Farrell joined the board in February 2026, less than 24 months ago, so he is fully exempt from the TSR performance trigger under policy; he brings extensive consumer products and financial expertise as former CEO and CFO of Church & Dwight, and no overboarding, attendance, independence, or familial relationship concerns apply.

Mitchell has served since November 2020 (approximately 5.7 years); ELF's 3-year total return of -34.5% is negative, which triggers review, but ELF's 3-year return trails the compensation peer group median of -23.5% by only 11 percentage points, well below the 20-percentage-point threshold required to fire a No vote for companies with negative absolute 3-year returns, so no TSR trigger applies; no overboarding, attendance, or independence concerns are present.

Tait has served since November 2022 (approximately 3.7 years); the same peer-group TSR analysis applies — ELF underperforms the peer median by only 11 percentage points against a 20-percentage-point threshold for negative absolute 3-year returns, so no trigger fires; her consumer goods and digital marketing background is directly relevant, and no overboarding, attendance, or independence issues exist.

Watson has served since August 2015 (approximately 10.9 years), the longest-tenured nominee; the peer-group TSR gap of -11 percentage points does not meet the 20-percentage-point threshold needed to trigger a No vote, so no TSR concern applies; her deep cosmetics and retail background at Sephora and Madison Reed is highly relevant, and she passes all other policy screens.