SEC Form 4 · accession 0001001250-18-000096

ESTEE LAUDER COMPANIES INC · EL

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

Reporting owner

Hudis Jane Hertzmark

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	6,936	$0.00	A	52,899	D
Class A Common Stock^F3,F2	Oct 31, 2018	J	149	$0.00	A	53,048	D
Class A Common Stock	Oct 31, 2018	F	3,772	$140.80	D	49,276	D
Class A Common Stock^F5	Nov 2, 2018	M	20,925	$76.23	A	70,201	D
Class A Common Stock^F6,F7	Nov 2, 2018	S	20,925	$143.08	D	49,276	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)^F8,F9,F2,F11	$0.00	Oct 31, 2018	M	2,052	D	Oct 31, 2018	Oct 31, 2018	Class A Common Stock	2,052	0	D
Restricted Stock Units (Share Payout)^F8,F10,F2	$0.00	Oct 31, 2018	M	2,235	D	Oct 31, 2018	Oct 31, 2019	Class A Common Stock	2,235	2,236	D
Restricted Stock Units (Share Payout)^F8,F11,F2	$0.00	Oct 31, 2018	M	2,649	D	Oct 31, 2018	Nov 2, 2020	Class A Common Stock	2,649	5,299	D
Option (Right to Buy)^F2,F5	$76.23	Nov 2, 2018	M	20,925	D	—	Sep 3, 2024	Class A Common Stock	20,935	0	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 6, 2016. Assuming continued employment, RSUs will vest and be paid out as follows: 2,236 on October 31, 2019.
F11RSUs from grant dated September 5, 2017. Assuming continued employment, RSUs will vest and be paid out as follows: 2,649 on October 31, 2019; and 2,650 on November 2, 2020.
F2Not applicable.
F3Payout of dividend shares earned upon vesting of portions of Restricted Stock Units ("RSUs") granted September 4, 2015, September 6, 2016, and September 5, 2017.
F4Represents the withholding of shares for tax purposes.
F5Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 6,975 shares exercisable from and after January 1, 2016; 6,975 shares exercisable from and after January 1, 2017; and 6,975 shares exercisable from and after January 1, 2018.
F6The number of securities reported represents an aggregate 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.
F7Sales prices range from $142.74 to $143.18 per share, inclusive.
F8RSUs 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 installments. 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.
F9RSUs from grant dated September 4, 2015.