Estee Lauder (NYSE: EL) CFO reports RSU vesting and tax-share withholding

Rhea-AI Filing Summary

Estee Lauder Companies Executive VP & CFO Akhil Shrivastava reported equity award activity involving restricted stock units (RSUs) and Class A Common Stock. On February 27, 2026, RSUs granted on February 26, 2024 paid out in 5,265.1453 shares of Class A Common Stock, including dividend reinvestment shares, through an exercise or conversion of derivative securities.

On the same date, 1,912.1453 shares of Class A Common Stock were disposed of at $109.01 per share to cover tax withholding obligations, as described in the filing. After these transactions, direct holdings reported in Class A Common Stock increased, and the RSUs are structured to vest generally in three approximately equal installments, with an additional 5,172 RSUs scheduled to vest and be paid out on February 26, 2027, assuming continued employment.

Insider Trade Summary

5,265.145 shares exercised/converted

Mixed 3 txns

Insider Shrivastava Akhil

Role Exec VP & CFO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units (Share Payout)	5,265.145	$0.00	--
Exercise	Class A Common Stock	5,265.145	$0.00	--
Tax Withholding	Class A Common Stock	1,912.145	$109.01	$208K

Holdings After Transaction: Restricted Stock Units (Share Payout) — 5,358.29 shares (Direct); Class A Common Stock — 10,034.175 shares (Direct)

Footnotes (1)

1. Payout of shares upon vesting of portion of Restricted Stock Units ("RSUs") granted February 26, 2024. Includes dividend reinvestment shares. Not applicable. Represents the withholding of shares for tax purposes. RSUs 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 unless otherwise indicated. Upon payout, shares are withheld to cover statutory tax obligations. These RSUs, awarded before the Reporting Person became a Section 16 Filer, are accompanied by dividend equivalent rights payable in shares at the time of the payout of the related shares. Non-annual RSUs granted February 26, 2024. Assuming continued employment, these RSUs will vest and be paid out as follows: 5,172 on February 26, 2027.

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

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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^*

Shrivastava Akhil

(Last) (First) (Middle)

C/O THE ESTEE LAUDER COMPANIES INC.

767 FIFTH AVENUE

(Street)

NEW YORK NY 10153

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Exec VP & CFO

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
Class A Common Stock	02/27/2026		M		5,265.1453(1)	A	(2)	10,034.1753	D
Class A Common Stock	02/27/2026		F		1,912.1453(3)	D	$109.01	8,122.03	D

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
Restricted Stock Units (Share Payout)(4)	(2)	02/27/2026		M			5,265.1453	(5)	02/26/2027	Class A Common Stock	5,265.1453	(2)	5,358.29	D

Explanation of Responses:

1. Payout of shares upon vesting of portion of Restricted Stock Units ("RSUs") granted February 26, 2024. Includes dividend reinvestment shares.

2. Not applicable.

3. Represents the withholding of shares for tax purposes.

4. RSUs 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 unless otherwise indicated. Upon payout, shares are withheld to cover statutory tax obligations. These RSUs, awarded before the Reporting Person became a Section 16 Filer, are accompanied by dividend equivalent rights payable in shares at the time of the payout of the related shares.

5. Non-annual RSUs granted February 26, 2024. Assuming continued employment, these RSUs will vest and be paid out as follows: 5,172 on February 26, 2027.

Remarks:

	Akhil Shrivastava, by Annalisa Loeffler, 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.
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FAQ

What did Estee Lauder (EL) CFO Akhil Shrivastava report in this Form 4?

The Form 4 reports RSU vesting and related share movements for Estee Lauder’s CFO. RSUs granted on February 26, 2024 paid out in Class A shares, and a portion of those shares was withheld to satisfy statutory tax obligations.

How many Estee Lauder (EL) RSUs vested and converted to shares for the CFO?

The filing shows 5,265.1453 RSUs paying out in shares of Class A Common Stock. These RSUs were granted on February 26, 2024 and include dividend reinvestment shares, reflecting an exercise or conversion of a derivative security award.

Were any Estee Lauder (EL) shares sold by the CFO in the open market?

The Form 4 shows 1,912.1453 shares classified under code F, representing shares withheld for tax purposes. This is described as withholding of shares for tax obligations, not an open-market sale initiated for portfolio or discretionary reasons.

What is the tax withholding transaction reported for Estee Lauder (EL) CFO?

A tax-withholding disposition of 1,912.1453 Class A shares at $109.01 per share is reported. The filing explains this represents the withholding of shares to cover statutory tax liabilities arising from the RSU payout on the vesting date.

How do the Estee Lauder (EL) RSUs for the CFO vest over time?

The RSUs generally vest in three approximately equal installments and pay out in Class A Common Stock on each vesting date. A non-annual RSU grant from February 26, 2024 includes 5,172 RSUs scheduled to vest and be paid out on February 26, 2027, assuming continued employment.

Do the Estee Lauder (EL) RSUs for the CFO include dividend equivalents?

Yes. The filing states these RSUs are accompanied by dividend equivalent rights payable in shares. Those dividend equivalent shares are delivered at the time of payout of the related RSU shares, effectively reinvesting dividends into additional Class A shares.