X0306 5 2012-09-30 0 0 0001368458 Sally Beauty Holdings, Inc. SBH 0001328443 WINTERHALTER GARY C/O SALLY BEAUTY HOLDINGS, INC. 3001 COLORADO BLVD DENTON TX 76210 1 1 Chairman, President & CEO Common Stock 2008-11-25 5 G 0 319131.0000 0.0000 A 319131.0000 I by trust Common Stock 2008-11-28 5 G 0 34259.0000 0.0000 A 353390.0000 I by trust Common Stock 2009-02-18 5 J 0 15000.0000 4.0600 A 368390.0000 I by trust Common Stock 2009-03-18 5 G 0 40000.0000 0.0000 A 408390.0000 I by trust Common Stock 2010-01-28 5 G 0 40000.0000 0.0000 A 448390.0000 I by trust Common Stock 2011-02-03 5 G 0 40000.0000 0.0000 A 488390.0000 I by trust Common Stock 2012-01-25 5 G 0 10000.0000 0.0000 A 498390.0000 I by trust Common Stock 2012-01-26 5 G 0 40000.0000 0.0000 A 538390.0000 I by trust Common Stock 40000.0000 D Common Stock 2668.9582 I by 401(k) Profit Sharing The reporting person transferred these shares to a trust for the benefit of his children (the Gary G. and Joanne Winterhalter Trust) of which the reporting person and his wife serve as co-trustees, thus changing the form of beneficial ownership from direct to indirect. Shares held by the Gary G. and Joanne Winterhalter Trust. These shares were purchased by the Gary G. and Joanne Winterhalter Trust on February 18, 2009 and incorrectly reported as purchased by Mr. Winterhalter directly. Excludes 15,000 shares purchased by the Gary G. and Joanna Winterhalter Trust on February 18, 2009 and incorrectly reported as purchased by Mr. Winterhalter directly. Matt Haltom, Attorney-in-fact 2012-12-04