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( Mark One ) ☑ ப UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON , D.C. 20549 Form 10 - K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JUNE 30 , 2026 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ΤΟ COMMISSION FILE NUMBER 001-35964 COTY INC . Delaware ( Exact name of registrant as specified in its charter ) 13-3823358 ( I.R.S. Employer Identification Number ) ( State or other jurisdiction of incorporation or organization ) 350 Fifth Avenue , New York , NY ( Address of principal executive offices ) ( 212 ) 389-7300 Registrant's telephone number , including area code 10118 ( Zip Code ) SECURITIES REGISTERED PURSUANT TO SECTION 12 ( b ) OF THE ACT : Title of each class Class A Common Stock , $ 0.01 par value Trading symbol COTY Name of each exchange on which registered The New York Stock Exchange SECURITIES REGISTERED PURSUANT TO SECTION 12 ( g ) OF THE ACT : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes ý No o Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes ☐ No ý 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 1934 during 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 filing requirements for the past 90 days . Yes ý No o Indicate 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 such files ) . Yes ý No O Indicate 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 " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer 0 Accelerated filer Smaller reporting company Emerging growth company ☐ ㅁㅁ 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 or revised 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 internal control 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 or issued 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 the filing reflect the correction of an error to previously issued financial statements . O Indicate 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 ) . Yes ☐ No ý As of December 31 , 2025 , the aggregate market value of the registrant's Class A Common Stock held by non - affiliates was $ 1.1 billion based on the number of shares held by non - affiliates as of December 31 , 2025 and the last reported sale price of the registrant's Class A Common Stock on December 31 , 2025 .