FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

1. Name and Address of Reporting Person *

Spinks Mark Gregory

2. Date of Event Requiring Statement (MM/DD/YYYY)
7/31/2015 

3. Issuer Name and Ticker or Trading Symbol

Sally Beauty Holdings, Inc. [SBH]

(Last)        (First)        (Middle)

C/O SALLY BEAUTY HOLDINGS, INC., 3001 COLORADO BLVD

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

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
President-Beauty Systems Group /

(Street)

DENTON, TX 76210       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   11218.0000   (1) D    
Common Stock   2282.8665   I   by 401(k)  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy)   (2)   (3) 10/21/2019   Common Stock   7500.0000   $7.4200   D    
Employee Stock Option (Right to Buy)   (4)   (3) 10/19/2020   Common Stock   25000.0000   $11.3900   D    
Employee Stock Option (Right to Buy)   (4)   (5) 10/26/2021   Common Stock   15324.0000   $19.2100   D    
Employee Stock Option (Right to Buy)   (4)   (6) 10/29/2022   Common Stock   14328.0000   $23.4900   D    
Employee Stock Option (Right to Buy)   (4)   (7) 10/30/2023   Common Stock   17700.0000   $26.3000   D    
Employee Stock Option (Right to Buy)   (4)   (8) 10/29/2024   Common Stock   34204.0000   $29.2000   D    

Explanation of Responses:
( 1)  Consist of 6,092 shares of restricted stock granted pursuant to the Sally Beauty Holdings, Inc. 2010 Omnibus Incentive Plan.
( 2)  Grant of options under the Sally Beauty Holdings, Inc. 2007 Omnibus Incentive Plan.
( 3)  This option is currently exercisable in full.
( 4)  Grant of options under the Sally Beauty Holdings, Inc. 2010 Omnibus Incentive Plan.
( 5)  The option is currently exercisable as to 11,495 shares and as to 3,831 shares on October 25, 2015.
( 6)  The option is currently exercisable as to 7,164 shares; as to 3,582 shares on October 28, 2015 and as to 3,582 shares on October 28, 2016.
( 7)  The option is currently exercisable as to 4,425 shares; as to 4,425 shares on September 30, 2015; as to 4,425 shares on September 30, 2016 and as to 4,425 shares on September 30, 2017.
( 8)  The options vest annually in four equal installments beginning on September 30, 2015.

Remarks:
poaspinks.txt

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Spinks Mark Gregory
C/O SALLY BEAUTY HOLDINGS, INC.
3001 COLORADO BLVD
DENTON, TX 76210


President-Beauty Systems Group

Signatures
Matt Haltom, Attorney-in-fact 8/3/2015
** 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 5(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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