SEC Form 4 · accession 0001001250-17-000075
ESTEE LAUDER COMPANIES INC · EL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Demsey
Officer — Group President
Period of report
Sep 5, 2017
Accepted (ET)
Sep 7, 2017 · 4:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001001250
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Sep 5, 2017 | A | 18,217 | $0.00 | A | 18,217 | D | |
| Class A Common Stock | Sep 5, 2017 | F | 10,169 | $107.87 | D | 8,048 | D | |
| Class A Common StockF3,F4 | Sep 7, 2017 | S | 8,048 | $107.87 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option (Right to Buy)F5,F6 | $107.95 | Sep 5, 2017 | A | 64,940 | A | — | Sep 5, 2027 | Class A Common Stock | 64,940 | 64,940 | D |
| Restricted Stock Units (Share Payout)F7,F6 | $0.00 | Sep 5, 2017 | A | 17,729 | A | — | — | Class A Common Stock | 17,729 | 17,729 | D |
Explanation of responses
- F1Reflects payout of Performance Share Units ("PSUs") granted to Reporting Person on September 3, 2014.
- F2Represents the withholding of shares for tax purposes in connection with the payout of the PSUs.
- F3The number of securities reported represents an aggregated 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.
- F4Sales prices range from $107.57 to $108.50, inclusive.
- F5Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of 21,646 shares exercisable from and after January 1, 2019; 21,647 shares exercisable from and after January 1, 2020; and 21,647 shares exercisable from and after January 1, 2021.
- F6Not applicable.
- F7Assuming continued employment, these Restricted Stock Units ("RSUs") will vest and be paid out as follows: 5,909 on October 31, 2018; 5,910 on October 31, 2019; and 5,910 on November 2, 2020. RSUs vest and are paid out in shares of Class A Common Stock on a one-to-one basis on the applicable vesting date. Upon payout, shares will be withheld to cover statutory tax obligations. RSUs are accompanied by dividend equivalent rights that will be payable in cash at the time of payout of the related shares.