Hertzmark Hudis Jane Form 3 ESTEE LAUDER COMPANIES / Hudis Jane Hertzmark ownership change

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^*

Hertzmark Hudis Jane

(Last)

(First)

(Middle)

THE ESTEE LAUDER COMPANIES INC.

767 FIFTH AVENUE

(Street)

NEW YORK

10153

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/12/2018

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)
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	41,645	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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Option (Right to Buy)	⁽¹⁾	09/03/2024	Class A Common Stock	20,925⁽¹⁾	76.23	D
Option (Right to Buy)	⁽²⁾	09/04/2025	Class A Common Stock	22,666⁽²⁾	77.35	D
Option (Right to Buy)	⁽³⁾	09/06/2026	Class A Common Stock	26,764⁽³⁾	89.47	D
Option (Right to Buy)	⁽⁴⁾	09/05/2027	Class A Common Stock	31,604⁽⁴⁾	107.95	D
Restricted Stock Units (Share Payout)	⁽⁵⁾⁽⁶⁾	⁽⁵⁾⁽⁶⁾	Class A Common Stock	2,128⁽⁵⁾⁽⁶⁾	⁽⁷⁾	D
Restricted Stock Units (Share Payout)	⁽⁶⁾⁽⁸⁾	⁽⁶⁾⁽⁸⁾	Class A Common Stock	11,949⁽⁶⁾⁽⁸⁾	⁽⁷⁾	D
Restricted Stock Units (Share Payout)	⁽⁶⁾⁽⁹⁾	⁽⁶⁾⁽⁹⁾	Class A Common Stock	4,575⁽⁶⁾⁽⁹⁾	⁽⁷⁾	D
Restricted Stock Units (Share Payout)	⁽⁶⁾⁽¹⁰⁾	⁽⁶⁾⁽¹⁰⁾	Class A Common Stock	8,011⁽⁶⁾⁽¹⁰⁾	⁽⁷⁾	D

Explanation of Responses:

1. Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 6,975 shares exercisable from and after January 1, 2016; 6,975 shares exercisable from and after January 1, 2017; and 6,975 shares exercisable from and after January 1, 2018.

2. Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 7,555 shares exercisable from and after January 1, 2017; 7,555 shares exercisable from and after January 1, 2018; and 7,556 shares exercisable from and after January 1, 2019.

3. Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 8,921 shares exercisable from and after January 1, 2018; 8,921 shares exercisable from and after January 1, 2019; and 8,922 shares exercisable from and after January 1, 2020.

4. Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of: 10,534 shares exercisable from and after January 1, 2019; 10,535 shares exercisable from and after January 1, 2020; and 10,535 shares exercisable from and after January 1, 2021.

5. Assuming continued employment, Restricted Stock Units ("RSUs") will vest and be paid out as follows: 2,128 on October 31, 2018.

6. RSUs vest and are paid out in shares of Class A Common Stock on a one-to-one basis on the applicable vesting date. Upon payout, shares will be withheld to cover statutory tax obligations. RSUs are accompanied by dividend equivalent rights that are payable in cash at the time of payout of the related shares.

7. Not applicable.

8. Assuming continued employment, RSUs will vest and be paid out as follows: 11,949 on January 29, 2019.

9. Assuming continued employment, RSUs will vest and be paid out as follows: 2,287 on October 31, 2018; 2,288 on October 31, 2019.

10. Assuming continued employment, RSUs will vest and be paid out as follows: 2,670 on October 31, 2018; 2,670 on October 31, 2019; and 2,671 on November 2, 2020.

Remarks:

	Jane Hertzmark Hudis, by Spencer G. Smul, attorney-in-fact	07/20/2018
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Hertzmark Hudis Jane Form 3ESTEE LAUDER COMPANIES / Hudis Jane Hertzmark ownership change