Estee Lauder Insider Report: 14,357 RSUs Paid; 6,417 Shares Sold at $91.88

Rhea-AI Filing Summary

Rashida La Lande, Executive Vice President & General Counsel of The Estée Lauder Companies Inc. (EL), reported equity activity tied to RSU vesting and related tax withholding. On 08/27/2025, 14,357 shares were issued upon payout of vested restricted stock units. Of those, 7,940 shares were withheld to satisfy tax obligations. On 08/28/2025, La Lande sold 6,417 shares in multiple open-market transactions at a weighted average price of $91.88 per share (sales ranged $91.88–$91.91). Following these transactions, the Form 4 reports 0 shares beneficially owned. Remaining non-annual RSUs granted 08/27/2024 will vest in two future installments of 14,357 shares each on 08/27/2026 and 08/27/2027, subject to continued employment.

Positive

• Clear disclosure of RSU payout, withholding, and sale including weighted-average price and price range
• Ongoing equity alignment preserved via remaining RSU tranches vesting in 2026 and 2027

Negative

• Reported beneficial ownership reduced to 0 following the sale of 6,417 shares (per this Form 4)
• Sale occurred immediately following payout, which may reduce near-term insider shareholdings

Insights

Financial Analyst

TL;DR: Routine RSU payout with tax-withholding and immediate partial sale; proceeds reflect market-price liquidity, not necessarily a change in compensation structure.

The filing documents a standard equity compensation settlement: 14,357 RSU shares paid out, 7,940 withheld for taxes, and 6,417 sold at a weighted average of $91.88. The sale appears to be the operational result of tax withholding and subsequent disposition rather than an opportunistic large-scale liquidation. Reported beneficial ownership is zero post-sale, but material future vesting remains: two tranches of 14,357 shares each in 2026 and 2027, preserving ongoing equity linkage to employment.

Corporate Governance Expert

TL;DR: Disclosure aligns with Section 16 filing norms: RSU payout, tax withholding, and open-market sale are clearly reported.

The Form 4 provides clear attribution of transactions and pricing ranges and includes the reporting agent signature. The withholding of 7,940 shares for statutory taxes and the sale of 6,417 shares are explicitly disclosed with weighted-average pricing and range. Documentation of future vesting schedule for the remaining RSU tranches supports transparency about ongoing executive compensation obligations.

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

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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^*

La Lande Rashida

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP & General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025

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	08/27/2025		M		14,357(1)	A	(2)	14,357	D
Class A Common Stock	08/27/2025		F		7,940(3)	D	$91.38	6,417	D
Class A Common Stock	08/28/2025		S		6,417(4)	D	$91.88(4)(5)	0	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
Restricted Stock Units (Share Payout)(6)	(2)	08/27/2025		M			14,357	(7)	08/27/2027	Class A Common Stock	14,357	(2)	28,714	D

Explanation of Responses:

1. Payout of shares upon vesting of portion of Restricted Stock Units ("RSUs") granted August 27, 2024.

2. Not applicable.

3. Represents the withholding of shares for tax purposes.

4. The number of securities reported represents an aggregate number of shares sold in multiple open market transactions over a range of sales prices. The price reported represents the weighted average price. The Reporting Person undertakes to provide to the staff of the SEC, the Issuer, or a stockholder of the Issuer, upon request, the number of shares sold by the Reporting Person at each separate price within the range.

5. Sales prices range from $91.88 to $91.91 per share, inclusive.

6. 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. RSUs are accompanied by dividend equivalent rights payable in cash at the time of the payout of the related shares.

7. Non-annual RSUs granted August 27, 2024. Assuming continued employment, these RSUs will vest and be paid out as follows: 14,357 on August 27, 2026; and 14,357 on August 27, 2027.

Remarks:

	Rashida La Lande, by Spencer G. Smul, attorney-in-fact	08/28/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What transactions did EL insider Rashida La Lande report on Form 4?

The filing reports a payout of 14,357 RSU shares on 08/27/2025, withholding of 7,940 shares for taxes, and sale of 6,417 shares on 08/28/2025.

At what price were the EL shares sold by Rashida La Lande?

The shares were sold at a weighted-average price of $91.88 per share, with individual sale prices ranging from $91.88 to $91.91.

How many EL shares does Rashida La Lande own after these transactions?

The Form 4 reports 0 shares beneficially owned by the reporting person following these transactions.

Are there additional RSUs scheduled to vest for Rashida La Lande?

Yes. Non-annual RSUs granted 08/27/2024 include two remaining tranches of 14,357 shares each scheduled to vest on 08/27/2026 and 08/27/2027, assuming continued employment.

Why were some shares withheld in the transaction?

Upon payout of RSUs, shares were withheld to cover statutory tax obligations; 7,940 shares were withheld in this filing.