Estee Lauder (EL) director receives deferred stock unit cash award

Rhea-AI Filing Summary

STERNLICHT BARRY S reported acquisition or exercise transactions in this Form 4 filing.

Estee Lauder Companies director Barry S. Sternlicht received an equity-linked compensation grant. On February 27, 2026, he was awarded 246.64 Stock Units (cash payout) at a reference value of $109.47 per unit, reported as a derivative security.

Each stock unit is tied 1:1 to the value of one share of Class A Common Stock but will be settled in cash, not stock. The grant represents quarterly board and committee retainers taken in stock units instead of cash, and will be paid on the first business day of the calendar year after his board service ends. Following this award, Sternlicht directly holds 46,891.8 stock units.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider STERNLICHT BARRY S

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Units (Cash Payout)	246.64	$109.47	$27K

Holdings After Transaction: Stock Units (Cash Payout) — 46,891.8 shares (Direct)

Footnotes (1)

1. Each stock unit (cash payout) is convertible into cash equal to the value of one share of Class A Common Stock (i.e. 1:1). Represents grant of Stock Units in lieu of cash for quarterly board and committee member retainers. The Stock Units (cash payout) will be paid out the first business day of the calendar year following the last date of the Reporting Person's service as a director of the Company.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

STERNLICHT BARRY S

(Last) (First) (Middle)

STARWOOD CAPITAL GROUP

591 W. PUTNAM AVE.

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ESTEE LAUDER COMPANIES INC [ EL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Units (Cash Payout)	(1)	02/27/2026		A(2)		246.64		(3)	(3)	Class A Common Stock	246.64	$109.47	46,891.8	D

Explanation of Responses:

1. Each stock unit (cash payout) is convertible into cash equal to the value of one share of Class A Common Stock (i.e. 1:1).

2. Represents grant of Stock Units in lieu of cash for quarterly board and committee member retainers.

3. The Stock Units (cash payout) will be paid out the first business day of the calendar year following the last date of the Reporting Person's service as a director of the Company.

Remarks:

	Barry S. Sternlicht, by Robin Cohen, Attorney-in-fact	03/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Estee Lauder (EL) director Barry Sternlicht report in this Form 4?

Barry Sternlicht reported receiving 246.64 Stock Units (cash payout) as director compensation. These units are equity-linked, cash-settled awards tied to Estee Lauder Class A Common Stock, rather than open-market share purchases or sales.

Is Barry Sternlicht buying or selling Estee Lauder (EL) shares in this filing?

The Form 4 shows an award, not a market trade. Sternlicht acquired 246.64 Stock Units as a grant in lieu of cash retainers for board and committee service, with future settlement in cash based on share value.

How are the Estee Lauder (EL) Stock Units described in Barry Sternlicht’s Form 4?

Each Stock Unit is convertible into a cash amount equal to the value of one share of Class A Common Stock on a 1:1 basis. They are classified as derivative securities with cash payout, not direct share ownership.

When will Barry Sternlicht’s Estee Lauder (EL) Stock Units be paid out?

The Stock Units will be paid in cash on the first business day of the calendar year following the last date of Sternlicht’s service as a director, deferring his board compensation until after he leaves the board.

How many Estee Lauder (EL) Stock Units does Barry Sternlicht hold after this transaction?

After the February 27, 2026 award, Sternlicht directly holds 46,891.8 Stock Units. This total reflects cumulative equity-linked, cash-settled director compensation reported as derivative securities tied to Estee Lauder Class A Common Stock.

Why did Barry Sternlicht receive Stock Units instead of cash from Estee Lauder (EL)?

The filing states the grant represents Stock Units given in lieu of cash for quarterly board and committee retainers. This structure converts regular cash fees into deferred, equity-linked compensation settled later in cash based on share value.