Item 5.07Submission of Matters to a Vote of Security Holders.



On June 1, 2022, Ulta Beauty, Inc. (the "Company") held its 2022 annual meeting
of stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's
stockholders voted on the following proposals:

? The election of Kelly E. Garcia, Michael R. MacDonald and Gisel Ruiz as Class

III directors to hold office until the 2025 annual meeting of stockholders;

The ratification of the appointment of Ernst & Young LLP as the Company's

? independent registered public accounting firm for its fiscal year 2022, ending

January 28, 2023; and

? An advisory vote to approve the Company's executive compensation.




As of the close of business on April 4, 2022, the record date for the
determination of the stockholders entitled to notice of, and to vote at, the
Annual Meeting, 52,227,138 shares of the Company's common stock were outstanding
and eligible to vote, with one vote for each share held. Approximately 87.43% of
all shares were represented at the Annual Meeting in person or by proxy. The
following are the final votes on the matters presented for stockholder
consideration at the Annual Meeting:

Election of Directors

The stockholders elected Kelly E. Garcia, Michael R. MacDonald and Gisel Ruiz as Class III directors to hold office until the 2025 annual meeting of stockholders. The results of the vote were as follows:



                        For                         Withheld                  Broker Non-Votes
Name          Votes       Percentage(1)      Votes      Percentage(1)      Votes      Percentage(2)
Kelly E.
Garcia      42,811,227       99.66%         144,737         0.34%        2,708,879         N/A

Michael R.
MacDonald   39,285,111       91.45%        3,670,853        8.55%        2,708,879         N/A

Gisel Ruiz  42,208,380       98.26%         747,584         1.74%        2,708,879         N/A

Ratification of the Appointment of Ernst & Young LLP for Fiscal 2022



The stockholders ratified the appointment of Ernst & Young LLP as the Company's
independent registered public accounting firm for its fiscal year 2022, ending
January 28, 2023. The results of the vote were as follows:

           For                       Against                     Abstain

Broker Non-Votes

Votes Percentage (1) Votes Percentage (1) Votes Percentage (1) Votes Percentage 43,009,688 94.19% 2,604,219 5.70% 50,936 0.11% 0.00 0.00%

Advisory Vote to Approve the Company's Executive Compensation

The stockholders approved the Company's executive compensation. The results of the advisory vote were as follows:



           For                     Against                   Abstain

Broker Non-Votes

Votes Percentage (1) Votes Percentage (1) Votes Percentage (1) Votes Percentage (2) 38,727,112 90.16% 2,922,980 6.80% 1,305,872 3.04%

2,708,879 N/A

(1)Based on a total of all shares received and eligible to be counted as voted on this proposal at the Annual Meeting.

(2)"N/A" means that broker non-votes do not have any effect on the voting results on this proposal.



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