LAUDER AERIN 4

Accession 0001001250-12-000037

CIK 0001001250other

View on SEC.gov Company Profile

Filed

Apr 9, 8:00 PM ET

Accepted

Apr 10, 5:03 PM ET

Size

19.2 KB

Accession

0001001250-12-000037

Insider Transaction Report

Form 4

Period: 2012-04-09

ESTEE LAUDER COMPANIES INCEL

Aerin Lauder Zinterhofer 2008 Grantor Retain Annuity Trust

10% Owner

Transactions

Other
Class B Common Stock
2012-04-09+85,400→ 1,572,324 total(indirect: By Trust)
→ Class A Common Stock (85,400 underlying)
Other
Class B Common Stock
2012-04-09−85,400→ 9,924,192 total
→ Class A Common Stock (85,400 underlying)

Holdings

Class A Common Stock
1,692
Class B Common Stock
(indirect: By Trust)
→ Class A Common Stock (4,810,594 underlying)
4,810,594
Class B Common Stock
→ Class A Common Stock (1,500,000 underlying)
1,500,000

ZINTERHOFER AERIN LAUDER TRUST U/A/D 4/24/00

10% Owner

Transactions

Other
Class B Common Stock
2012-04-09−85,400→ 9,924,192 total
→ Class A Common Stock (85,400 underlying)
Other
Class B Common Stock
2012-04-09+85,400→ 1,572,324 total(indirect: By Trust)
→ Class A Common Stock (85,400 underlying)

Holdings

Class A Common Stock
1,692
Class B Common Stock
→ Class A Common Stock (1,500,000 underlying)
1,500,000
Class B Common Stock
(indirect: By Trust)
→ Class A Common Stock (4,810,594 underlying)
4,810,594

LAUDER AERIN

Director10% Owner

Transactions

Other
Class B Common Stock
2012-04-09−85,400→ 9,924,192 total
→ Class A Common Stock (85,400 underlying)
Other
Class B Common Stock
2012-04-09+85,400→ 1,572,324 total(indirect: By Trust)
→ Class A Common Stock (85,400 underlying)

Holdings

Class B Common Stock
(indirect: By Trust)
→ Class A Common Stock (4,810,594 underlying)
4,810,594
Class A Common Stock
1,692
Class B Common Stock
→ Class A Common Stock (1,500,000 underlying)
1,500,000

Footnotes (9)

[F1]On January 20, 2012, the Class A Common Stock of the Issuer split 2-for-1, resulting in Aerin Lauder's ownership of 846 additional shares of Class A Common Stock. Aerin Lauder beneficially owns 1,692 shares of Class A Common Stock directly, with respect to which she has sole voting and investment power.
[F2]There is no conversion price for the Class B Common Stock. It is convertible into shares of Class A Common Stock on a one-to-one basis.
[F3]On April 9, 2012, the Reporting Person distributed 85,400 shares of Class B Common Stock to the Aerin Lauder Zinterhofer Trust U/A/D 4/24/00 (the "2000 Trust") in partial satisfaction of an amount payable due under the terms of the Aerin Lauder Zinterhofer 2008 Grantor Retained Annuity Trust Agreement (the "2008 Grat").
[F4]Shares of Class B Common Stock may be converted immediately into Class A Common Stock 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" 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.
[F5]Not applicable.
[F6]On January 20, 2012, the Class A Common Stock of the Issuer split 2-for-1, resulting in the 2008 GRAT's ownership of 5,004,796 additional shares of Class B Common Stock. After the transaction described in note 3, the 2008 GRAT beneficially owns 9,924,192 shares of Class B Common Stock directly, and Aerin Lauder owns such shares indirectly as Trustee and ultimate beneficial owner of the 2008 GRAT and with respect to which she has sole voting and investment power.
[F7]On January 20, 2012, the Class A Common Stock of the Issuer split 2-for-1, resulting in the 2000 Trust's ownership of 743,462 additional shares of Class B Common Stock. After the transaction described in note 3, the 2000 Trust beneficially owns 1,572,324 shares of Class B Common Stock directly, and Aerin Lauder owns such shares indirectly as Grantor and beneficial owner of the 2000 Trust.
[F8]On January 20, 2012, the Class A Common Stock of the Issuer split 2-for-1, resulting in Aerin Lauder's ownership of 750,000 additional shares of Class B Common Stock. Aerin Lauder beneficially owns 1,500,000 shares of Class B Common Stock directly, with respect to which she has sole voting and investment power.
[F9]On January 20, 2012, the Class A Common Stock of the Issuer split 2-for-1, resulting in the ownership of 2,405,297 additional shares of Class B Common Stock by the Trust Under Article 2 of The Zinterhofer 2008 Descendants Trust Agreement dated December 24, 2008 ("Article 2 Trust"). After the transaction described in note 3, the Article 2 Trust beneficially owns 4,810,594 shares of Class B Common Stock directly, and Aerin Lauder owns such shares indirectly as a co-trustee of Article 2 Trust.

Documents

2 files

Issuer

ESTEE LAUDER COMPANIES INC

CIK 0001001250

→

Entity typeother

IncorporatedDE

Related Parties

filerCIK 0001008090

Filing Metadata

Form type: 4
Filed: Apr 9, 8:00 PM ET
Accepted: Apr 10, 5:03 PM ET
Size: 19.2 KB

View on SEC.gov