SEC Form 4 · accession 0001001250-18-000002
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)
Jan 31, 2018 · 4:32 pm EST
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 StockF2 | Jan 29, 2018 | M | 23,898 | $0.00 | A | 23,898 | D | |
| Class A Common Stock | Jan 29, 2018 | F | 12,719 | $137.17 | D | 11,179 | D | |
| Class A Common StockF5,F6 | Jan 31, 2018 | S | 795 | $134.84 | D | 10,384 | D | |
| Class A Common StockF5,F7 | Jan 31, 2018 | S | 3,121 | $136.32 | D | 7,263 | D | |
| Class A Common StockF5,F8 | Jan 31, 2018 | S | 4,363 | $136.65 | D | 2,900 | D | |
| Class A Common StockF5,F9 | Jan 31, 2018 | S | 2,900 | $137.06 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitsF11,F2,F10 | — | Sep 5, 2017 | A | 71,694 | A | — | — | Class A Common Stock | 71,694 | 71,694 | D |
| Performance Share UnitsF11,F2,F10 | — | Jan 29, 2018 | M | 23,898 | D | — | — | Class A Common Stock | 23,898 | 47,796 | D |
Explanation of responses
- F1Payout of shares upon vesting of first of three tranches of the Performance Share Unit ("PSU") award granted on January 28, 2016.
- F10In accordance with the terms of the PSU award granted on January 28, 2016, the performance conditions of the award were certified as achieved on September 5, 2017. Thereafter, the PSUs vest in three equal tranches on January 29, 2018, January 29, 2019, and January 29, 2020.
- F11Not applicable.
- F2PSUs are paid out in shares of Class A Common Stock on a one-to-one basis on the applicable vesting dates.
- F3Represents the withholding of shares for tax purposes.
- F4The sales of shares of Class A Common Stock were made pursuant to a Rule 10b5-1(c) plan entered into on February 27, 2017.
- F5The 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.
- F6Sales prices range from $134.48 to $135.34, inclusive.
- F7Sales prices range from $135.53 to $136.52, inclusive.
- F8Sales prices range from $136.54 to $136.77, inclusive.
- F9Sales prices range from $136.78 to $137.58, inclusive.