Estee Lauder Companies SEC Filings

Charlene Barshefsky, a director of The Estée Lauder Companies Inc. (EL), reported option exercise and share sale transactions on 08/22/2025. She exercised 3,972 stock options with an exercise price of $84.35 and acquired 3,972 Class A shares. On the same date she sold 3,723 Class A shares at $91.07 per share. After these transactions the filing shows beneficial ownership positions including 53,771.528 and 50,048.528 Class A shares reported as held indirectly by family trusts, plus an additional 29,950 shares by a spousal family trust and 50 shares held by spouse. The filing notes the options were granted under the issuer's Non-employee Director Share Incentive Plan and previously transferred to a family trust.

Jane Lauder, a director and reported >10% owner of The Estée Lauder Companies Inc. (EL), reported transactions dated 08/21/2025. The filing shows acquisition of 15,699 stock options with an exercise price of $77.35, exercisable in three equal tranches (5,233 shares each) beginning 01/01/2017, 01/01/2018 and 01/01/2019. The filing also reports sales of 15,699 Class A common shares in multiple open-market transactions at a weighted average price of $88.23 (range $88.20–$88.35). Following these reported transactions, beneficial ownership is shown as 58,763 Class A shares, down from 74,462 prior to the transactions. The form is signed on behalf of Jane Lauder by an attorney-in-fact on 08/25/2025.

The filing reports a proposed sale of common stock of The Estée Lauder Companies, Inc. An individual exercised stock options and intends to sell 3,723 shares through Morgan Stanley Smith Barney on the NYSE with an aggregate market value of $339,065.15. The securities were acquired by stock option exercise and payment was in cash on 08/22/2025. The filing lists total shares outstanding as 359,889,444, and notes no other sales in the past three months. The filer affirms they have no undisclosed material adverse information.

Insider sale notice for The Estée Lauder Companies, Inc. (EL). The form identifies a proposed sale of 7,619 common shares through Morgan Stanley Smith Barney on the NYSE with an aggregate market value of $691,957.58 and an approximate sale date of 08/22/2025. The filing shows the securities were acquired on 08/22/2025 by stock option exercise from the issuer and paid for in cash. The form also lists a sale by Peter Jueptner of 7,619 shares on 08/21/2025 generating gross proceeds of $669,300.96. The signer affirms no undisclosed material adverse information is known.

The Estee Lauder Companies, Inc. (EL) Form 144 shows a proposed sale of 7,619 common shares through Morgan Stanley Smith Barney on the NYSE with an aggregate market value of $669,300.96. The filing states these 7,619 shares were acquired and paid for on 08/21/2025 through a stock option exercise from the issuer and payment was made in cash. The filing reports 359,889,444 shares outstanding for the class and indicates no sales by the same person in the past three months. The signer certifies no undisclosed material adverse information and includes standard Rule 144 representations.

The company adopted a new form of Stock Option Award Agreement for grants under its Amended and Restated Fiscal 2002 Share Incentive Plan. Under the new form, employees terminated without cause who are not retirement-eligible (including executive officers) will receive pro rata vesting of unvested options only through the last day paid, with remaining unvested options forfeited; retirement-eligible employees retain full vesting on retirement. The agreement expands restrictive covenants—confidentiality, non-competition, non-solicitation, non-disclosure, non-interference, and non-disparagement—and adds a forfeiture and clawback provision for covenant non-compliance. The full form is filed as Exhibit 10.1 and incorporated by reference.

The Estee Lauder Companies Inc. (EL) Form 144 reports a proposed sale of 15,699 common shares through Morgan Stanley Smith Barney on the NYSE with an aggregate market value of $1,385,059.97. The filing states the shares were acquired and paid for on 08/21/2025 via a stock option exercise from the issuer, with cash used for payment. The filer reports no securities sold by the same person in the past three months and affirms no undisclosed material adverse information. The notice includes standard signature and legal attestations required under Rule 144.

The Estée Lauder Companies Inc. described a strategic reset called "Beauty Reimagined" and an expanded Profit Recovery and Growth Plan focused on efficiencies, procurement, supply-chain zero-waste and selective outsourcing to restore margins.

Fiscal 2025 results showed broad category weakness: skin care net sales down 12% (volume -13%), makeup down 6% (volume -9%), hair care down 10% and fragrance roughly flat with pricing up 6% but volume down 6%. The company recorded significant goodwill and intangible impairments totaling approximately $1.286 billion in fiscal 2025 and expanded a restructuring program expected to reduce 5,800–7,000 positions and incur $1.2–$1.6 billion of charges to generate $800–$1,000 million of annual gross benefits.

The Estée Lauder Companies Inc. filed a current report describing that it issued a press release on August 20, 2025 covering its fiscal 2025 full year and fourth quarter financial results. The release also provides the company’s estimates for its fiscal 2026 full year net sales and diluted earnings per share.

The press release is furnished as Exhibit 99.1 to this report and is incorporated by reference. The filing is signed on behalf of the company by Executive Vice President and Chief Financial Officer Akhil Shrivastava.