SEC Form 4 · accession 0001001250-18-000065

ESTEE LAUDER COMPANIES INC · EL

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

William P Lauder

Officer — Executive Chairman · Director · 10% Owner

LAL FAMILY PARTNERS LP

10% Owner

LAL FAMILY CORP

10% Owner

Period of report

Aug 24, 2018

Accepted (ET)

Aug 28, 2018 · 4:01 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 Stock^F1	Aug 24, 2018	M	124,132	$29.04	A	192,682	D
Class A Common Stock^F1	Aug 24, 2018	M	67,056	$49.09	A	259,738	D
Class A Common Stock^F1	Aug 24, 2018	M	56,561	$59.78	A	316,299	D
Class A Common Stock^F1	Aug 24, 2018	M	34,739	$67.31	A	351,038	D
Class A Common Stock^F1	Aug 24, 2018	M	34,110	$76.23	A	385,148	D
Class A Common Stock^F1	Aug 24, 2018	M	25,025	$77.35	A	410,173	D
Class A Common Stock^F1	Aug 24, 2018	M	11,883	$89.47	A	422,056	D
Class A Common Stock^F2,F1	Aug 24, 2018	J	422,056	—	D	0	D
Class A Common Stock^F2,F3,F4	Aug 24, 2018	J	422,056	—	A	422,056	D
Class A Common Stock^F1	holding	—	—		—	10,468	I	by children of WPL

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)^F6,F1,F5	$29.04	Aug 24, 2018	M	124,132	D	—	Sep 1, 2020	Class A Common Stock	124,132	0	D
Option (right to buy)^F6,F1,F7	$49.09	Aug 24, 2018	M	67,056	D	—	Sep 1, 2021	Class A Common Stock	67,056	0	D
Option (right to buy)^F6,F1,F8	$59.78	Aug 24, 2018	M	56,561	D	—	Sep 4, 2022	Class A Common Stock	56,561	0	D
Option (right to buy)^F6,F1,F9	$67.31	Aug 24, 2018	M	34,739	D	—	Sep 4, 2023	Class A Common Stock	34,739	0	D
Option (right to buy)^F6,F1,F10	$76.23	Aug 24, 2018	M	34,110	D	—	Sep 3, 2024	Class A Common Stock	34,110	0	D
Option (right to buy)^F6,F1,F11	$77.35	Aug 24, 2018	M	25,025	D	—	Sep 4, 2025	Class A Common Stock	25,025	12,513	D
Option (right to buy)^F6,F1,F12	$89.47	Aug 24, 2018	M	11,883	D	—	Sep 6, 2026	Class A Common Stock	11,883	23,766	D
Class B Common Stock^F2,F3,F4,F13	—	Aug 24, 2018	J	422,056	D	—	—	Class A Common Stock	422,056	88,437,628	D
Class B Common Stock^F2,F1,F13	—	Aug 24, 2018	J	422,056	A	—	—	Class A Common Stock	422,056	8,515,960	D
Class B Common Stock^F1,F13	—	holding	—	—	—	—	—	Class A Common Stock	45,740	45,740	I

Explanation of responses

F1Owned by William P. Lauder ("WPL").
F10Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 11,370 shares exercisable from and after January 1, 2016; 11,370 shares exercisable from and after January 1, 2017; and 11,370 shares exercisable from and after January 1, 2018.
F11Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 12,512 shares exercisable from and after January 1, 2017; 12,513 shares exercisable from and after January 1, 2018; and 12,513 shares exercisable from and after January 1, 2019.
F12Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 11,883 shares exercisable from and after January 1, 2018; 11,883 shares exercisable from and after January 1, 2019; and 11,883 shares exercisable from and after January 1, 2020.
F13There is no exercise or conversion price for the Class B Common Stock. Shares of Class B Common Stock may be converted immediately on a one-for-one basis by the holder and are automatically converted into Class A Common Stock on a one-for-one basis upon transfer to a person or entity that is not a "Permitted Transferee" (as defined in the Issuer's Restated Certificate of Incorporation) or soon after a record date for a meeting of stockholders where the outstanding Class B Common Stock constitutes less than 10% of the outstanding shares of Common Stock of the Issuer.
F2LAL Family Partners L.P. ("LALFP") transferred 422,056 shares of Class B Common Stock to WPL in exchange for receiving 422,056 shares of Class A Common Stock from WPL.
F3Owned by LALFP.
F4The sole general partner of LALFP is LAL Family Corporation ("LALFC"). LALFC indirectly beneficially owns all shares of Class A and Class B Common Stock owned by LALFP.
F5Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 41,376 shares exercisable from and after January 1, 2012; 41,378 shares exercisable from and after January 1, 2013; and 41,378 shares exercisable from and after January 1, 2014. This option was previously reported as covering 20,688 shares exercisable from and after January 1, 2012; 20,689 shares exercisable from and after January 1, 2013; and 20,689 shares exercisable from and after January 1, 2013 at an exercise price of $58.08, but has been adjusted in this report to reflect the stock split that occurred on January 20, 2012.
F6Not applicable.
F7Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 22,352 shares exercisable from and after January 1, 2013; 22,352 shares exercisable from and after January 1, 2014; and 22,352 shares exercisable from and after January 1, 2015. This option was previously reported as covering 11,176 shares exercisable from and after January 1, 2013; 11,176 shares exercisable from and after January 1, 2014; and 11,176 shares exercisable from and after January 1, 2015 at an exercise price of $98.17, but has been adjusted in this report to reflect the stock split that occurred on January 20, 2012.
F8Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 18,853 shares exercisable from and after January 1, 2014; 18,854 shares exercisable from and after January 1, 2015; and 18,854 shares exercisable from and after January 1, 2016.
F9Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 11,579 shares exercisable from and after January 1, 2015; 11,580 shares exercisable from and after January 1, 2016; and 11,580 shares exercisable from and after January 1, 2017.