EQUITY

Common Stock

As of March 31, 2019, the Company’s common stock consisted of Class A Common Stock with a par value of $0.01 per share. The holders of Class A Common Stock are entitled to one vote per share. As of March 31, 2019, total authorized shares of Class A Common Stock was 1,000.0 million and total outstanding shares of Class A Common Stock was 751.4 million.

As of March 31, 2019, the Company’s largest stockholder was JAB Cosmetics B.V. (“JABC”), which owned approximately 40% of Coty’s Class A shares. Both JABC and the shares of the Company held by Cottage Holdco B.V., a wholly-owned subsidiary of JABC, are indirectly controlled by Lucresca SE, Agnaten SE and JAB Holdings B.V. (“JAB”). During the three and nine months ended March 31, 2019, JABC acquired nil and 10.8 million shares of Class A Common Stock, respectively, in open market purchases on the New York Stock Exchange. On April 30, 2019, Cottage Holdco B.V. completed a tender offer transaction (the “Offer”), acquiring 150 million of outstanding Class A shares of the Company at a price of $11.65 per share and as a result, is the Company’s largest stockholder. Immediately after completion of this tender offer transaction, JABC indirectly controls approximately 60% of Coty’s Class A shares. The Company did not receive any proceeds from these stock purchases conducted by JABC.

Preferred Stock

As of March 31, 2019, total authorized shares of preferred stock are 20.0 million. There are two classes of Preferred Stock outstanding as of March 31, 2019, Series A Preferred Stock and Series A-1 Preferred Stock, both with a par value of $0.01 per share.

On January 15, 2019, the Company cancelled 3,067,554 shares of its Series A Preferred Stock that were forfeited during the six months ended December 31, 2018, reducing the total authorized number of shares of Series A Preferred Stock from 6,319,641 to 3,252,087.

On February 4, 2019, the Company authorized, designated and issued 6,925,341 shares of Series A-1 Preferred Stock.

As of March 31, 2019, total authorized shares of Series A Preferred Stock and Series A-1 Preferred Stock are 3.3 million and 6.9 million, respectively, total issued shares of Series A Preferred Stock and Series A-1 Preferred Stock are 1.9 million and 6.9 million, respectively, and total outstanding shares of Series A Preferred Stock and Series A-1 Preferred Stock are 1.5 million and 6.9 million, respectively. The Series A Preferred Stock and Series A-1 Preferred Stock are not entitled to receive any dividends and have no voting rights except as required by law.

Of the 1.5 million outstanding shares of Series A Preferred Stock, 1.0 million shares vested on March 27, 2017, 0.3 million shares vest on February 16, 2022 and 0.2 million shares vest on November 16, 2022. Of the 6.9 million outstanding shares of Series A-1 Preferred Stock, 4.1 million shares vest on November 12, 2021, 1.4 million shares vest on November 12, 2022 and 1.4 million shares vest on November 12, 2023. As of March 31, 2019, the Company classified $0.7 of Preferred Stock as equity, and $1.7 as a liability recorded in Other noncurrent liabilities in the Condensed Consolidated Balance Sheet.

Treasury Stock - Share Repurchase Program

On February 3, 2016, the Board authorized the Company to repurchase up to $500.0 of its Class A Common Stock (the “Incremental Repurchase Program”). Until October 1, 2018, repurchases were subject to certain restrictions imposed by the tax matters agreement, dated October 1, 2016, as amended, between the Company and P&G entered into in connection with the P&G Beauty Business acquisition. Following October 1, 2018, repurchases may be made from time to time at the Company’s discretion, based on ongoing assessments of the capital needs of the business, the market price of its Class A Common Stock, available cash, the Company’s deleveraging strategy and general market conditions. For the three and nine months ended March 31, 2019, the Company did not repurchase any shares of its Class A Common Stock. As of March 31, 2019, the Company had authority for $396.8 remaining under the Incremental Repurchase Program.

Dividends

The following dividends were declared during the nine months ended March 31, 2019:



Declaration Date	Dividend Type	Dividend Per Share		Holders of Record Date	Dividend Value		Dividend Payment Date	Dividends Paid		Dividends Payable ^(a)
Fiscal 2019
August 21, 2018	Quarterly	$	0.125	August 31, 2018	$	94.6	September 14, 2018	$	93.8	$	0.8
November 7, 2018	Quarterly	$	0.125	November 30, 2018	$	95.1	December 14, 2018	$	93.9	$	1.2
February 8, 2019	Quarterly	$	0.125	February 28, 2019	$	95.1	March 15, 2019	$	93.9	$	1.2
Fiscal 2019		$	0.375		$	284.8		$	281.6	$	3.2


^(a)	The dividend payable is the value of the remaining dividends payable upon settlement of the RSUs and phantom units outstanding as of the Holders of Record Date.

In addition to the activity noted in the table above, the Company made a payment of $1.2 for the previously accrued dividends on RSUs that vested during the nine months ended March 31, 2019. Total dividends paid during the nine months ended March 31, 2019 was $282.8, which was recorded as a decrease to additional paid-in capital (“APIC”) in the Condensed Consolidated Balance Sheet as of March 31, 2019.

The Company recorded an additional decrease to APIC in the Condensed Consolidated Balance Sheet as of March 31, 2019 of $0.5, consisting of $3.2 dividends payable on dividends declared during the nine months ended March 31, 2019 offset by $1.2 dividends paid for previously accrued dividends on vested RSUs and $1.5 of dividends no longer expected to vest as a result of forfeitures of outstanding RSUs. Total dividends recorded to APIC in the Condensed Consolidated Balance Sheet as of March 31, 2019 is $(283.3). Total accrued dividends on unvested RSUs and phantom units of $2.0 and $4.5 are included in Accrued expenses and other current liabilities and Other noncurrent liabilities, respectively, in the Condensed Consolidated Balance Sheet as of March 31, 2019.

Accumulated Other Comprehensive Income (Loss)



				Foreign Currency Translation Adjustments
	Gain (loss) on Cash Flow Hedges			Gain on Net Investment Hedge		Other Foreign Currency Translation Adjustments			Pension and Other Post-Employment Benefit Plans^(a)			Total
Balance—July 1, 2018	$	31.7		$	115.0	$	(44.3	)	$	56.4		$	158.8
Other comprehensive (loss) income before reclassifications	(20.8		)	149.1		(276.7		)	—			(148.4		)
Net amounts reclassified from AOCI/(L)	(7.9		)	—		—			(4.0		)	(11.9		)
Net current-period other comprehensive (loss) income	(28.7		)	149.1		(276.7		)	(4.0		)	(160.3		)
Balance—March 31, 2019	$	3.0		$	264.1	$	(321.0	)	$	52.4		$	(1.5	)

^(a) For the nine months ended March 31, 2019, net amounts reclassified from AOCI/(L) related to pensions and other post-employment benefit plans included amortization of prior service credits and actuarial gains of $4.6, net of tax of $0.6.



				Foreign Currency Translation Adjustments
	Gain on Cash Flow Hedges			Loss on Net Investment Hedges			Other Foreign Currency Translation Adjustments			Pension and Other Post-Employment Benefit Plans			Total
Balance—July 1, 2017	$	12.6		$	(23.7	)	$	(20.8	)	$	36.3		$	4.4
Other comprehensive income (loss) before reclassifications	15.5			(56.7		)	574.9			(0.7		)	533.0
Net amounts reclassified from AOCI/(L)	(1.3		)	—			—			—			(1.3		)
Net current-period other comprehensive income (loss)	14.2			(56.7		)	574.9			(0.7		)	531.7
Balance—March 31, 2018	$	26.8		$	(80.4	)	$	554.1		$	35.6		$	536.1