Estée Lauder (EL) Director Reinvests Dividend Equivalents into 4.27 Shares

Rhea-AI Filing Summary

Eric Louis Zinterhofer, a director of The Estée Lauder Companies Inc. (EL) reported a small acquisition related to dividend-equivalent stock units. The report shows a transaction on 09/16/2025 that resulted in the reinvestment of 4.27 stock units into Class A common stock at an indicated reference price of $88.52, leaving 1,083.09 shares beneficially owned directly after the transaction. The filing explains these units represent reinvested dividend equivalents on outstanding stock units and that the stock units will be paid out the first business day of the calendar year following the director's last service date.

Positive

• Director alignment: The transaction reflects reinvestment of dividend equivalents, indicating continued equity alignment between the director and the company.
• Clear disclosure: The filing specifies the nature of the units and the post-service payout timing, aiding investor transparency.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine insider reinvestment of dividend equivalents; immaterial to company valuation.

The transaction represents a small, routine reinvestment of dividend-equivalent stock units by a director rather than an open-market purchase or sale of large share blocks. The reported 4.27 stock units and resulting 1,083.09 shares beneficially owned are modest in scale relative to a public company of Estée Lauder's size, so there is no clear material impact on share supply, insider ownership control, or near-term valuation metrics.

Corporate Governance Expert

TL;DR: Governance-standard dividend reinvestment; disclosure aligns with Section 16 reporting requirements.

The filing documents a common governance practice: reinvestment of dividend equivalents tied to director stock units. The disclosure clarifies the nature of the holdings and the timing of payout (post-service), which is useful for understanding vesting/payout policies and potential future changes in beneficial ownership when the director leaves service. No unusual compensation structure or deviation from expected director equity practices is disclosed.

SEC Form 4

FORM 4

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

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Zinterhofer Eric Louis

(Last) (First) (Middle)

C/O THE ESTEE LAUDER COMPANIES INC.

767 FIFTH AVENUE

(Street)

NEW YORK NY 10153

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ESTEE LAUDER COMPANIES INC [ EL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Units (Cash Payout)	(1)	09/16/2025		A(2)		4.27		(3)	(3)	Class A Common Stock	4.27	$88.52	1,083.09	D

Explanation of Responses:

1. Not applicable.

2. Represents reinvestment of dividend equivalents on outstanding stock units.

3. The stock units will be paid out the first business day of the calendar year following the last date of the Reporting Person's service as a director of the Company.

Remarks:

	Eric Louis Zinterhofer, by Spencer G. Smul, Attorney-in-fact	09/17/2025
	** 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).
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 Number.

FAQ

What transaction did the Estée Lauder (EL) director report?

The director reported a reinvestment of 4.27 stock units into Class A common stock tied to dividend equivalents.

How many shares does Eric Louis Zinterhofer beneficially own after the reported Form 4?

The filing shows 1,083.09 shares beneficially owned directly following the reported transaction.

Does the Form 4 indicate a market purchase or sale of EL stock?

No; the Form 4 indicates a reinvestment of dividend equivalents on outstanding stock units, not an open-market trade.

When will the stock units be paid out according to the filing?

The stock units will be paid out the first business day of the calendar year following the director's last date of service.

Is this Form 4 filing indicative of a material change in insider ownership for EL?

No; the filing documents a routine, modest reinvestment and does not indicate a material change in insider ownership.