Estee Lauder Companies SEC Filings

Estee Lauder Companies Inc. (EL) received an initial beneficial ownership statement (Form 3) tied to dual-class equity. The reporting person disclosed Class B Common Stock that is convertible into 5,670,000 shares of Class A Common Stock.

The filing states no exercise or conversion price; Class B may be converted immediately on a one-for-one basis and is automatically converted upon transfer to a non‑“Permitted Transferee” or soon after a record date if Class B outstanding falls below 10% of total common shares. The shares are owned by The LAL 2015 ELF Trust, with Roaring Fork Trust Company, Inc. as trustee, which disclaims pecuniary interest. The reporting person indicates status as Director and 10% Owner. The event date is 11/03/2025.

The Estée Lauder Companies Inc. reported two related equity actions. First, the company issued 11,034,685 shares of Class A Common Stock to trusts affiliated with Leonard A. Lauder descendants upon a 1‑for‑1 conversion of an equal number of Class B shares, exempt under Section 3(a)(9).

Separately, the selling stockholders entered an underwriting agreement with J.P. Morgan Securities LLC to sell 11,301,323 Class A shares at $89.70 per share. The company did not receive any proceeds from this sale, which was made under a prospectus supplement to an effective Form S‑3 shelf registration. The underwriting agreement includes customary terms, representations, and indemnities.

The Leonard A. Lauder 2013 Revocable Trust filed an amended Schedule 13D stating it agreed to sell 2,786,040 shares of Estee Lauder Class A common stock at $89.70 per share in a registered public offering through J.P. Morgan Securities LLC, with closing expected on or about November 6, 2025.

The Trust entered a 90‑day lock‑up beginning November 4, 2025. It intends to use sale proceeds to assist with the settlement of Leonard A. Lauder’s estate, including taxes, debts, administration expenses, and planned distributions.

Following the sale, the Trust reports zero beneficial ownership of Class A shares, while retaining voting power over 266,638 shares until the Issuer’s annual meeting on November 13, 2025 because it is the holder of record for that meeting. Related steps included redemption of 2,519,402 Class B shares valued at $89.52 per share and conversion into the same number of Class A shares prior to the offering.

The Estée Lauder Companies (EL) reported an insider transaction. On 11/03/2025, the reporting person, a Director and 10% Owner, filed a Code J transaction involving 2,519,402 shares, acquired from LAL Family Partners, L.P. in redemption of its limited partnership interest, based on a price of $89.52 per share.

The filing notes that Class B Common Stock is convertible to Class A on a one-for-one basis and converts automatically under specified conditions.

Estee Lauder Companies (EL) filed a Form 4 reporting a related-party transfer of Class B Common Stock by LAL Family Partners, L.P. in redemption of limited partnership interests. The transaction is coded “J,” which indicates “other” (non-open market) activity.

Key details: the redemption transfer was based on a price of $89.52 per share. Class B Common Stock is immediately convertible into Class A Common Stock on a one-for-one basis and is automatically converted upon certain transfers or when Class B falls below a threshold, as described. Following the reported transaction, 69,402,943 derivative securities were beneficially owned indirectly, as noted in the filing.

The reporting persons are identified as directors and filed jointly. LAL Family Corporation is the sole general partner of LAL Family Partners and indirectly beneficially owns the Class B shares to the extent of its pecuniary interest.

FMR LLC filed an amended Schedule 13G reporting beneficial ownership of 10,933,253.82 shares of LAUDER ESTEE COS INC Class A common stock, representing 4.7% of the class. The event date is 09/30/2025. FMR reports 8,147,203.73 shares with sole voting power and 10,933,253.82 shares with sole dispositive power, with no shared voting or dispositive power.

Abigail P. Johnson is also a reporting person, listing 10,933,253.82 shares with sole dispositive power and no voting power. The filing indicates ownership of 5 percent or less of the class and includes a certification that the securities are held in the ordinary course and not to change or influence control.

Estee Lauder (EL) CEO and President Stephane de la Faverie reported RSU share payouts and related tax withholding on 11/03/2025. He acquired 9,066 Class A shares upon RSU vesting and had 5,015 shares withheld for taxes at $94.87 per share. Following these transactions, he directly beneficially owned 15,176.148 Class A shares.

Remaining RSUs total 2,432 (vesting on 11/02/2026) and 9,996 (vesting on 11/01/2027), consistent with prior annual grants and their vesting schedules.

Estee Lauder Companies (EL)

The RSUs pay out one-for-one in stock upon vesting. Remaining RSU awards are scheduled to vest on future dates, including November 2, 2026 and November 1, 2027.