMED EXECUTIVE OFFICERS
(As of February 3, 2024)
Dave Kimbell
Chief Executive Officer
Kecia Steelman
President & Chief
Operating Officer
Scott Settersten
Chief Financial Officer,
Assistant Secretary
& Treasurer
Jodi Caro
General Counsel, Chief Risk
& Compliance Officer
Anita Ryan
Chief Human
Resources Officer
Our full executive team can be found at www.ulta.com/investor/company-information/leadership-team.
Company Headquarters
Ulta Beauty, Inc.
1000 Remington Boulevard
Suite 120
Bolingbrook, IL 60440
630.410.4800
www.ulta.com
Annual Meeting
The Annual Meeting of Stockholders will be held at
10:00 am CDT on Tuesday, June 11, 2024
Transfer Agent and Registrar
Equiniti Trust Company, LLC ("EQ")
48 Wall Street, Floor 23
New York, NY 10005
800.468.9716
www.equiniti.com
Stockholder Inquiries
Ulta Beauty Investor Relations
1000 Remington Boulevard
Suite 120
Bolingbrook, IL 60440
630.410.4627
InvestorRelations@ulta.com
Independent Registered Public
Accounting Firm
Ernst & Young LLP
Chicago, IL
Corporate and Securities Counsel
Foley & Lardner LLP
Milwaukee, WI
The Company has filed with the Securities and Exchange Commission, as Exhibit 31.1 and 31.2 to its Annual Report on Form 10-K for fiscal year
2023, the Chief Executive Officer and Chief Financial Officer certifications as required by Section 302 of the Sarbanes-Oxley Act of 2002.
Safe Harbor Language
Portions of this report may contain “forward-looking statements” within the meaning of Section 21E of the Securities and 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. Any forward-looking statements contained in this report are based upon our
historical performance and on current plans, estimates and expectations. Such forward-looking statements are subject to various risks and
uncertainties, including risk factors contained in our Form 10-K for the year ended February 3, 2024 which is on file with the Securities and
Exchange Commission and available at www.sec.gov and at www.ulta.com. We undertake no obligation to update any forward-looking
statements to reflect events or circumstances after the date of such statements.
89910_ULTA UT_AnnualReport2022_BC FC.indd 2
89910_ULTA UT_AnnualReport2022_BC FC.indd 2
4/15/24 8:34 AM
4/15/24 8:34 AM
THE POSSIBILITIES ARE BEAUTIFUL.®
ANNUAL REPORT
2023
89910_ULTA UT_AnnualReport2022_BC FC.indd 1
89910_ULTA UT_AnnualReport2022_BC FC.indd 1
4/15/24 8:34 AM
4/15/24 8:34 AM