Item 4 — Purpose of Transaction
Item 4 is hereby amended and supplemented as follows: Extension of Long Swap Arrangement As previously disclosed on Amendment No. 4, on February 9, 2023, JAB Holdings entered into long cash-settled total return equity swaps (each, a "Long Swap") with Banco Santander, S.A., BNP Paribas, Credit Agricole Corporate and Investment Bank and Societe Generale (the "Banks"). The Long Swaps provided for the establishment of long exposure with respect to a notional amount of shares of Class A Common Stock, par value $0.01 per share (the "Common Stock") (the shares of Common Stock, each a "Class A Share" and, collectively, the "Class A Shares"), of Coty Inc. (the "Company") up to 40,000,000 Class A Shares in the aggregate. On July 31, 2025, the Long Swap with BNP Paribas expired and terminated by cash-settlement by its terms with respect to a notional amount of 5,000,000 Shares. On August 29, 2025, the Long Swap with CACIB expired and terminated by cash-settlement by its terms with respect to a notional amount of 5,000,000 Shares. On September 2, 2025, JAB Holdings B.V. agreed to extend the term of the Long Swaps with Banco Santander, S.A., BNP Paribas and Societe Generale with respect to an aggregate notional amount of 30,000,000 Class A Shares by approximately two (2) years for no additional consideration, although JAB Holdings B.V. has the right to terminate and close out the Long Swap during certain specified earlier periods if it so chooses. All other material terms of such Long Swaps, including the Reference Price, remain materially unchanged and in full force and effect.