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EL Form 4: 5,670,000 Class B shares converted to Class A

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Estee Lauder (EL) insider transaction: On 11/04/2025, a reporting person converted 5,670,000 shares of Class B Common Stock into 5,670,000 shares of Class A Common Stock, a one-for-one conversion. Following the transaction, the reporting person held 5,670,000 shares of Class A Common Stock directly.

The filing notes there is no exercise or conversion price for Class B; Class B shares are immediately convertible one-for-one and automatically convert in certain transfer and voting-threshold scenarios.

Positive

  • None.

Negative

  • None.

Insights

Large insider Class B-to-A conversion; administrative in nature.

The filing reports a code C conversion of 5,670,000 Class B shares into 5,670,000 Class A shares on 11/04/2025, with no exercise price. The footnote explains Class B is immediately convertible into Class A on a one-for-one basis.

Post-transaction, the insider directly holds 5,670,000 Class A shares. This records a change in share class rather than an open-market trade, so cash proceeds are not involved. Impact on float or voting depends on issuer capital structure and any dual-class rights, which are not detailed in the excerpt.

Subsequent disclosures may quantify any changes in voting power related to Class B versus Class A characteristics if applicable.

Insider LAL 2015 ELF Trust
Role 10% Owner
Type Security Shares Price Value
Conversion Class B Common Stock 5,670,000 $0.00 --
Conversion Class A Common Stock 5,670,000 $0.00 --
Holdings After Transaction: Class B Common Stock — 0 shares (Direct); Class A Common Stock — 5,670,000 shares (Direct)
Footnotes (1)
  1. There is no exercise or conversion price for the Class B Common Stock. Shares of Class B Common Stock may be converted immediately on a one-for-one basis by the holder and are automatically converted into Class A Common Stock on a one-for-one basis upon transfer to a person or entity that is not a "Permitted Transferee" (as defined in the Issuer's Restated Certificate of Incorporation) or soon after a record date for a meeting of stockholders where the outstanding Class B Common Stock constitutes less than 10% of the outstanding shares of Common Stock of the Issuer. Not applicable.
Form 4 Insider Transactions: What Each Field Means →
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*
LAL 2015 ELF Trust
(Last) (First) (Middle)
C/O ROARING FORK TRUST COMPANY, INC.
212 S. MAIN AVENUE, SUITE #147
(Street)
SIOUX FALLS SD 57104
(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 X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/04/2025
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
Class A Common Stock 11/04/2025 C 5,670,000 A (1) 5,670,000 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (1) 11/04/2025 C 5,670,000 (1) (1) Class A Common Stock 5,670,000 (2) 0 D
Explanation of Responses:
1. There is no exercise or conversion price for the Class B Common Stock. Shares of Class B Common Stock may be converted immediately on a one-for-one basis by the holder and are automatically converted into Class A Common Stock on a one-for-one basis upon transfer to a person or entity that is not a "Permitted Transferee" (as defined in the Issuer's Restated Certificate of Incorporation) or soon after a record date for a meeting of stockholders where the outstanding Class B Common Stock constitutes less than 10% of the outstanding shares of Common Stock of the Issuer.
2. Not applicable.
Remarks:
Exhibit 99.1 (Signature) is incorporated herein by reference.
See Exhibit 99.1 for Signature 11/06/2025
** 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

FAQ

What did Estee Lauder’s insider report on Form 4?

A conversion (code C) of 5,670,000 Class B shares into 5,670,000 Class A shares on 11/04/2025.

How many Estee Lauder Class A shares does the insider hold after the transaction?

The insider directly holds 5,670,000 shares of Class A Common Stock following the transaction.

Was there an exercise or conversion price for the Class B shares?

No. The footnote states there is no exercise or conversion price for Class B; it converts one-for-one into Class A.

What is the conversion ratio from Class B to Class A at Estee Lauder?

The filing states a one-for-one conversion ratio from Class B to Class A.

Did the derivative (Class B) position remain after the conversion?

No. The table shows 0 derivative securities beneficially owned after the reported transaction.