On January 25, 2019, Marathon Partners delivered a letter to e.l.f. Beauty, Inc.’s board of directors recommending that the Board undertake a comprehensive review of the Company’s operating strategy, corporate governance practices, and executive compensation plans. Marathon Partners also delivered a list of current questions to the Company along with the Letter. In the Letter, Marathon Partners stated its belief that the Company must adjust its operating strategy by resizing the organization, without regard to protected interests, to reflect the current dynamics of the business and industry. Further, Marathon Partners stated that to be consistent with best practices for corporate governance and to address what it views as TPG Growth II Advisors, Inc.’s outsized level of influence and control over the Company, Marathon Partners recommended 3 courses of action for the Company (i) separate the role of Chairman and CEO, (ii) assign a non-TPG-designated director to the role of Lead Independent Director, and (iii) engage independent counsel to fully reassess the Second Amended and Restated Stockholders Agreement entered into on March 3, 2017 between the Company, TPG elf Holdings, L.P., J.A. Cosmetics Corp., certain of the Company’s executives and their related family trusts.
e.l.f. Beauty, Inc. is a multi-brand beauty company. The Company offers inclusive, accessible, clean, vegan, and cruelty-free cosmetics and skincare products. The Company's family of brands includes e.l.f. Cosmetics, e.l.f. SKIN, Naturium, Well People and Keys Soulcare. Its e.l.f. SKIN is an ingredient-focused, dermatologist-developed formula for every eye, lip, face and skin concern. The Company operates across beauty categories including eye, lip, and face makeup, beauty tools and accessories, and skincare products. Its color cosmetics and skin care products are broadly sold through food, drug, and mass channels, as well as through department stores and direct and specialty channels. The Company's brands are available online and across beauty, mass market and specialty retailers in the United States and internationally. The Company sell its products online through its own direct e-commerce channels, as well as through other e-commerce Websites.
E.L.F. BEAUTY, INC. 
