Statement of Changes in Beneficial Ownership (Form 4)

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * Zafar Ayesha 2. Issuer Name and Ticker or Trading Symbol COTY INC. [COTY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SVP Group Controller (Last) (First) (Middle) 350 FIFTH AVENUE 3. Date of Earliest Transaction (Month/Day/Year) 10/19/2026 (Street) NEW YORK, NY 10118 4. If Amendment, Date Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A common stock 10/19/2026 M 27,028 A (1) 201,305 D Class A common stock 10/19/2026 F 9,745 D (2) 191,560 D Class A common stock 10/19/2026 M 1,122 A (3) 192,682 D Class A common stock 10/19/2026 F 405 D (4) 192,277 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Restricted Stock Units

(5)

10/19/2026

A

66,424

(5)

(5)

Class A common stock

66,424

(5)

152,134

D

Restricted Stock Units

(6)

10/19/2026

A

35,767

(6)

(6)

Class A common stock

35,767

(6)

187,901

D

Restricted Stock Units

(1)

10/19/2026

M

27,028

(1)

(1)

Class A common stock

27,028

(1)

160,873

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Zafar Ayesha 350 FIFTH AVENUE NEW YORK, NY 10118			SVP Group Controller

Signatures

/s/ Christina Kiely, Attorney-in-Fact		10/21/2026
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Upon vesting, each Restricted Stock Unit settled for one share of Class A Common Stock of the Issuer.
(2)	Represents shares surrendered to the Issuer in connection with the vesting of restricted stock units to satisfy the income tax withholding and remittance obligations of the Reporting Person at a net settlement price equal to the closing price of Class A Common Stock on the New York Stock Exchange on the vesting date and does not represent a sale by the Reporting Person.
(3)	Represents shares of Class A common stock acquired upon the partial vesting of a performance restricted stock unit grant originally eligible to vest based on the achievement of multiple independent performance criteria. The Company achieved 100% of the target for the performance criteria related to ESG ratings improvement, which accounted for 10% of the total vesting weighting. Because the remaining performance criteria were not achieved, the corresponding 90% of the total target award opportunity was unearned and cancelled without any share issuance.
(4)	Represents shares surrendered to the Issuer in connection with the vesting of performance restricted stock units to satisfy the income tax withholding and remittance obligations of the Reporting Person at a net settlement price equal to the closing price of Class A Common Stock on the New York Stock Exchange on the vesting date and does not represent a sale by the Reporting Person.
(5)	Upon vesting, each Restricted Stock Unit settles for one share of Class A Common Stock of the Issuer. Subject to certain vesting conditions and exceptions, the Restricted Stock Units vest as follows: 1/3 on October 19, 2027, 1/3 on October 19, 2028 and 1/3 on October 19, 2029.
(6)	Upon vesting, each Restricted Stock Unit will settle for one share of Class A common stock of Coty Inc. Each Restricted Stock Unit vests on October 19, 2029, subject to certain vesting conditions and exceptions.

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