STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Steelman Kecia

(Last)

(First)

(Middle)

1000 REMINGTON BLVD SUITE 120

(Street)

BOLINGBROOK

60440

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Ulta Beauty, Inc. [ ULTA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President and COO

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

**Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned**
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/19/2024		M		1,395	A	$348.73	19,252	D
Common Stock	03/19/2024		M		5,518	A	$174.45	24,770	D
Common Stock	03/19/2024		M		3,153	A	$306.59	27,923	D
Common Stock	03/19/2024		M		3,521	A	$395.84	31,444	D
Common Stock	03/19/2024		S		7,396	D	$525.26⁽¹⁾	34,048	D
Common Stock	03/19/2024		S		8,359	D	$526.24⁽²⁾	15,689	D
Common Stock	03/19/2024		S		1,613	D	$527.37⁽³⁾	14,076	D
Common Stock	03/19/2024		S		3,424	D	$528.61⁽⁴⁾	10,652	D
Common Stock	03/19/2024		S		158	D	$529.11⁽⁵⁾	10,494	D

**Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned**
**(e.g., puts, calls, warrants, options, convertible securities)**
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$348.73	03/19/2024		M			1,395	⁽⁶⁾	03/29/2029	Common Stock	1,395	$0	0	D
Stock Option (right to buy)	$174.45	03/19/2024		M			5,518	⁽⁷⁾	03/27/2030	Common Stock	5,518	$0	0	D
Stock Option (right to buy)	$306.59	03/19/2024		M			3,153	⁽⁸⁾	03/25/2031	Common Stock	3,153	$0	1,577	D
Stock Option (right to buy)	$395.84	03/19/2024		M			3,521	⁽⁹⁾	03/24/2032	Common Stock	3,521	$0	3,522	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. The prices actually received ranged from $524.770 to $525.760. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price

2. The price reported in Column 4 is a weighted average price. The prices actually received ranged from $525.815 to $526.730. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price

3. The price reported in Column 4 is a weighted average price. The prices actually received ranged from $526.955 to $527.860. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price

4. The price reported in Column 4 is a weighted average price. The prices actually received ranged from $527.960 to $528.950. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price

5. The price reported in Column 4 is a weighted average price. The prices actually received ranged from $528.965 to $529.145. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price

6. The options, representing an initial right to purchase a total of 5,578 shares, vesting in 25% annual increments beginning March 15, 2020 and each anniversary thereafter through March 15, 2023.

7. The options, representing an initial right to purchase a total of 11,036 shares, vesting in 25% annual increments beginning March 15, 2021 and each anniversary thereafter through March 15, 2024.

8. The options, representing an initial right to purchase a total of 6,306 shares, vesting in 25% annual increments beginning March 15, 2022 and each anniversary thereafter through March 15, 2025.

9. The options, representing an initial right to purchase a total of 7,043 shares, vesting in 25% annual increments beginning March 15, 2023 and each anniversary thereafter through March 15, 2026.

	/s/ Jodi J. Caro, as attorney-in-fact for Kecia Steelman	03/21/2024
	** Signature of Reporting Person	Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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