SEC Form 4 · accession 0001001250-18-000093

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

Oct 31, 2018

Accepted (ET)

Nov 2, 2018 · 5:03 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
Class A Common Stock^F1,F2	Oct 31, 2018	M	21,402	$0.00	A	21,402	D
Class A Common Stock	Oct 31, 2018	F	11,392	$140.80	D	10,010	D
Class A Common Stock^F5,F6	Nov 2, 2018	S	4,036	$142.99	D	5,974	D
Class A Common Stock^F5,F7	Nov 2, 2018	S	5,474	$143.73	D	500	D
Class A Common Stock^F5,F8	Nov 2, 2018	S	500	$145.03	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
Restricted Stock Units (Share Payout)^F9,F2,F10	$0.00	Oct 31, 2018	M	8,217	D	Oct 31, 2018	Oct 31, 2018	Class A Common Stock	8,217	0	D
Restricted Stock Units (Share Payout)^F9,F2,F11	$0.00	Oct 31, 2018	M	7,276	D	Oct 31, 2018	Oct 31, 2019	Class A Common Stock	7,276	7,277	D
Restricted Stock Units (Share Payout)^F9,F2,F12	$0.00	Oct 31, 2018	M	5,909	D	Oct 31, 2018	Nov 2, 2020	Class A Common Stock	5,909	11,280	D

Explanation of responses

F1Payout of shares upon vesting of portions of Restricted Stock Units ("RSUs") granted September 4, 2015, September 6, 2016 and September 5, 2017.
F10RSUs from grant dated September 4, 2015.
F11RSUs from grant dated September 6, 2016. Assuming continued employment, remaining RSUs will vest and be paid out as follows: 7,277 on October 31, 2019.
F12RSUs from grant dated September 5, 2017. Assuming continued employment, remaining RSUs will vest and be paid out as follows: 5,910 on October 31, 2019; and 5,910 on November 2, 2020.
F2Not applicable.
F3Represents the withholding of shares for tax purposes.
F4The sales of 7,246 of all shares of Class A Common Stock sold 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 $142.48 to $143.41, inclusive.
F7Sales prices range from $143.48 to $144.43, inclusive.
F8Sales prices range from $144.67 to $145.58, inclusive.
F9RSUs vest and are paid out in shares of Class A Common Stock on a one-to-one basis on the applicable vesting date. RSUs generally vest in three approximately equal annual installments. Upon payout, additional 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.