X0305 4 2012-04-09 0001001250 ESTEE LAUDER COMPANIES INC EL 0001452849 Aerin Lauder Zinterhofer 2008 Grantor Retained Annuity Trust C/O THE ESTEE LAUDER COMPANIES INC. 767 FIFTH AVENUE NEW YORK NY 10153 0 0 1 0 0001008090 LAUDER AERIN C/O THE ESTEE LAUDER COMPANIES INC. 767 FIFTH AVENUE NEW YORK NY 10153 1 0 1 0 0001142219 ZINTERHOFER AERIN LAUDER TRUST U/A/D 4/24/00 C/O RICHARD D. PARSONS 9 WEST 57TH STREET, SUITE 4700 NEW YORK NY 10019 0 0 1 0 Class A Common Stock 1692 D Class B Common Stock 2012-04-09 4 J 0 85400 D Class A Common Stock 85400 9924192 D Class B Common Stock 2012-04-09 4 J 0 85400 A Class A Common Stock 85400 1572324 I Aerin Lauder Zinterhofer 2000 Revocable Trust u/a/d 4/24/00 Class B Common Stock Class A Common Stock 1500000 1500000 D Class B Common Stock Class A Common Stock 4810594 4810594 I Trust Under Article 2 of The Zinterhofer 2008 Descendants Trust Agreement dated December 24, 2008 On January 20, 2012, the Class A Common Stock of the Issuer split 2-for-1, resulting in Aerin Lauder's ownership of 846 additional shares of Class A Common Stock. Aerin Lauder beneficially owns 1,692 shares of Class A Common Stock directly, with respect to which she has sole voting and investment power. There is no conversion price for the Class B Common Stock. It is convertible into shares of Class A Common Stock on a one-to-one basis. On April 9, 2012, the Reporting Person distributed 85,400 shares of Class B Common Stock to the Aerin Lauder Zinterhofer Trust U/A/D 4/24/00 (the "2000 Trust") in partial satisfaction of an amount payable due under the terms of the Aerin Lauder Zinterhofer 2008 Grantor Retained Annuity Trust Agreement (the "2008 Grat"). Shares of Class B Common Stock may be converted immediately into Class A Common Stock on a one-for-one basis by the holder and 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" 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. Not applicable. On January 20, 2012, the Class A Common Stock of the Issuer split 2-for-1, resulting in the 2008 GRAT's ownership of 5,004,796 additional shares of Class B Common Stock. After the transaction described in note 3, the 2008 GRAT beneficially owns 9,924,192 shares of Class B Common Stock directly, and Aerin Lauder owns such shares indirectly as Trustee and ultimate beneficial owner of the 2008 GRAT and with respect to which she has sole voting and investment power. On January 20, 2012, the Class A Common Stock of the Issuer split 2-for-1, resulting in the 2000 Trust's ownership of 743,462 additional shares of Class B Common Stock. After the transaction described in note 3, the 2000 Trust beneficially owns 1,572,324 shares of Class B Common Stock directly, and Aerin Lauder owns such shares indirectly as Grantor and beneficial owner of the 2000 Trust. On January 20, 2012, the Class A Common Stock of the Issuer split 2-for-1, resulting in Aerin Lauder's ownership of 750,000 additional shares of Class B Common Stock. Aerin Lauder beneficially owns 1,500,000 shares of Class B Common Stock directly, with respect to which she has sole voting and investment power. On January 20, 2012, the Class A Common Stock of the Issuer split 2-for-1, resulting in the ownership of 2,405,297 additional shares of Class B Common Stock by the Trust Under Article 2 of The Zinterhofer 2008 Descendants Trust Agreement dated December 24, 2008 ("Article 2 Trust"). After the transaction described in note 3, the Article 2 Trust beneficially owns 4,810,594 shares of Class B Common Stock directly, and Aerin Lauder owns such shares indirectly as a co-trustee of Article 2 Trust. *The full name of the Reporting Trust is: Aerin Lauder Zinterhofer 2008 Grantor Retained Annuity Trust, u/a/d December 24, 2008, by Aerin Lauder Zinterhofer, as Grantor ("2008 GRAT"). Aerin Lauder Zinterhofer, Trustee, by Spencer G. Smul, attorney-in-fact 2012-04-10 Aerin Lauder, by Spencer G. Smul, attorney-in-fact 2012-04-10 Richard D. Parsons, Trustee, Aerin Lauder Zinterhofer 2000 Revocable Trust, by Spencer G. Smul, attorney-in-fact 2012-04-10