Estée Lauder Director Receives Routine 293-Unit Grant in Form 4

Rhea-AI Filing Summary

Form 4 filing overview for The Estée Lauder Companies Inc. (EL)

On 10-Jul-2025, director Lynn Forester de Rothschild reported the automatic grant of 293.15 Stock Units (cash-settled) under the company’s director compensation program. The grant, coded “A” (award), was made in lieu of quarterly board and committee retainers and therefore represents routine, non-discretionary compensation rather than an open-market purchase or sale. Each unit is convertible into cash equal to the value of one Class A share; the table lists a reference price of $92.10 per unit, implying an award value of roughly $27,000. Following the transaction, the reporting person now holds 77,639.08 derivative stock units, all held directly. The units pay out in cash on the first business day of the calendar year after the individual ceases to serve as a director.

Key take-aways

• Transaction is a routine equity retainer for board service, not a discretionary share purchase or sale.
• No change to the director’s ownership of non-derivative (direct share) holdings is reported.
• The filing does not signal management sentiment regarding the company’s prospects and is unlikely to be financially material to EL shareholders.

Insights

Senior Securities Analyst

TL;DR Routine director retainer grant; immaterial to EL’s valuation and unlikely to influence trading.

The Form 4 shows a standard quarterly board-fee conversion into 293.15 cash-settled stock units at a reference price of $92.10. Total value is about $27k, minimal relative to Estée Lauder’s $30-plus billion market cap. Because the units settle in cash after the director’s service ends, there is no immediate share issuance pressure or insider sentiment signal. The reporting person’s aggregate 77.6k units are still a small fraction of shares outstanding. The filing is administrative and carries neutral impact for investors.

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^*

FORESTER LYNN

(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)
07/10/2025

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 (Cash Payout)	(1)	07/10/2025		A(2)		293.15		(3)	(3)	Class A Common Stock	293.15	$92.1	77,639.08	D

Explanation of Responses:

1. Each stock unit (cash payout) is convertible into cash equal to the value of one share of Class A Common Stock (i.e. 1:1).

2. Represents grant of Stock Units in lieu of cash for quarterly board and committee member retainers.

3. The Stock Units (cash payout) 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:

	Lynn Forester de Rothschild, by Spencer G. Smul, Attorney-in-fact	07/11/2025
	** 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 Estée Lauder (EL) disclose in the latest Form 4?

EL reported a grant of 293.15 cash-settled stock units to director Lynn Forester de Rothschild on 10-Jul-2025.

Is the Form 4 transaction a buy or sell of Estée Lauder shares?

Neither. It is an award (code A) of stock units issued as routine board compensation.

How many derivative stock units does the director now hold?

After the grant, the director beneficially owns 77,639.08 stock units.

When will the cash-settled stock units be paid out?

Payout occurs on the first business day of the year following the director’s departure from the board.

Does this filing have a material impact on EL shareholders?

No; the $27k award is immaterial relative to EL’s market capitalization and does not affect share count.