[Form 4] The Estee Lauder Companies Inc. Insider Trading Activity

Rhea-AI Filing Summary

The filing reports insider equity awards for Rashida La Lande, Executive Vice President & General Counsel of The Estée Lauder Companies Inc. (EL). On 08/28/2025 Ms. La Lande was awarded 11,487 restricted stock units (RSUs) vesting in three equal installments beginning 11/02/2026, 11,388 non-annual RSUs vesting on 11/01/2027, and stock options covering 44,170 shares with exercise price $91.77 that vest in three tranches beginning 11/02/2026 and expire 08/28/2035. RSUs pay out one-for-one in Class A common shares and include cash dividend equivalents; shares may be withheld for taxes. The Form 4 was signed by attorney-in-fact on 09/02/2025.

Positive

• Detailed disclosure of awards including exact grant sizes, vesting dates, and exercise price ($91.77) provides transparency for investors
• Mix of RSUs and options creates multi-year alignment between the executive and shareholders through deferred equity

Negative

• Potential dilution from 67,045 total new equity awards (RSUs plus options) if fully vested and issued
• Concentration of vesting in 2026–2028 could lead to clustered share issuance and related expense recognition over a short window

Insights

Corporate Governance Expert

TL;DR: Routine executive equity awards disclosed; schedules and tax-withholding mechanics are specified.

The Form 4 documents standard long-term incentive grants to a senior executive: two RSU awards and stock options with multi-year vesting schedules. The filing clearly states vesting dates, one-for-one share payout mechanics, dividend equivalents for RSUs, and the option exercise price of $91.77. From a governance perspective, the disclosure meets Section 16 requirements and provides sufficient detail for shareholders to assess timing and potential dilution.

Compensation Analyst

TL;DR: Award composition mixes time-based RSUs and long-dated options consistent with retention and performance alignment.

The award breakdown—11,487 annual RSUs (vested across 2026–2028), 11,388 non-annual RSUs (vest 11/01/2027), and 44,170 options exercisable from 2026–2028 through 2035—indicates a multi-year retention focus. The explicit exercise price of $91.77 and the stated payout and withholding terms give clear metrics for future expense recognition and potential share issuance upon vesting/exercise.

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
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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)
	Exec VP & General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025

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
Restricted Stock Units (Share Payout)(1)	(2)	08/28/2025		A		11,487		11/02/2026(3)	11/01/2028	Class A Common Stock	11,487	(2)	11,487	D
Restricted Stock Units (Share Payout)(1)	(2)	08/28/2025		A		11,388		11/01/2027(4)	11/01/2027	Class A Common Stock	11,388	(2)	11,388	D
Stock Option (Right to Buy)	$91.77	08/28/2025		A		44,170		11/02/2026(5)	08/28/2035	Class A Common Stock	44,170	(2)	44,170	D

Explanation of Responses:

1. 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.

2. Not applicable.

3. Annual RSUs granted August 28, 2025. Assuming continued employment, these RSUs will vest and be paid out as follows: 3,829 on November 2, 2026; 3,829 on November 1, 2027; and 3,829 on November 1, 2028.

4. Non-Annual RSUs granted August 28, 2025. Assuming continued employment, these RSUs will vest and be paid out on November 1, 2027.

5. Stock options granted pursuant to The Estee Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan in respect of: 14,723 shares exercisable from and after November 2, 2026; 14,723 shares exercisable from and after November 1, 2027; and 14,724 shares exercisable from and after November 1, 2028.

Remarks:

	Rashida La Lande, by Spencer G. Smul, attorney-in-fact	09/02/2025
	** 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 equity awards did Rashida La Lande receive according to the Form 4 (EL)?

The Form 4 reports 11,487 RSUs (annual), 11,388 RSUs (non-annual), and 44,170 stock options with an exercise price of $91.77 granted on 08/28/2025.

When do the RSUs and options awarded to Rashida La Lande vest?

Annual RSUs vest in three equal installments: 11/02/2026, 11/01/2027, and 11/01/2028; non-annual RSUs vest on 11/01/2027. Options are exercisable in tranches beginning 11/02/2026 through 11/01/2028.

What is the exercise price and expiration for the options granted to Rashida La Lande?

The stock options have an exercise price of $91.77 and an expiration date of 08/28/2035.

Will RSUs pay dividends and how are taxes handled?

RSUs include dividend equivalent rights payable in cash at payout and shares are withheld upon payout to cover statutory tax obligations.

When was the Form 4 signed and filed for these transactions?

The Form 4 shows the signature by attorney-in-fact on 09/02/2025, reporting transactions dated 08/28/2025.