科蒂：2024年度报告

Form10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE FISCAL YEAR ENDEDJUNE 30, 2025ORTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE TRANSITION PERIOD FROMTOCOMMISSION FILE NUMBER001-35964 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YesýNooIndicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐ 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 1934during 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 filingrequirements for the past 90 days.YesýNooIndicate 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 and post suchfiles).YesýNooIndicate 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” inRule 12b-2 of the Exchange Act. Large accelerated filerýNon-accelerated filero 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 orrevised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol 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 orissued 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 thefiling reflect the correction of an error to previously issued financial statements.oIndicate 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).o☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).YesNoýAs of December 31, 2024, the aggregate market value of the registrant’s Class A Common Stock held by non-affiliates was $2.6billion based on thenumber of shares held by non-affiliates as of December 31, 2024 and the last reported sale price of the registrant’s Class A Common Stock on December 31,2024. COTY INC. INDEX TO ANNUAL REPORT ON FORM 10-K PagePart I:Item 1.Business1Item 1A.Risk Factors7Item 1B.Unresolved Staff Comments28Item 1C.Cybersecurity28Item 2.Properties29Item 3.Legal Proceedings29Part II:Item 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities29Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations32Item 7A.Quantitative and Qualitative Disclosures About Market Risk61Item 8.Financial Statements and Supplementary Data61Item 9A.Controls and Procedures61Item 9B.Other Information62Item 9C.Disclosure Regarding Foreign Jurisdictions That Prevent Inspections62Part III:Item 10.Directors, Executive Officers and Corporate Governance62Item 11.Executive Compensation63Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters63Item 13.Certain Relationships and Related Transactions, and Director Independence63Item 14.Principal Accounting Fees and Services63Part IV:Item 15.Exhibits, Financial Statement Schedules63Item 16.Form 10-K Summary69Signatures70 Forward-looking Statements Certain statements in this Form 10-K are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Actof 1934, as amended (“Exchange Act”), Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and the Private SecuritiesLitigation Reform Act of 1995 (“PSLRA”). These forward-looking statements reflect our current views with respect to, among other things,strategic planning, targets and outlook for future reporting periods (including the extent and timing of revenue, expense and profit trends andchanges in operating cash flows and cash flows from operating activities and investing activities), the Company’s future operations and strategy(including the expected implementat