What triggered the share acquisition for EL (EL)?

Shares were issued upon payout of vested Restricted Stock Units (RSUs) , including dividend shares, on a one-to-one basis.

EL officer holds 1,752.219 shares after RSU vesting

Q: What did EL executive Michael Bowes report on Form 4?

He reported RSU vesting that delivered 1,673.73 Class A shares and a tax withholding of 596.73 shares at $94.87 on 11/03/2025 .

Q: How many EL shares does Michael Bowes hold after the transactions?

He directly owned 1,752.219 Class A shares after the reported transactions.

Q: How were taxes satisfied in this EL Form 4?

Taxes were satisfied via share withholding of 596.73 shares at a price of $94.87 .

Q: What securities were involved in the EL Form 4 transactions?

Non-derivative Class A Common Stock and derivative RSUs (share payout) were reported with conversion transactions coded “M” and tax withholding coded “F.”

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

The Estée Lauder Companies (EL) executive Michael Bowes reported RSU activity. On 11/03/2025, 1,673.73 Class A shares were acquired upon RSU payouts, and 596.73 shares were withheld for taxes at $94.87.

Following these transactions, he directly owned 1,752.219 Class A shares. The filing notes remaining RSUs scheduled to pay out in shares, assuming continued employment: 457 on November 2, 2026; 871 on November 2, 2026; and 871 on November 1, 2027.

Insider Trade Summary

1,628 shares exercised/converted

Mixed 5 txns

Insider Bowes Michael

Role Exec VP & CPO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units (Share Payout)	302	$0.00	--
Exercise	Restricted Stock Units (Share Payout)	456	$0.00	--
Exercise	Restricted Stock Units (Share Payout)	870	$0.00	--
Exercise	Class A Common Stock	1,673.73	$0.00	--
Tax Withholding	Class A Common Stock	596.73	$94.87	$57K

Holdings After Transaction: Restricted Stock Units (Share Payout) — 0 shares (Direct); Class A Common Stock — 2,348.949 shares (Direct)

Footnotes (1)

Payout of shares upon vesting of portions of Restricted Stock Units ("RSUs") granted September 6, 2022; August 28, 2023; and August 27, 2024. Includes dividend shares. Not applicable. Represents the withholding of shares for tax purposes. RSUs vest and are paid out in shares of Class A Common Stock on a one-to-one basis on the applicable vesting date. RSUs generally vest in three approximately equal installments unless otherwise indicated. Upon payout, shares are withheld to cover statutory tax obligations. These RSUs, granted prior to the Reporting Person becoming an Executive Officer, are accompanied by dividend equivalent rights payable in shares at the time of the payout of the related shares. Annual RSUs granted September 6, 2022. Annual RSUs granted August 28, 2023. Assuming continued employment, these RSUs will vest and be paid out as follows: 457 on November 2, 2026. Annual RSUs granted August 27, 2024. Assuming continued employment, these RSUs will vest and be paid out as follows: 871 on November 2, 2026; and 871 on November 1, 2027.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 11/05/2025 - 10:32 AM

FAQ

What did EL executive Michael Bowes report on Form 4?

He reported RSU vesting that delivered 1,673.73 Class A shares and a tax withholding of 596.73 shares at $94.87 on 11/03/2025.

How many EL shares does Michael Bowes hold after the transactions?

He directly owned 1,752.219 Class A shares after the reported transactions.

How were taxes satisfied in this EL Form 4?

Taxes were satisfied via share withholding of 596.73 shares at a price of $94.87.

What future RSU vesting is disclosed for EL’s executive?

Assuming continued employment, RSUs are scheduled to pay out 457 shares on Nov 2, 2026, and 871 shares on Nov 2, 2026 and Nov 1, 2027.

What securities were involved in the EL Form 4 transactions?

Non-derivative Class A Common Stock and derivative RSUs (share payout) were reported with conversion transactions coded “M” and tax withholding coded “F.”

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^*

Bowes Michael

(Last)

(First)

(Middle)

THE ESTEE LAUDER COMPANIES INC.

767 FIFTH AVENUE

(Street)

NEW YORK

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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Exec VP & CPO

3. Date of Earliest Transaction (Month/Day/Year)
11/03/2025

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)
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)
Class A Common Stock	11/03/2025		M		1,673.73⁽¹⁾	A	⁽²⁾	2,348.949	D
Class A Common Stock	11/03/2025		F		596.73⁽³⁾	D	$94.87	1,752.219	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)
Restricted Stock Units (Share Payout)⁽⁴⁾	⁽²⁾	11/03/2025		M			302	⁽⁵⁾	11/03/2025	Class A Common Stock	302	⁽²⁾	0	D
Restricted Stock Units (Share Payout)⁽⁴⁾	⁽²⁾	11/03/2025		M			456	⁽⁶⁾	11/02/2026	Class A Common Stock	456	⁽²⁾	457	D
Restricted Stock Units (Share Payout)⁽⁴⁾	⁽²⁾	11/03/2025		M			870	⁽⁷⁾	11/01/2027	Class A Common Stock	870	⁽²⁾	1,742	D

Explanation of Responses:

1. Payout of shares upon vesting of portions of Restricted Stock Units ("RSUs") granted September 6, 2022; August 28, 2023; and August 27, 2024. Includes dividend shares.

2. Not applicable.

3. Represents the withholding of shares for tax purposes.

4. RSUs vest and are paid out in shares of Class A Common Stock on a one-to-one basis on the applicable vesting date. RSUs generally vest in three approximately equal installments unless otherwise indicated. Upon payout, shares are withheld to cover statutory tax obligations. These RSUs, granted prior to the Reporting Person becoming an Executive Officer, are accompanied by dividend equivalent rights payable in shares at the time of the payout of the related shares.

5. Annual RSUs granted September 6, 2022.

6. Annual RSUs granted August 28, 2023. Assuming continued employment, these RSUs will vest and be paid out as follows: 457 on November 2, 2026.

7. Annual RSUs granted August 27, 2024. Assuming continued employment, these RSUs will vest and be paid out as follows: 871 on November 2, 2026; and 871 on November 1, 2027.

Remarks:

	Michael Bowes, by Spencer G. Smul, attorney-in-fact	11/04/2025
	** 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.

Source: View Original Filing on SEC EDGAR