EL Filings — Estee Lauder Companies Inc - FilingSpy
EL
Estee Lauder Companies Inc
A prestige beauty company with over 20 brands across skin care, makeup, fragrance, and hair care, including Estée Lauder, La Mer, M·A·C, Clinique, and TOM FORD. It was founded in 1946 by Estée Lauder and her husband Joseph, who started with just four skin care products. The name "Estée" came from her childhood nickname "Esty," while the couple adopted "Lauder" after a misspelling on Joseph's father's immigration papers; its first big break came when Estée handed out lipsticks at a Waldorf-Astoria charity event.
Estée Lauder director Jennifer Hyman to retire from board effective Nov. 16, 2026
Hyman, a Class I director since 2018, serves on the Audit Committee and the Nominating and ESG Committee.
Show detailsHide details
Jennifer Hyman notified The Estée Lauder Companies on July 20, 2026, that she will retire from the Board of Directors, effective November 16, 2026.
Her retirement is to focus on new endeavors and is not due to any disagreements with the Company.
The Company expressed gratitude for her contributions during her board tenure.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 9.01 Financial Statements and Exhibits
Estée Lauder reports Q3 FY2026 net sales up 5% to $3.7B, raises FY2026 outlook
Third quarter net sales rose 5% to $3.7 billion; organic net sales increased 2%.
Show detailsHide details
Adjusted operating margin expanded 360 basis points to 15.0% from 11.4%.
Adjusted diluted EPS increased 40% to $0.91 from $0.65.
Company raised fiscal 2026 outlook, expecting organic sales growth at high-end of prior range and adjusted operating margin expansion approaching 300 basis points.
Preliminary fiscal 2027 view: net sales growth of 3% to 5% and adjusted operating margin of 12.5% to 13.0%.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
Estée Lauder reports Q2 FY2026 net sales up 6% to $4.2B, raises full-year outlook
Net sales for the fiscal second quarter ended December 31, 2025, were $4,229 million, up 6% from $4,004 million in the prior-year period; organic net sales increased 4%.
Show detailsHide details
Diluted net earnings per common share was $0.44, compared with a net loss of $(1.64) in the prior-year period; adjusted diluted EPS was $0.89, up 43% from $0.62.
Adjusted operating margin expanded 290 basis points to 14.4% from 11.5%, while as-reported operating margin improved to 9.5% from (14.5)%.
The company raised its fiscal 2026 full-year outlook, expecting to restore organic sales growth and expand operating margin for the first time in four years.
Free cash flow for the six months ended December 31, 2025, was $581 million, compared with $114 million in the prior-year period.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
Estée Lauder stockholders elect directors and approve all five proposals at 2025 annual meeting
At the November 13, 2025 annual meeting, stockholders elected six directors: William P. Lauder, Annabelle Yu Long, Dana Strong, Jennifer Tejada, Richard F. Zannino (Class II, three-year terms) and Eric L. Zinterhofer (Class I, two-year term).
Show detailsHide details
Stockholders ratified PricewaterhouseCoopers LLP as independent auditor for fiscal year ending June 30, 2026, with 1,459,584,433 votes for.
The advisory say-on-pay proposal passed with 1,314,884,277 votes for and 129,353,712 against.
Stockholders approved amendments to the Restated Certificate of Incorporation to eliminate officer monetary liability (Proposal Four) and make miscellaneous changes to Articles V and VI (Proposal Five).
The approved amendments are reflected in the Restated Certificate of Incorporation dated November 13, 2025, filed as Exhibit 3.1.
5.07 Submission of Matters to a Vote of Security Holders · 8.01 Other Events · 9.01 Financial Statements and Exhibits
Estée Lauder issues 11M Class A shares and underwrites 11.3M share sale at $89.70
On November 4, 2025, Estée Lauder issued 11,034,685 Class A shares to three trusts affiliated with Leonard A. Lauder's descendants upon conversion of an equal number of Class B shares.
Show detailsHide details
The Company entered into an underwriting agreement with J.P. Morgan Securities LLC and the Selling Stockholders to sell 11,301,323 Class A shares at $89.70 per share.
The Company received no proceeds from the sale; all proceeds went to the Selling Stockholders.
The offering was made under a prospectus supplement dated November 4, 2025, to a Form S-3 registration statement (File No. 333-291255).
The Class A shares issued upon conversion are exempt from registration under Section 3(a)(9) of the Securities Act.
3.02 Unregistered Sales of Equity Securities · 8.01 Other Events · 9.01 Financial Statements and Exhibits
Estée Lauder reports Q1 FY2026 net sales up 4% to $3.5B, reaffirms FY2026 outlook
Net sales for the fiscal first quarter ended September 30, 2025, were $3,481 million, up 4% from $3,361 million a year earlier; organic net sales rose 3%.
Show detailsHide details
Adjusted operating income increased 77% to $255 million, with adjusted operating margin expanding 300 basis points to 7.3%.
Diluted net earnings per share was $0.13, compared with a net loss of $(0.43) in the prior-year quarter; adjusted diluted EPS was $0.32 versus $0.14.
The company reaffirmed its fiscal 2026 outlook to restore positive sales growth and improve operating profitability.
Fragrance net sales grew 13% organically, led by Le Labo, TOM FORD, and Jo Malone London; Skin Care rose 3%, while Makeup and Hair Care declined.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits