Aerin Lauder Amends Estee Lauder Stock Filing

Ticker: EL · Form: SC 13D/A · Filed: Dec 10, 2024 · CIK: 1001250

Sentiment: neutral

Topics: insider-filing, amendment, stock-ownership

Related Tickers: EL

TL;DR

Aerin Lauder just updated her stake in Estee Lauder (EL) - filing #7.

AI Summary

Aerin Lauder, through a filing on December 7, 2024, has amended her Schedule 13D regarding Estee Lauder Companies Inc. This amendment, the seventh for this filing, indicates a change in her holdings or intentions concerning the company's Class A Common Stock.

Why It Matters

Amendments to Schedule 13D filings by significant shareholders like Aerin Lauder can signal changes in their investment strategy or influence, potentially impacting market perception of Estee Lauder Companies Inc.

Risk Assessment

Risk Level: medium — Schedule 13D filings by significant shareholders can indicate potential shifts in control or strategy, which may affect stock price.

Key Numbers

Key Players & Entities

FAQ

What is the purpose of this Schedule 13D/A filing?

This filing is an amendment (Amendment No. 7) to a previously filed Schedule 13D, indicating a change in the holdings or intentions of the filing person regarding the Class A Common Stock of The Estee Lauder Companies Inc.

Who is the primary filer for this amendment?

The filing is associated with Aerin Lauder, identified as a filing person.

What is the CUSIP number for the securities in question?

The CUSIP number for the Class A Common Stock of The Estee Lauder Companies Inc. is 518439104.

When was the event requiring this filing amendment?

The date of the event which requires the filing of this statement is December 7, 2024.

Who is authorized to receive notices and communications for this filing?

Paula A. Ryan, Esq. of Davis Polk & Wardwell LLP is authorized to receive notices and communications, with their address at 450 Lexington Avenue, New York, New York 10017.

Filing Stats: 2,401 words · 10 min read · ~8 pages · Grade level 9.3 · Accepted 2024-12-10 18:06:03

Filing Documents

Security and Issuer

Item 1. Security and Issuer

Identity and Background

Item 2. Identity and Background

Source and Amount of Funds or Other

Item 3. Source and Amount of Funds or Other Consideration This Amendment is being filed solely as a result of a change in trustee, effective December 7, 2024, of the ALZ 2000 Revocable Trust (the “ Change in Trustee ”). On that date, ALZ replaced Richard D. Parsons as sole trustee for the trust, which holds 7,708,906 shares of Class B Common Stock, and became sole beneficial owner of such shares. No consideration was paid in connection with the Change in Trustee.

Purpose of Transaction

Item 4. Purpose of Transaction The Change in Trustee occurred on December 7, 2024, as described in Item 3 of this Amendment.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer (a) The responses of the Reporting Person to Rows (11) through (13) of the cover page of this Amendment are incorporated herein by reference. The Change in Trustee occurred on December 7, 2024, as described in Item 3 of this Amendment. The Reporting Person currently has no plans or proposals of the type set forth in paragraphs (a) through (j) of Item 4 of Schedule 13D. However, the Reporting Person reserves the right to change her plans at any time, as she deems appropriate, and accordingly the Reporting Person may acquire additional shares of Class B Common Stock in private transactions or additional shares of Class A Common Stock in open market transactions, in each case for investment purposes, and may dispose of shares of Class A Common Stock and Class B Common Stock. After giving effect to the Change in Trustee and a distribution of 10 shares of Class B Common Stock by the ALZ 2000 Revocable Trust to ALZ on December 8, 2023 (the “ Distribution ”), the Reporting Person continues to beneficially own 14,296,202 shares of Class A Common Stock as follows: 1,692 shares of Class A Common Stock held directly by her; 1,675,010 shares of Class A Common Stock via her direct holding of the same number of shares of Class B Common Stock; 7,708,906 shares of Class A Common Stock via her indirect holding of the same number of shares of Class B Common Stock as sole trustee and beneficiary of the ALZ 2000 Revocable Trust; and 4,910,594 shares of Class A Common Stock via her indirect holding of the same number of Class B Common Stock as a co-trustee of the 2008 Descendants Trust. Each share of Class B Common Stock is convertible at the option of the holder into one share of Class A Common Stock and is automatically converted into one share of Class A Common Stock upon transfer to a person who is not a Permitted Transferee, as that term is defined in the Issuer’s Certificate of Incorporation. Assuming conversion o

Contracts, Arrangements, Understandings

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer The information set forth in Items 2, 3, 4 and 5 hereof is incorporated by reference herein.

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits Exhibit 1: Stockholders’ Agreement, dated November 22, 1995 (filed as Exhibit 10.1 to the Issuer’s Annual Report on Form 10-K for the fiscal year ended June 30, 2003).** Exhibit 2: Amendment No. 1 to Stockholders’ Agreement (filed as Exhibit 10.1 to the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1996).** Exhibit 3: Amendment No. 2 to Stockholders’ Agreement (filed as Exhibit 10.2 to the Issuer’s Quarterly Report on Form 10-Q for the quarter ended December 31, 1996).** Exhibit 4: Amendment No. 3 to Stockholders’ Agreement (filed as Exhibit 10.2 to the Issuer’s Quarterly Report on Form 10-Q for the quarter ended March 31, 1997 (the “FY 1997 Q3 10-Q”)).** Exhibit 5: Amendment No. 4 to Stockholders’ Agreement (filed as Exhibit 10.1d to the Issuer’s Annual Report on Form 10-K for the fiscal year ended June 30, 2000).** Exhibit 6: Amendment No. 5 to Stockholders’ Agreement (filed as Exhibit 10.1e to the Issuer’s Annual Report on Form 10-K for the fiscal year ended June 30, 2002).** Exhibit 7: Amendment No. 6 to Stockholders’ Agreement (filed as Exhibit 10.2 to the Issuer’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2004).** Exhibit 8: List of parties to Stockholders’ Agreement.* Exhibit 9: Registration Rights Agreement, dated November 22, 1995 (filed as Exhibit 10.2 to the Issuer’s Annual Report on Form 10-K for the fiscal year ended June 30, 2003).** Exhibit 10: First Amendment to Registration Rights Agreement (filed as Exhibit 10.3 to the Issuer’s Annual Report on Form 10-K for the fiscal year ended June 30, 1996).** Exhibit 11: Second Amendment to Registration Rights Agreement (filed as Exhibit 10.1 to the FY 1997 Q3 10-Q).** Exhibit 12: Third Amendment to Registration Rights Agreement (filed as Exhibit 10.2c to the Issuer&rsquo

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