Estee Lauder (NYSE: EL) director reports dividend-equivalent stock units

Rhea-AI Filing Summary

Estee Lauder Companies director Barry S. Sternlicht reported acquiring additional derivative stock units tied to the company’s Class A common stock. On 12/15/2025, he acquired 64.11 stock units (share payout) and 161.03 stock units (cash payout), both reflecting reinvestment of dividend equivalents on his outstanding stock units at an underlying share price of $101.03.

Following these transactions, Sternlicht beneficially owned 18,570.12 stock units (share payout) and 46,645.16 stock units (cash payout), all held directly. The stock units are scheduled to be paid out on the first business day of the calendar year after he ceases serving as a director.

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

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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^*

STERNLICHT BARRY S

(Last) (First) (Middle)

STARWOOD CAPITAL GROUP

591 W. PUTNAM AVE.

(Street)

GREENWICH CT 06830

(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)
12/15/2025

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 (Share Payout)	(1)	12/15/2025		A(2)		64.11		(3)	(3)	Class A Common Stock	64.11	$101.03	18,570.12	D
Stock Units (Cash Payout)	(1)	12/15/2025		A(2)		161.03		(3)	(3)	Class A Common Stock	161.03	$101.03	46,645.16	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:

	Barry S. Sternlicht, by Spencer G. Smul, Attorney-in-fact	12/16/2025
	** 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 insider transaction involving Estee Lauder (EL) is being reported?

The report shows director Barry S. Sternlicht acquired additional derivative stock units tied to Estee Lauder Class A common stock on 12/15/2025 through dividend-equivalent reinvestments.

How many stock units did the Estee Lauder (EL) director acquire?

He acquired 64.11 stock units designated for share payout and 161.03 stock units designated for cash payout, each linked to Estee Lauder Class A common stock at $101.03 per underlying share.

What are the director’s total Estee Lauder (EL) stock units after these transactions?

After the transactions, he beneficially owned 18,570.12 stock units for share payout and 46,645.16 stock units for cash payout, all held directly.

What is the nature of the dividend-equivalent reinvestments for EL stock units?

The filing explains that the acquisitions represent reinvestment of dividend equivalents on outstanding stock units, meaning dividends credited on existing units were converted into additional units.

When will the Estee Lauder (EL) stock units be paid out to the director?

The stock units will be paid out on the first business day of the calendar year following the last date of the director’s service on Estee Lauder’s board.

Are the reported Estee Lauder (EL) stock units settled in shares or cash?

Two types of derivative securities are reported: Stock Units (Share Payout), which reference payout in shares, and Stock Units (Cash Payout), which reference payout in cash, each linked to Class A common stock.