Sec Form 4 Filing - Lauder William P @ ESTEE LAUDER COMPANIES INC - 2019-12-05

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Lauder William P
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 X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive Chairman
(Last) (First) (Middle)
THE ESTEE LAUDER COMPANIES INC., 767 FIFTH AVE.
3. Date of Earliest Transaction (MM/DD/YY)
12/05/2019
(Street)
NEW YORK, NY10153
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 12/05/2019 M 12,513 A $ 77.35 23,831 D
Class A Common Stock 12/05/2019 M 11,883 A $ 89.47 35,714 D
Class A Common Stock 12/05/2019 M 10,180 A $ 107.95 45,894 D
Class A Common Stock 12/05/2019 S 18,439 ( 1 ) D $ 195.74 ( 1 ) ( 2 ) 27,455 D
Class A Common Stock 12/05/2019 S 27,455 ( 1 ) D $ 196.5 ( 1 ) ( 3 ) 0 D
Class A Common Stock 10,468 I by children of WPL
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Option (right to buy) $ 77.35 12/05/2019 M 12,513 ( 4 ) 09/04/2025 Class A Common Stock 12,513 ( 5 ) 0 D
Option (right to buy) $ 89.47 12/05/2019 M 23,766 ( 6 ) 09/06/2026 Class A Common Stock 23,766 ( 5 ) 0 D
Option (right to buy) $ 107.95 12/05/2019 M 10,180 ( 7 ) 09/05/2027 Class A Common Stock 10,180 ( 5 ) 0 D
Class B Common Stock $ 0 ( 8 ) ( 8 ) ( 8 ) Class A Common Stock 8,515,960 8,515,960 D
Class B Common Stock $ 0 ( 8 ) ( 8 ) ( 8 ) Class A Common Stock 45,740 45,740 I by children of WPL
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lauder William P
THE ESTEE LAUDER COMPANIES INC.
767 FIFTH AVE.
NEW YORK, NY10153
X X Executive Chairman
Signatures
William P. Lauder, by Maureen Sladek, Attorney-in-fact 12/09/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The 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.
( 2 )Sales prices range from $195.18 to $196.17 per share, inclusive.
( 3 )Sales prices range from $196.20 to $196.94 per share, inclusive.
( 4 )Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 12,512 shares exercisable from and after January 1, 2017; 12,513 shares exercisable from and after January 1, 2018; and 12,513 shares exercisable from and after January 1, 2019.
( 5 )Not applicable.
( 6 )Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 11,883 shares exercisable from and after January 1, 2018; 11,883 shares exercisable from and after January 1, 2019; and 11,883 shares exercisable from and after January 1, 2020.
( 7 )Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 10,180 shares exercisable from and after January 1, 2019; 10,180 shares exercisable from and after January 1, 2017; and 10,181 shares exercisable from and after January 1, 2018.
( 8 )There is no exercise or conversion price for the Class B Common Stock. Shares of Class B Common Stock may be converted immediately on a one-for-one basis by the holder and are automatically converted into Class A Common Stock on a one-for-one basis upon transfer to a person or entity that is not a "Permitted Transferee" (as defined in the Issuer's Restated Certificate of Incorporation) or soon after a record date for a meeting of stockholders where the outstanding Class B Common Stock constitutes less than 10% of the outstanding shares of Common Stock of the Issuer.

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