ESTEE LAUDER COMPANIES INC — Director's Dealing 2013

Oct 2, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ESTEE LAUDER COMPANIES INC (EL)
CIK: 0001001250
Period of Report: 2013-10-01

Reporting Person: O'HARE MICHAEL (EVP-Global Human Resources)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-10-01	Option (Right to Buy)	$70.50	A	17841	Acquired	2023-10-01	Class A Common Stock (17841)	Direct
2013-10-01	Restricted Stock Units (Share Payout)	$	A	15130	Acquired		Class A Common Stock (15130)	Direct

Footnotes

F1: Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of 5,947 shares exercisable from and after January 1, 2015; 5,947 shares exercisable from and after January 1, 2016; and 5,947 shares exercisable from and after January 1, 2017.

F2: Not applicable. Restricted Stock Units (RSUs) vest and are paid out in shares of Class A Common stock on a one-to-one basis on the applicable vesting date.

F3: Assuming continued employment, RSUs granted on October 1, 2013 will vest and be paid out as follows: 5,043 on October 31, 2014; 5,043 on November 2, 2015, and 5,044 on October 31, 2016. Upon payout, shares will be withheld to cover minimum statutory tax obligations. RSUs are accompanied by dividend equivalent rights that will be payable in cash at the time of payout of the related shares.