SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
de la Faverie Stephane

(Last) (First) (Middle)
C/O THE ESTEE LAUDER COMPANIES INC.
767 FIFTH AVENUE

(Street)
NEW YORK NY 10153

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/18/2022
3. Issuer Name and Ticker or Trading Symbol
ESTEE LAUDER COMPANIES INC [ EL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Group President
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 2,662.2215 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (Share Payout)(1) 11/01/2023(2) 11/01/2023 Class A Common Stock 871 (3) D
Restricted Stock Units (Share Payout)(1) 11/01/2023(4) 11/01/2023 Class A Common Stock 3,440 (3) D
Restricted Stock Units (Share Payout)(1) (5) 11/01/2024 Class A Common Stock 1,494 (3) D
Restricted Stock Units (Share Payout)(1) 11/01/2024(6) 11/01/2024 Class A Common Stock 5,813 (3) D
Restricted Stock Units (Share Payout)(1) (7) 11/03/2025 Class A Common Stock 4,914 (3) D
Stock Option (Right to Buy) (8) 09/04/2028 Class A Common Stock(8) 3,455 $138.15 D
Stock Option (Right to Buy) (9) 09/03/2029 Class A Common Stock(9) 5,832 $199.49 D
Stock Option (Right to Buy) (10) 09/03/2030 Class A Common Stock(10) 10,660 $218.06 D
Stock Option (Right to Buy) (11) 09/02/2031 Class A Common Stock(11) 9,108 $344.06 D
Stock Option (Right to Buy) (12) 09/06/2032 Class A Common Stock(12) 15,363 $246.15 D
Explanation of Responses:
1. Restricted Stock Units ("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 will be withheld to cover statutory tax obligations. These RSUs, awarded to the Reporting Person prior to designation as a Section 16 Insider, are accompanied by dividend equivalent rights that will be payable at the time of the payout of the related shares.
2. RSUs from annual grant dated September 3, 2020. Assuming continued employment, these RSUs will vest and be paid out as follows: 871 on November 1, 2023.
3. Not applicable.
4. RSUs from non-annual grant dated September 3, 2020. Assuming continued employment, these RSUs will vest and be paid out in a single installment on November 1, 2023.
5. RSUs from annual grant dated September 2, 2021. Assuming continued employment, these RSUs will vest and be paid out as follows: 747 on November 1, 2023; and 747 on November 1, 2024.
6. RSUs from non-annual grant dated September 2, 2021. Assuming continued employment, these RSUs will vest and be paid out in a single installment on November 1, 2024.
7. RSUs from annual grant dated September 6, 2022. Assuming continued employment, these RSUs will vest and be paid out as follows: 1,638 on November 1, 2023; 1,638 on November 1, 2024; and 1,638 on November 3, 2025.
8. Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 3,455 shares exercisable from and after January 1, 2022.
9. Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 2,916 shares exercisable from and after January 1, 2022; and 2,916 shares exercisable from and after January 1, 2023.
10. Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 3,553 shares exercisable from and after January 1, 2022; 3,553 shares exercisable from and after January 1, 2023; and 3,554 shares exercisable from and after January 1, 2024.
11. Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 3,036 shares exercisable from and after January 1, 2023; 3,036 shares exercisable from and after January 1, 2024; and 3,036 shares exercisable from and after January 1, 2025.
12. Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 5,121 shares exercisable from and after January 1, 2024; 5,121 shares exercisable from and after January 1, 2025; and 5,121 shares exercisable from and after January 1, 2026.
Remarks:
Stephane de la Faverie, by Maureen Sladek, attorney-in-fact 11/23/2022
** 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 5 (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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