LAUDER AERIN 4
4 · ESTEE LAUDER COMPANIES INC · Filed Apr 10, 2026
Research Summary
AI-generated summary of this filing
Estée Lauder (EL) Aerin Lauder — 10% Owner Receives 4.77M-Share Gift
What Happened
Aerin Lauder (reported as a 10% owner) was the recipient of a gift of 4,768,846 shares on April 8, 2026. The transaction is coded G (gift) on the Form 4; no purchase price or cash consideration was exchanged. The shares are Class B Common Stock, which have no exercise/conversion price and may be converted one-for-one into Class A Common Stock (see footnote F1). Footnote F2 states the shares were transferred from Ronald S. Lauder for no consideration.
Key Details
- Transaction date: 2026-04-08. Form filed: 2026-04-10 (appears timely under the 2-business-day Form 4 rule).
- Transaction type/code: Gift (G) — 4,768,846 shares acquired. Price: N/A.
- Security: Class B Common Stock (convertible one-for-one to Class A; automatic conversion rules noted in F1).
- Source: Transferred from Ronald S. Lauder for no consideration (F2).
- Ownership/structure notes: footnotes indicate trust ownership and trustee roles (e.g., RSL Shares Trust — F4) and include standard disclaimers about pecuniary interest (F7).
- Shares owned after transaction: not specified in the provided excerpt of the filing.
Context
Gifts are transfers of ownership and do not reflect an open-market buying or selling decision by the recipient; they are not direct indicators of bullish or bearish sentiment. As a reported 10% owner and given the Class B shares’ conversion features, this is primarily a family/ownership-structure transfer rather than a routine trading activity. The filing appears timely.
Insider Transaction Report
- Gift
Class B Common Stock
[F1][F2][F3][F4]2026-04-08+4,768,846→ 4,768,846 total(indirect: By Trust)→ Class A Common Stock (4,768,846 underlying)
- 7,708,906(indirect: By Trust)
Class B Common Stock
[F1][F5][F6]→ Class A Common Stock (7,708,906 underlying) - 1,675,010
Class B Common Stock
[F1][F5]→ Class A Common Stock (1,675,010 underlying) - 4,910,594(indirect: By Trust)
Class B Common Stock
[F1][F7][F8]→ Class A Common Stock (4,910,594 underlying) - 36,961(indirect: By Trust)
Class B Common Stock
[F1][F9]→ Class A Common Stock (36,961 underlying)
Footnotes (9)
- [F1]There is no exercise or conversion price for the Class B Common Stock. Shares of Class B Common Stock (i) may be converted immediately on a one-for-one basis by the holder into shares of Class A Common Stock and (ii) 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 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.
- [F2]Shares acquired from Ronald S. Lauder for no consideration.
- [F3]Not applicable.
- [F4]Owned directly by the RSL Shares Trust u/a/d March 2, 2026 (the 'RSL Shares Trust'). The Reporting Person is trustee.
- [F5]Total reflects transfer of 10 shares to Aerin Lauder Zinterhofer from Aerin Lauder Zinterhofer 2000 Revocable Trust u/a/d April 24, 2000 on December 8, 2023, for no consideration.
- [F6]Owned directly by the Aerin Lauder Zinterhofer 2000 Revocable Trust u/a/d 4/24/00 (the 'ALZ 2000 Revocable Trust'). The Reporting Person is grantor and trustee.
- [F7]The Reporting Person disclaims beneficial ownership of these shares to the extent she does not have a pecuniary interest in such securities.
- [F8]Owned directly by the Trust under Article 2 of The Zinterhofer 2008 Descendants Trust Agreement u/a/d December 24, 2008 (the '2008 Descendants Trust'). The Reporting Person is a trustee.
- [F9]Owned directly by The 4202 Corporation, which is wholly owned by the 2012 RSL 4202 Trust u/a/d October 2, 2012 (the '4202 Trust'). The Reporting Person is a trustee.