Estée Lauder (EL) Form 4: 89.11 Stock Units Reinvested by Director

Rhea-AI Filing Summary

Charlene Barshefsky, a director of The Estée Lauder Companies Inc. (EL), reported a non-derivative acquisition on 09/16/2025. The filing records the reinvestment of dividend equivalents into 89.11 stock units, purchased at an indicated reference price of $88.52. After the transaction, the report shows 22,626.53 shares beneficially owned in a direct form. The filing explains these units represent dividend-equivalent reinvestment and that 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. The form was signed on 09/17/2025 by an attorney-in-fact.

Insights

Securities Analyst

TL;DR: Routine director dividend-equivalent reinvestment; small, non-material increase in direct holdings.

The Form 4 documents a standard reinvestment of dividend equivalents into 89.11 stock units for director Charlene Barshefsky on 09/16/2025. The transaction increases direct beneficial ownership to 22,626.53 shares. This is a mechanical, non-cash equity accrual tied to director compensation and scheduled payout terms rather than an open-market purchase or sale. Given the scale relative to total outstanding shares, the filing is informational and unlikely to be material to valuation or control.

Corporate Governance Expert

TL;DR: Governance-standard disclosure showing dividend-equivalent reinvestment with deferred payout upon end of service.

The disclosure clarifies that the reported stock units arise from dividend-equivalent reinvestment and that payout is deferred until after the director’s service ends. This aligns with typical director compensation practices and provides transparency about timing of ultimate share delivery. No departures from standard Section 16 reporting practices are evident in the filing.

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^*

BARSHEFSKY CHARLENE

(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 (Share Payout)	(1)	09/16/2025		A(2)		89.11		(3)	(3)	Class A Common Stock	89.11	$88.52	22,626.53	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:

	Charlene Barshefsky, 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 did Charlene Barshefsky report on Form 4 for EL?

The Form 4 reports a reinvestment of dividend equivalents into 89.11 stock units on 09/16/2025, increasing direct beneficial ownership to 22,626.53 shares.

Does the Form 4 show an open-market purchase or sale by the director?

No. The filing states the transaction represents reinvestment of dividend equivalents, not an open-market trade.

When will the reported stock units be paid out?

The stock units will be paid out on the first business day of the calendar year following the reporting person’s last date of service as a director.

What price is shown on the Form 4 for the stock units?

The filing shows an indicated reference price of $88.52 associated with the reported stock units.

Who filed and signed the Form 4?

The form was signed by Charlene Barshefsky, by Spencer G. Smul, Attorney-in-fact on 09/17/2025.