Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On April 3, 2009, Gerald R. Gallagher, a director of Ulta Salon, Cosmetics &
Fragrance, Inc., a Delaware corporation (the "Company"), notified the Company
that he will not stand for re-election to the Board of Directors at the
Company's 2009 Annual Meeting of Stockholders (the "Annual Meeting").
Mr. Gallagher, a venture capitalist with Oak Investment Partners ("Oak"),
advised the Company that his departure follows the planned reduction by Oak in
its holdings of the Company through two of its partnerships, Oak Investment
Partners VII, L.P. and Oak VII Affiliates Fund, L.P. His decision not to stand
for re-election at the Annual Meeting was not due to any disagreement with the
Company on any matter relating to the Company's operations, policies or
practices.
