ESTEE LAUDER COMPANIES INC 10-K

Item 9A. Controls and Procedures. Our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission and to ensure that information required to be disclosed is accumulated and communicated to management, including our principal executive and financial officers, to allow timely decisions regarding disclosure. The Chief Executive Officer and the Chief Financial Officer, with assistance from other members of management, have evaluated the effectiveness of our disclosure controls and procedures, and, based on their evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that the disclosure controls and procedures were effective as of June 30, 2026. As part of our review of internal control over financial reporting, we make changes to systems and processes to improve such controls and increase efficiencies, while ensuring that we maintain an effective internal control environment. There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the fourth quarter of fiscal 2026 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. Management’s report on internal control over financial reporting and the report of independent registered public accounting firm on our internal control over financial reporting are incorporated herein from pages F-2 and F-3, respectively. Item 9B. Other Information. Trading Arrangements During the fiscal 2026 fourth quarter, none of the Company’s directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” each as defined in Item 408(a) of Regulation S-K under the Exchange Act. Disclosure Required Pursuant to Section 13(r) of the Securities Exchange Act of 1934 During the fiscal 2026 fourth quarter, the Company made payments of five hundred and twenty-nine U.S. dollars to maintain its intellectual property rights in Iran, as part of its intellectual property protection efforts, under a specific license granted by the U.S. Department of Treasury’s Office of Foreign Asset Control (OFAC). The Company does not generate any revenues or profits from this activity, and plans to continue these activities, as authorized under the specific license. These trademarks are registered with the Intellectual Property Center of the Islamic Republic of Iran (IPC) through intellectual property counsel and service providers located in the United Arab Emirates and Iran. The payments were made to IPC at its account at the Central Bank of Iran, which was designated by OFAC as sanctioned under its counterterrorism authority pursuant to Executive Order 13224 on September 20, 2019. Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. Not applicable. 57 Table of Contents PART III Item 10. Directors, Executive Officers and Corporate Governance. The information required by this Item, not already provided herein under Item 1. Business – Information about our Executive Officers, will be included in our Proxy Statement for the 2026 Annual Meeting of Stockholders (the “2026 Proxy Statement”). The 2026 Proxy Statement will be filed within 120 days after the close of the fiscal year ended June 30, 2026 and such information is incorporated herein by reference. The Company has an insider trading policy which governs the purchase, sale, and/or other dispositions of our securities (and related derivative securities) by directors, officers and employees and other covered persons and is designed to promote compliance with insider trading laws, rules and regulations, and listing standards applicable to the Company. A copy of our Securities Trading Policy is included as Exhibit 19.1 to this Annual Report on Form 10-K. Item 11. Executive Compensation . The information required by this Item will be included in the 2026 Proxy Statement. The 2026 Proxy Statement will be filed within 120 days after the close of the fiscal year ended June 30, 2026 and such information is incorporated herein by reference. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. The information required by this Item, not already provided under Equity Compensation Plan Information as set forth below, will be included in the 2026 Proxy Statement. The 2026 Proxy Statement will be filed within 120 days after the close of the fiscal year ended June 30, 2026 and such information is incorporated herein by reference. Equity Compensation Plan Information The following table summarizes the equity compensation plans under which our securities may be issued as of June 30, 2026 and does not include grants made or cancelled and options exercised after such date. The securities that may be issued consist solely of shares of our Class A Common Stock and all plans were approved by stockholders of the Company. Equity Compensation Plan Information as of June 30, 2026 Plan category Number of securities to be issued upon exercise of outstanding options, warrants and rights (2) Weighted-average exercise price of outstanding options, warrants and rights (3) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in the first column) (4) Equity compensation plans approved by security holders (1) 14,996,797 $169.67 11,757,860 (1) Includes the Amended and Restated Fiscal 2002 Share Incentive Plan (the “2002 Plan”) and the Amended and Restated Non-Employee Director Share Incentive Plan (the “Director Plan”). (2) Consists of 8,646,747 shares issuable upon exercise of outstanding options, 5,460,285 shares issuable upon conversion of outstanding Restricted Stock Units, 795,633 shares issuable upon conversion of outstanding Performance Share Units (“PSUs”) (assuming maximum payout for unvested PSUs, including those pending approval by the Stock Plan Subcommittee of our Board of Directors), and 94,132 shares issuable upon conversion of Share Units. (3) Calculated based upon outstanding options in respect of 8,646,747 shares of our Class A Common Stock. (4) The 2002 Plan authorizes the grant of shares and benefits other than stock options. As of June 30, 2026, there were 11,462,646 shares of Class A Common Stock available for issuance under the 2002 Plan (assuming maximum payout for unvested PSUs, including those pending approval by the Stock Plan Subcommittee of our Board of Directors). Shares underlying grants cancelled or forfeited under prior plans or agreements may be used for grants under the 2002 Plan. The Director Plan currently provides for an annual grant of options and stock units to non-employee directors. As of June 30, 2026, there were 295,214 shares available for issuance under the Director Plan. If all of the outstanding options, warrants, rights, stock units and share units, as well as the securities available for future issuance, included in the first and third columns in the table above were converted to shares of Class A Common Stock as of June 30, 2026, the total shares of Common Stock outstanding (i.e. Class A plus Class B) would increase 7% to 388,553,224. Of the outstanding options to purchase 8,646,747 shares of Class A Common Stock, options to purchase 87,460 shares have an exercise price less than $78.95, the closing price on June 30, 2026. Assuming the exercise of only in-the-money options, the total shares outstanding would increase by less than 1% to 361,886,027. Item 13. Certain Relationships and Related Transactions, and Director Independence. The information required by this Item will be included in the 2026 Proxy Statement. The 2026 Proxy Statement will be filed within 120 days after the close of the fiscal year ended June 30, 2026 and such information is incorporated herein by reference. 58 Table of Contents Item 14. Principal Accounting Fees and Services. The information required by this Item will be included in the 2026 Proxy Statement. The 2026 Proxy Statement will be filed within 120 days after the close of the fiscal year ended June 30, 2026 and such information is incorporated herein by reference. 59 Table of Contents PART IV Item 15. Exhibits, Financial Statement Schedules. (a) 1 and 2. Financial Statements and Schedules - See index on Page F-1. 3. Exhibits: Exhibit Number Description 3.1 Restated Certificate of Incorporation of The Estée Lauder Companies Inc. (filed as Exhibit 3.1 to our Form 8-K filed on November 18, 2025).* 3.2 Amended and Restated Bylaws (filed as Exhibit 3.2 to our Form 8-K filed on May 23, 2025).* 4.1 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (filed as Exhibit 4.1 to our Form 10-K filed on August 20, 2025).* 4.2 Indenture, dated November 5, 1999, between the Company and State Street Bank and Trust Company, N.A. (filed as Exhibit 4 to Amendment No. 1 to our Form S-3 (No. 333-85947) filed on November 5, 1999).* 4.3 Officers’ Certificate, dated September 29, 2003, defining certain terms of the 5.75% Senior Notes due 2033 (filed as Exhibit 4.2 to our Form 8-K filed on September 29, 2003).* 4.4 Global Note for 5.75% Senior Notes due 2033 (filed as Exhibit 4.3 to our Form 8-K filed on September 29, 2003).* 4.5 Officers’ Certificate, dated May 1, 2007, defining certain terms of the 6.000% Senior Notes due 2037 (filed as Exhibit 4.2 to our Form 8-K filed on May 1, 2007).* 4.6 Global Note for 6.000% Senior Notes due 2037 (filed as Exhibit 4.4 to our Form 8-K filed on May 1, 2007).* 4.7 Officers’ Certificate, dated August 2, 2012, defining certain terms of the 3.700% Senior Notes due 2042 (filed as Exhibit 4.2 to our Form 8-K filed on August 2, 2012).* 4.8 Global Note for the 3.700% Senior Notes due 2042 (filed as Exhibit 4.4 to our Form 8-K filed on August 2, 2012).* 4.9 Officers’ Certificate, dated June 4, 2015, defining certain terms of the 4.375% Senior Notes due 2045 (filed as Exhibit 4.1 to our Form 8-K filed on June 4, 2015).* 4.10 Global Note for the 4.375% Senior Notes due 2045 (filed as Exhibit 4.2 to our Form 8-K filed on June 4, 2015).* 4.11 Officers’ Certificate, dated May 10, 2016, defining certain terms of the 4.375% Senior Notes due 2045 (filed as Exhibit 4.3 to our Form 8-K filed on May 10, 2016).* 4.12 Global Note for the 4.375% Senior Notes due 2045 (filed as Exhibit B in Exhibit 4.3 to our Form 8-K filed on May 10, 2016).* 4.13 Officers’ Certificate, dated February 9, 2017, defining certain terms of the 3.150% Senior Notes due 2027 (filed as Exhibit 4.3 to our Form 8-K filed on February 9, 2017).* 4.14 Form of Global Note for the 3.150% Senior Notes due 2027 (included as Exhibit A in Exhibit 4.3 to our Form 8-K filed on February 9, 2017).* 4.15 Officers’ Certificate, dated February 9, 2017, defining certain terms of the 4.150% Senior Notes due 2047 (filed as Exhibit 4.5 to our Form 8-K filed on February 9, 2017).* 4.16 Form of Global Note for the 4.150% Senior Notes due 2047 (included as Exhibit A in Exhibit 4.5 to our Form 8-K filed on February 9, 2017).* 4.17 Officers’ Certificate, dated November 21, 2019, defining certain terms of the 2.375% Senior Notes due 2029 (filed as Exhibit 4.3 to our Form 8-K filed on November 21, 2019).* 4.18 Form of Global Note for the 2.375% Senior Notes due 2029 (included as Exhibit A in Exhibit 4.3 to our Form 8-K filed on November 21, 2019).* 4.19 Officers’ Certificate, dated November 21, 2019, defining certain terms of the 3.125% Senior Notes due 2049 (filed as Exhibit 4.5 to our Form 8-K filed on November 21, 2019).* 4.20 Form of Global Note for the 3.125% Senior Notes due 2049 (included as Exhibit A in Exhibit 4.5 to our Form 8-K filed on November 21, 2019).* 60 Table of Contents Exhibit Number Description 4.21 Officers’ Certificate, dated April 13, 2020, defining certain terms of the 2.600% Senior Notes due 2030 (filed as Exhibit 4.1 to our Form 8-K filed on April 13, 2020).* 4.22 Form of Global Note for the 2.600% Senior Notes due 2030 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on April 13, 2020).* 4.23 Officers’ Certificate, dated March 4, 2021, defining certain terms of the 1.950% Senior Notes due 2031 (filed as Exhibit 4.1 to our Form 8-K filed on March 4, 2021).* 4.24 Form of Global Note for the 1.950% Senior Notes due 2031 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on March 4, 2021).* 4.25 Officers’ Certificate, dated May 12, 2023, defining certain terms of the 4.375% Senior Notes due 2028 (filed as Exhibit 4.1 to our Form 8-K filed on May 12, 2023).* 4.26 Form of Global Note for the 4.375% Senior Notes due 2028 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on May 12, 2023).* 4.27 Officers’ Certificate, dated May 12, 2023, defining certain terms of the 4.650% Senior Notes due 2033 (filed as Exhibit 4.3 to our Form 8-K filed on May 12, 2023).* 4.28 Form of Global Note for the 4.650% Senior Notes due 2033 (included as Exhibit A in Exhibit 4.3 to our Form 8-K filed on May 12, 2023).* 4.29 Officers’ Certificate, dated May 12, 2023, defining certain terms of the 5.150% Senior Notes due 2053 (filed as Exhibit 4.5 to our Form 8-K filed on May 12, 2023).* 4.30 Form of Global Note for the 5.150% Senior Notes due 2053 (included as Exhibit A in Exhibit 4.5 to our Form 8-K filed on May 12, 2023).* 4.31 Officers’ Certificate, dated February 14, 2024, defining certain terms of the 5.000% Senior Notes due 2034 (filed as Exhibit 4.1 to our Form 8-K filed on February 14, 2024).* 4.32 Form of Global Note for the 5.000% Senior Notes due 2034 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on February 14, 2024).* 10.1 Stockholders’ Agreement, dated November 22, 1995 (filed as Exhibit 10.1 to our Form 10-K filed on September 15, 2003).* 10.1a Amendment No. 1 to Stockholders’ Agreement (filed as Exhibit 10.1 to our Form 10-Q filed on October 30, 1996).* 10.1b Amendment No. 2 to Stockholders’ Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on January 28, 1997).* 10.1c Amendment No. 3 to Stockholders’ Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on April 29, 1997).* 10.1d Amendment No. 4 to Stockholders’ Agreement (filed as Exhibit 10.1d to our Form 10-K filed on September 18, 2000).* 10.1e Amendment No. 5 to Stockholders’ Agreement (filed as Exhibit 10.1e to our Form 10-K filed on September 17, 2002).* 10.1f Amendment No. 6 to Stockholders’ Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on January 27, 2005).* 10.1g Amendment No. 7 to Stockholders’ Agreement (filed as Exhibit 10.7 to our Form 10-Q filed on October 30, 2009).* 10.2 Registration Rights Agreement, dated November 22, 1995 (filed as Exhibit 10.2 to our Form 10-K filed on September 15, 2003).* 10.2a First Amendment to Registration Rights Agreement (originally filed as Exhibit 10.3 to our Form 10-K filed on September 10, 1996) (re-filed as Exhibit 10.2a to our Form 10-K filed on August 25, 2017).* 10.2b Second Amendment to Registration Rights Agreement (filed as Exhibit 10.1 to our Form 10-Q filed on April 29, 1997).* 10.2c Third Amendment to Registration Rights Agreement (filed as Exhibit 10.2c to our Form 10-K filed on September 17, 2001).* 61 Table of Contents Exhibit Number Description 10.2d Fourth Amendment to Registration Rights Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on January 29, 2004).* 10.3 The Estee Lauder Companies Retirement Growth Account Plan, as amended and restated, effective as of January 1, 2019, as further amended through January 1, 2022 (filed as Exhibit 10.2 to our Form 10-Q filed on February 3, 2022).*† 10.3a Amendment to amended and restated The Estee Lauder Companies Retirement Growth Account Plan, effective as of May 31, 2022 (filed as Exhibit 10.1 to our Form 10-Q filed on May 3, 2022).*† 10.3b The Estee Lauder Companies Retirement Growth Account Plan, as amended and restated, effective as of January 1, 2023 (filed as Exhibit 10.1 to our Form 10-Q filed on February 2, 2023).*† 10.3c Amendments to The Estee Lauder Companies Retirement Growth Account Plan, as amended and restated, effective as of January 1, 2023, as further amended effective January 1, 2025 (filed as Exhibit 10.5 to our Form 10-Q filed on February 4, 2025).*† 10.4 The Estee Lauder Inc. Retirement Benefits Restoration Plan (filed as Exhibit 10.5 to our Form 10-K filed on August 20, 2010).*† 10.5 Executive Annual Incentive Plan (filed as Exhibit 10.5a to our Form 10-K filed on August 18, 2023).*† 10.5a Executive Annual Incentive Plan (filed as Exhibit 10.5b to our Form 10-K filed on August 20, 2025).*† 10.6 Employment Agreement with William P. Lauder (filed as Exhibit 10.1 to our Form 8-K filed on September 17, 2010).*† 10.6a Amendment to Employment Agreement with William P. Lauder (filed as Exhibit 10.1 to our Form 8-K filed on February 27, 2013).*† 10.7 Employment Agreement with Jane Hertzmark Hudis (filed as Exhibit 10.13 to our Form 10-K filed on August 24, 2022).*† 10.8 Employment Agreement with Jane Lauder (filed as Exhibit 10.1 to our Form 10-Q filed on May 3, 2023).*† 10.9 Employment Agreement with Stéphane de La Faverie (filed as Exhibit 10.13 to our Form 10-K filed on August 19, 2024).*† 10.9a Amended and Restated Employment Agreement with Stéphane de La Faverie (filed as Exhibit 10.2 to our Form 10-Q filed on February 4, 2025).*† 10.10 Employment Agreement with Akhil Shrivastava (filed as Exhibit 10.1 to our Form 8-K filed on July 23, 2024).*† 10.11 Employment Agreement with Rashida La Lande (filed as Exhibit 10.15 to our Form 10-K filed on August 20, 2025).*† 10.12 Employment Agreement with Roberto Canevari.† 10.13 Form of Deferred Compensation Agreement (interest-based) with Outside Directors (filed as Exhibit 10.14 to our Form 10-K filed on September 17, 2001).*† 10.13a Form of Deferred Compensation Agreement (interest-based) with Outside Directors (including Election Form) (filed as Exhibit 10.12a to our Form 10-K filed on August 24, 2018).*† 10.14 Form of Deferred Compensation Agreement (stock-based) with Outside Directors (filed as Exhibit 10.15 to our Form 10-K filed on September 17, 2001).*† 10.14a Form of Deferred Compensation Agreement (stock-based) with Outside Directors (including Election Form) (filed as Exhibit 10.13a to our Form 10-K filed on August 24, 2018).*† 10.15 The Estee Lauder Companies Inc. Non-Employee Director Share Incentive Plan (as amended and restated on November 9, 2007) (filed as Exhibit 99.1 to our Form S-8 filed on November 9, 2007).*† 10.15a The Estee Lauder Companies Inc. Non-Employee Director Share Incentive Plan (as amended on July 14, 2011) (filed as Exhibit 10.15a to our Form 10-K filed on August 22, 2011).*† 10.15b The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (filed as Exhibit 10.2 to our Form 8-K filed on November 16, 2015).*† 62 Table of Contents Exhibit Number Description 10.15c The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (as of November 1, 2017) (filed as Exhibit 10.1 to our Form 10-Q filed on November 1, 2017).*† 10.15d The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (as of August 22, 2019) (filed as Exhibit 10.1 to our Form 10-Q filed on October 31, 2019).*† 10.15e The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (as of July 13, 2021) (filed as Exhibit 10.15e to our Form 10-K filed on August 27, 2021).*† 10.16 Summary of Compensation for Non-Employee Directors of the Company (filed as Exhibit 10.4 to our Form 10-Q filed on February 4, 2025).*† 10.17 Form of Stock Option Agreement for Annual Stock Option Grants under Non-Employee Director Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 99.2 to our Form S-8 filed on November 9, 2007).*† 10.17a Form of Stock Option Agreement for Annual Stock Option Grants under the Amended and Restated Non-Employee Director Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.2 to our Form 10-Q filed on October 31, 2019).*† 10.18 The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.17 to our Form 10-K filed on August 17, 2012).*† 10.18a The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.1 to our Form 8-K filed on November 16, 2015).*† 10.18b The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.16b to our Form 10-K filed on August 25, 2017).*† 10.18c The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.1 to our Form 8-K filed on November 19, 2019).*† 10.18d The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.1 to our Form 8-K filed on November 13, 2024).*† 10.18e Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.16y to our Form 10-K filed on August 20, 2014).*† 10.18f Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.16m to our Form 10-K filed on August 25, 2017).*† 10.18g Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.17l to our Form 10-K filed on August 23, 2019).*† 10.18h Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.1 to our Form 8-K filed on August 21, 2025).*† 10.18i Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant).† 10.18j Form of Performance Share Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18t to our Form 10-K filed on August 27, 2021).*† 10.18k Form of Performance Share Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.3 to our Form 10-Q filed on February 4, 2025).*† 10.18l Form of Non-annual Performance Share Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant).† 10.18m Form of Restricted Stock Unit Award Agreement for Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18bb to our Form 10-K filed on August 28, 2020).*† 63 Table of Contents Exhibit Number Description 10.18n Form of Restricted Stock Unit Award Agreement for Employees other than Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18cc to our Form 10-K filed on August 28, 2020).*† 10.18o Form of Non-annual Restricted Stock Unit Award Agreement for Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18dd to our Form 10-K filed on August 28, 2020).*† 10.18p Form of Restricted Stock Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.21r to our Form 10-K filed on August 20, 2025).*† 10.18q Form of Non-annual Restricted Stock Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.21s to our Form 10-K filed on August 20, 2025).*† 10.18r Form of PRGP Non-annual Restricted Stock Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.21t to our Form 10-K filed on August 20, 2025).*† 10.19 $2.5 Billion Credit Facility, dated as of June 7, 2024 among The Estée Lauder Companies Inc., the Eligible Subsidiaries of the Company, as defined therein, the lenders listed therein, and JPMorgan Chase Bank, N.A., as administrative agent (filed as Exhibit 10.1 to our Form 8-K filed on June 7, 2024).* 10.20 Services Agreement, dated January 1, 2003, among Estee Lauder Inc., Melville Management Corp., Leonard A. Lauder, and William P. Lauder (filed as Exhibit 10.2 to our Form 10-Q filed on January 28, 2010).* 10.20a Amended and Restated Services Agreement, dated as of August 18, 2026, by and among Estee Lauder Inc. and Melville Management Corporation. 10.20b Agreement of Sublease, dated May 18, 2022, between Editions de Parfums LLC, Sublandlord and Melville Management Corporation, Subtenant (filed as Exhibit 10.21a to our Form 10-K filed on August 24, 2022).* 10.21 Services Agreement, dated November 22, 1995, between Estee Lauder Inc. and RSL Investment Corp. (filed as Exhibit 10.3 to our Form 10-Q filed on January 28, 2010).* 10.22 Agreement of Sublease and Guarantee of Sublease, dated April 1, 2005, among Aramis Inc., RSL Management Corp., and Ronald S. Lauder (filed as Exhibit 10.4 to our Form 10-Q filed on January 28, 2010).* 10.22a First Amendment to Sublease, dated February 28, 2007, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.5 to our Form 10-Q filed on January 28, 2010).* 10.22b Second Amendment to Sublease, dated January 27, 2010, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.6 to our Form 10-Q filed on January 28, 2010).* 10.22c Third Amendment to Sublease, dated November 3, 2010, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.1 to our Form 10-Q filed on February 4, 2011).* 10.22d Fourth Amendment to Sublease, dated March 4, 2020, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.1 to our Form 10-Q filed on May 1, 2020).* 10.23 Form of Art Loan Agreement between Lender and Estee Lauder Inc. (filed as Exhibit 10.7 to our Form 10-Q filed on January 28, 2010).* 10.24 Creative Consultant Agreement, dated April 6, 2011, between Estee Lauder Inc. and Aerin Lauder Zinterhofer (filed as Exhibit 10.1 to our Form 8-K filed on April 8, 2011).*† 10.24a First Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer dated October 28, 2014 (filed as Exhibit 10.23a to our Form 10-K filed on August 20, 2015).*† 10.24b Second Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer effective July 1, 2016 (filed as Exhibit 10.23b to our Form 10-K filed on August 24, 2016).*† 10.24c Third Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer effective July 1, 2021 (filed as Exhibit 10.24c to our Form 10-K filed on August 27, 2021).*† 10.24d Fourth Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer effective July 1, 2024 (filed as Exhibit 10.25d to our Form 10-K filed on August 19, 2024).*† 64 Table of Contents Exhibit Number Description 10.25 License Agreement, dated April 6, 2011, by and among Aerin LLC, Aerin Lauder Zinterhofer and Estee Lauder Inc. (filed as Exhibit 10.2 to our Form 8-K filed on April 8, 2011).* 10.25a First Amendment to the April 6, 2011 License Agreement, dated January 22, 2019, by and among Aerin LLC, Aerin Lauder Zinterhofer and Estee Lauder Inc. (filed as Exhibit 10.1 to our Form 10-Q filed on May 1, 2019).* 10.25b Second Amendment to the April 6, 2011 License Agreement, dated February 22, 2019, by and among Aerin LLC, Aerin Lauder Zinterhofer and Estee Lauder Inc. (filed as Exhibit 10.2 to our Form 10-Q filed on May 1, 2019).* 19.1 The Estée Lauder Companies Inc. Insider Trading Policies (filed as Exhibit 19.1 to our Form 10-K filed on August 19, 2024).* 21.1 List of subsidiaries. 23.1 Consent of PricewaterhouseCoopers LLP. 24.1 Power of Attorney. 31.1 Certification pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (CEO). 31.2 Certification pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (CFO). 32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (CEO). (furnished) 32.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (CFO). (furnished) 97.1 The Estée Lauder Companies Inc. Incentive-Based Compensation Recovery Policy (2023 Clawback Policy) (filed as Exhibit 97.1 to our Form 10-K filed on August 19, 2024).* 101.1 The following materials from The Estée Lauder Companies Inc.’s Form 10-K for the year ended June 30, 2026 are formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) the Consolidated Statements of Earnings (Loss), (ii) the Consolidated Statements of Comprehensive Income (Loss), (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows and (v) Notes to Consolidated Financial Statements. 104 The cover page from The Estée Lauder Companies Inc.’s Form 10-K for the year ended June 30, 2026 is formatted in iXBRL. ____________________ * Incorporated herein by reference. † Exhibit is a management contract or compensatory plan or arrangement. Item 16. Form 10-K Summary. None. 65 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. THE ESTÉE LAUDER COMPANIES INC. By /s/ AKHIL SHRIVASTAVA Akhil Shrivastava Executive Vice President and Chief Financial Officer Date: August 19, 2026 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated. Signature Title (s) Date STÉPHANE DE LA FAVERIE* President, Chief Executive Officer and a Director (Principal Executive Officer) August 19, 2026 Stéphane de La Faverie CHARLENE BARSHEFSKY* Director August 19, 2026 Charlene Barshefsky PAUL J. FRIBOURG* Director August 19, 2026 Paul J. Fribourg JENNIFER HYMAN* Director August 19, 2026 Jennifer Hyman GARY M. LAUDER* Director August 19, 2026 Gary M. Lauder JANE LAUDER* Director August 19, 2026 Jane Lauder WILLIAM P. LAUDER* Chair of the Board August 19, 2026 William P. Lauder ANNABELLE YU LONG* Director August 19, 2026 Annabelle Yu Long ARTURO NUÑEZ* Director August 19, 2026 Arturo Nuñez BARRY S. STERNLICHT* Director August 19, 2026 Barry S. Sternlicht DANA STRONG* Director August 19, 2026 Dana Strong JENNIFER TEJADA* Director August 19, 2026 Jennifer Tejada RICHARD F. ZANNINO* Director August 19, 2026 Richard F. Zannino ERIC L. ZINTERHOFER* Director August 19, 2026 Eric L. Zinterhofer /s/ AKHIL SHRIVASTAVA Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) August 19, 2026 Akhil Shrivastava ___________________________________________ * By signing his name hereto, Akhil Shrivastava signs this document in the capacities indicated above and on behalf of the persons indicated above pursuant to powers of attorney duly executed by such persons and filed herewith. By /s/ AKHIL SHRIVASTAVA Akhil Shrivastava (Attorney-in-Fact) 66 Table of Contents THE ESTÉE LAUDER COMPANIES INC. INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Financial Statements: Management’s Report on Internal Control Over Financial Reporting F- 2 Report of Independent Registered Public Accounting Firm ( PricewaterhouseCoopers LLP , New York, New York , Auditor Firm ID: 238 ) F- 3 Consolidated Statements of Earnings (Loss) F- 5 Consolidated Statements of Comprehensive Income (Loss) F- 6 Consolidated Balance Sheets F- 7 Consolidated Statements of Equity and Redeemable Noncontrolling Interest F- 8 Consolidated Statements of Cash Flows F- 9 Notes to Consolidated Financial Statements F- 10 Financial Statement Schedule: Schedule II - Valuation and Qualifying Accounts S- 1 All other schedules are omitted because they are not applicable or the required information is included in the consolidated financial statements or notes thereto. F-1 Table of Contents Management’s Report on Internal Control over Financial Reporting Management of The Estée Lauder Companies Inc. (including its subsidiaries) (the “Company”) is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) of the Securities Exchange Act of 1934, as amended). A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Under the supervision of and with the participation of the Chief Executive Officer and the Chief Financial Officer, the Company’s management conducted an assessment of the effectiveness of the Company’s internal control over financial reporting based on the framework and criteria established in Internal Control – Integrated Framework (2013) , issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, the Company’s management has concluded that, as of June 30, 2026, the Company’s internal control over financial reporting was effective. The effectiveness of the Company’s internal control over financial reporting as of June 30, 2026 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears under the heading “Report of Independent Registered Public Accounting Firm.” /s/ Stéphane de La Faverie /s/ Akhil Shrivastava Stéphane de La Faverie Akhil Shrivastava President and Chief Executive Officer Executive Vice President and Chief Financial Officer August 19, 2026 F-2 Table of Contents Report of Independent Registered Public Accounting Firm To the Board of Directors and Stockholders of The Estée Lauder Companies Inc. Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of The Estée Lauder Companies Inc. and its subsidiaries (the “Company”) as of June 30, 2026 and 2025, and the related consolidated statements of earnings (loss), of comprehensive income (loss), of equity and redeemable noncontrolling interest and of cash flows for each of the three years in the period ended June 30, 2026, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended June 30, 2026 appearing on page S-1 (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of June 30, 2026, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of June 30, 2026 and 2025, and the results of its operations and its cash flows for each of the three years in the period ended June 30, 2026 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of June 30, 2026, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO. Basis for Opinions The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. F-3 Table of Contents Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Critical Audit Matters The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Other Indefinite-Lived Intangible Asset Impairment Assessments – Certain Trademarks As described in Notes 2 and 5 to the consolidated financial statements, the Company’s consolidated other indefinite-lived intangible assets balance was $3,081 million as of June 30, 2026, a significant portion of which related to certain trademarks. Management assesses other indefinite-lived intangible assets at least annually for impairment as of the beginning of the fiscal fourth quarter or more frequently if certain events or circumstances exist. As disclosed by management, based on the results of these assessments, no impairment charges were recorded. The estimated fair value of other indefinite-lived intangible assets was determined by management using an income approach, specifically the relief-from-royalty method. The significant assumptions used in each quantitative assessment using this approach include revenue growth rates and profit margins, a terminal value, a weighted average cost of capital used to discount future cash flows, and a royalty rate. The principal considerations for our determination that performing procedures relating to the other indefinite-lived intangible asset impairment assessments of certain trademarks is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of certain trademarks; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue growth rates, weighted average cost of capital, and royalty rate, as applicable to the trademark; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge. Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s other indefinite-lived intangible asset impairment assessments, including controls over the valuation of certain trademarks. These procedures also included, among others (i) testing management’s process for developing the fair value estimate of certain trademarks; (ii) evaluating the appropriateness of the relief-from-royalty method used by management; (iii) testing the completeness and accuracy of the underlying data used in the relief-from-royalty method; and (iv) evaluating the reasonableness of the significant assumptions used by management related to revenue growth rates, weighted average cost of capital, and royalty rate, as applicable to the trademark. Evaluating management’s assumption related to revenue growth rates involved evaluating whether the assumption was reasonable considering (i) the current and past performance of the business; (ii) the consistency with external market and industry data; and (iii) whether the assumption was consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the relief-from-royalty method and (ii) the reasonableness of the weighted average cost of capital and royalty rate assumptions, as applicable to the trademark. /s/ PricewaterhouseCoopers LLP New York, New York August 19, 2026 We have served as the Company’s auditor since 2020. F-4 Table of Contents THE ESTÉE LAUDER COMPANIES INC. CONSOLIDATED STATEMENTS OF EARNINGS (LOSS) Year Ended June 30, (In millions, except per share data) 2026 2025 2024 Net sales $ 15,049 $ 14,326 $ 15,608 Cost of sales 3,687 3,729 4,424 Gross profit 11,362 10,597 11,184 Operating expenses Selling, general and administrative 9,685 9,456 9,621 Restructuring and other charges 813 481 122 Securities class action litigation settlement 84 — — Goodwill impairment — 13 291 Impairment of other intangible assets — 1,273 180 Talcum litigation settlement agreements — 159 — Total operating expenses 10,582 11,382 10,214 Operating income (loss) 780 ( 785 ) 970 Interest expense 334 357 378 Interest income and investment income, net 90 114 167 Other components of net periodic benefit cost 19 12 ( 13 ) Earnings (loss) before income taxes 517 ( 1,040 ) 772 Provision for income taxes 335 93 363 Net earnings (loss) 182 ( 1,133 ) 409 Net earnings attributable to redeemable noncontrolling interest — — ( 19 ) Net earnings (loss) attributable to The Estée Lauder Companies Inc. $ 182 $ ( 1,133 ) $ 390 Net earnings (loss) attributable to The Estée Lauder Companies Inc. per common share Basic $ .50 $ ( 3.15 ) $ 1.09 Diluted $ .50 $ ( 3.15 ) $ 1.08 Weighted-average common shares outstanding Basic 362.3 360.1 359.0 Diluted 364.8 360.1 360.8 See notes to consolidated financial statements. F-5 Table of Contents THE ESTÉE LAUDER COMPANIES INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) Year Ended June 30, (In millions) 2026 2025 2024 Net earnings (loss) $ 182 $ ( 1,133 ) $ 409 Other comprehensive (loss) income: Net cash flow hedge 38 ( 89 ) ( 3 ) Cross-currency swap contract - fair value hedge ( 1 ) 14 13 Retirement plan and other retiree benefit adjustments 93 ( 24 ) ( 9 ) Translation adjustments ( 105 ) 94 ( 145 ) Income tax effect on components of other comprehensive income (loss) ( 51 ) 18 ( 6 ) Total other comprehensive (loss) income, net of tax ( 26 ) 13 ( 150 ) Comprehensive income (loss) 156 ( 1,120 ) 259 Comprehensive income attributable to redeemable noncontrolling interest: Net earnings — — ( 19 ) Translation adjustments — — 17 Total comprehensive income attributable to redeemable noncontrolling interest — — ( 2 ) Comprehensive income (loss) attributable to The Estée Lauder Companies Inc. $ 156 $ ( 1,120 ) $ 257 See notes to consolidated financial statements. F-6 Table of Contents THE ESTÉE LAUDER COMPANIES INC. CONSOLIDATED BALANCE SHEETS June 30, (In millions, except share and per share data) 2026 2025 ASSETS Current assets Cash and cash equivalents $ 3,498 $ 2,921 Accounts receivable, net 1,518 1,530 Inventory and promotional merchandise 1,999 2,074 Prepaid expenses and other current assets 597 544 Total current assets 7,612 7,069 Property, plant and equipment, net 2,805 3,172 Other assets Operating lease right-of-use assets 1,740 1,952 Goodwill 2,107 2,135 Other intangible assets, net 3,579 3,759 Other assets 1,919 1,805 Total other assets 9,345 9,651 Total assets $ 19,762 $ 19,892 LIABILITIES AND EQUITY Current liabilities Current debt $ 503 $ 3 Accounts payable 1,578 1,497 Operating lease liabilities 399 406 Other accrued liabilities 3,751 3,529 Total current liabilities 6,231 5,435 Noncurrent liabilities Long-term debt 6,803 7,314 Long-term operating lease liabilities 1,541 1,744 Other noncurrent liabilities 1,381 1,534 Total noncurrent liabilities 9,725 10,592 Commitments and contingencies Equity Common stock, $ .01 par value; Class A shares authorized: 1,300,000,000 at June 30, 2026 and June 30, 2025; shares issued: 486,257,584 at June 30, 2026 and 472,541,563 at June 30, 2025; Class B shares authorized: 304,000,000 at June 30, 2026 and June 30, 2025; shares issued and outstanding: 114,507,344 at June 30, 2026 and 125,542,029 at June 30, 2025 6 6 Paid-in capital 7,378 7,012 Retained earnings 11,341 11,672 Accumulated other comprehensive loss ( 1,153 ) ( 1,127 ) 17,572 17,563 Less: Treasury stock, at cost; 238,966,361 Class A shares at June 30, 2026 and 238,316,738 Class A shares at June 30, 2025 ( 13,766 ) ( 13,698 ) Total equity 3,806 3,865 Total liabilities and equity $ 19,762 $ 19,892 See notes to consolidated financial statements. F-7 Table of Contents THE ESTÉE LAUDER COMPANIES INC. CONSOLIDATED STATEMENTS OF EQUITY AND REDEEMABLE NONCONTROLLING INTEREST Year Ended June 30, (In millions, except per share data) 2026 2025 2024 Common stock, beginning of year $ 6 $ 6 $ 6 Stock-based compensation — — — Common stock, end of year 6 6 6 Paid-in capital, beginning of year 7,012 6,685 6,153 Common stock dividends 6 6 6 Stock-based compensation 360 321 364 Purchase of shares from redeemable noncontrolling interest — — 162 Paid-in capital, end of year 7,378 7,012 6,685 Retained earnings, beginning of year 11,672 13,427 13,991 Common stock dividends ( 513 ) ( 622 ) ( 954 ) Net earnings (loss) attributable to The Estée Lauder Companies Inc. 182 ( 1,133 ) 390 Retained earnings, end of year 11,341 11,672 13,427 Accumulated other comprehensive loss, beginning of year ( 1,127 ) ( 1,140 ) ( 934 ) Other comprehensive (loss) income attributable to The Estée Lauder Companies Inc. ( 26 ) 13 ( 133 ) Purchase of shares from redeemable noncontrolling interest — — ( 73 ) Accumulated other comprehensive loss, end of year ( 1,153 ) ( 1,127 ) ( 1,140 ) Treasury stock, beginning of year ( 13,698 ) ( 13,664 ) ( 13,631 ) Stock-based compensation ( 68 ) ( 34 ) ( 33 ) Treasury stock, end of year ( 13,766 ) ( 13,698 ) ( 13,664 ) Total equity $ 3,806 $ 3,865 $ 5,314 Redeemable noncontrolling interest, beginning of year $ — $ — $ 832 Net earnings attributable to redeemable noncontrolling interest — — 19 Purchase of shares from redeemable noncontrolling interest — — ( 834 ) Translation adjustments — — ( 17 ) Redeemable noncontrolling interest, end of year $ — $ — $ — Cash dividends declared per common share $ 1.40 $ 1.71 $ 2.64 See notes to consolidated financial statements. F-8 Table of Contents THE ESTÉE LAUDER COMPANIES INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Year Ended June 30, (In millions) 2026 2025 2024 Cash flows from operating activities Net earnings (loss) $ 182 $ ( 1,133 ) $ 409 Adjustments to reconcile net earnings (loss) to net cash flows from operating activities: Depreciation and amortization 796 829 825 Deferred income taxes ( 164 ) ( 396 ) ( 265 ) Non-cash stock-based compensation 310 304 325 Net loss on disposal of property, plant and equipment 26 19 9 Non-cash restructuring and other charges 57 20 7 Pension and post-retirement benefit expense 82 76 50 Pension and post-retirement benefit contributions ( 112 ) ( 92 ) ( 116 ) Impairment of goodwill and other intangible assets — 1,286 471 Other adjustments and non-cash items 6 10 14 Changes in operating assets and liabilities: Decrease (increase) in accounts receivable, net 8 230 ( 285 ) Decrease in inventory and promotional merchandise 51 184 766 (Increase) decrease in other assets, net ( 8 ) ( 11 ) 15 Increase (decrease) in accounts payable 83 21 ( 38 ) Increase (decrease) in other accrued and noncurrent liabilities 483 ( 41 ) 209 Decrease in operating lease assets and liabilities, net ( 27 ) ( 34 ) ( 36 ) Net cash flows provided by operating activities 1,773 1,272 2,360 Cash flows from investing activities Capital expenditures ( 457 ) ( 602 ) ( 919 ) Proceeds from sale of property, plant and equipment — 3 — Proceeds from property, plant and equipment insurance recoveries 10 — — Purchases of investments ( 35 ) ( 1 ) ( 18 ) Proceeds from disposition of investments 3 — — Payment for acquired business ( 5 ) — — Settlement of net investment hedges ( 5 ) ( 23 ) ( 23 ) Net cash flows used for investing activities ( 489 ) ( 623 ) ( 960 ) Cash flows from financing activities Repayments of current debt, net — — ( 215 ) Repayments of commercial paper (maturities after three months) — — ( 785 ) Proceeds from issuance of long-term debt, net — — 648 Repayments of long-term debt ( 3 ) ( 505 ) ( 10 ) Debt issuance costs — — ( 4 ) Payment of deferred consideration ( 300 ) — — Settlement of cross-currency swaps 116 20 18 Net proceeds from stock-based compensation transactions 53 15 40 Dividends paid to stockholders ( 508 ) ( 618 ) ( 947 ) Payments to acquire treasury stock ( 70 ) ( 35 ) ( 35 ) Payment for acquisition of noncontrolling interest — ( 21 ) — Payment for acquisition of redeemable noncontrolling interest — — ( 745 ) Net cash flows used for financing activities ( 712 ) ( 1,144 ) ( 2,035 ) Effect of exchange rate changes on Cash and cash equivalents 5 21 1 Net increase (decrease) in Cash and cash equivalents 577 ( 474 ) ( 634 ) Cash and cash equivalents at beginning of year 2,921 3,395 4,029 Cash and cash equivalents at end of year $ 3,498 $ 2,921 $ 3,395 See notes to consolidated financial statements. F-9 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 – DESCRIPTION OF BUSINESS The Estée Lauder Companies Inc. manufactures, markets and sells skin care, makeup, fragrance and hair care products around the world. Products are marketed under owned brand names, including: Estée Lauder, Aramis, Clinique, Lab Series, Origins, M·A·C, La Mer, Bobbi Brown Cosmetics , Aveda, Jo Malone London, Bumble and bumble, Darphin Paris, TOM FORD, Smashbox, Le Labo, Editions de Parfums Frédéric Malle, GLAMGLOW, KILIAN PARIS, Too Faced, Dr.Jart+, The Ordinary, NIOD, Avestan and Loopha. The Estée Lauder Companies Inc. is also the global licensee of the AERIN, Balmain and Dr. Andrew Weil brand names for beauty-related products. NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The accompanying consolidated financial statements include the accounts of The Estée Lauder Companies Inc. and its subsidiaries (collectively, the “Company”). All significant intercompany balances and transactions have been eliminated. Certain amounts in the notes to the consolidated financial statements of prior years have been reclassified to conform to current-year presentation. Management Estimates The preparation of financial statements and related disclosures in conformity with U.S. generally accepted accounting principles ("U.S. GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses in those financial statements. Certain significant accounting policies that contain subjective management estimates and assumptions include those related to revenue recognition, inventory, pension and other post-retirement benefit costs, business combinations and asset acquisitions, goodwill, other indefinite-lived intangible assets and long-lived assets, income taxes and legal contingencies. Management evaluates the related estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, as relevant, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from those estimates and assumptions. Significant changes, if any, in those estimates and assumptions will be reflected in the consolidated financial statements in future periods. Currency Translation and Transactions All assets and liabilities of foreign subsidiaries and affiliates are translated at year-end rates of exchange, while revenue and expenses are translated at monthly average rates of exchange for the period. Unrealized translation (losses) gains, net of tax, reported as translation adjustments through other comprehensive (loss) income (“OCI”) attributable to The Estée Lauder Companies Inc. were $( 127 ) million, $ 90 million and $( 135 ) million, net of tax, in fiscal 2026, 2025 and 2024, respectively. For the Company’s subsidiaries operating in highly inflationary economies, the U.S. dollar is the functional currency, and these subsidiaries are not material to the Company's consolidated financial statements or liquidity in fiscal 2026, 2025 and 2024. Remeasurement adjustments in financial statements in a highly inflationary economy and other transactional gains and losses are reflected in earnings. The Company enters into foreign currency forward contracts to hedge foreign currency transactions for periods consistent with its identified exposures. The Company also uses cross-currency swap contracts to hedge the impact of foreign currency changes on certain intercompany foreign currency denominated debt. Additionally, the Company enters into foreign currency forward contracts and cross-currency swap contracts to hedge a portion of its net investment in certain foreign operations, which are designated as net investment hedges. See Note 12 – Derivative Financial Instruments for further discussion . The Company categorizes these instruments as entered into for purposes other than trading. Net exchange (losses) gains on foreign currency transactions of $( 20 ) million, $ 58 million and $ 77 million in fiscal 2026, 2025 and 2024, respectively, are included within Net sales and Selling, general and administrative expenses within the accompanying consolidated statements of earnings (loss). The impact recorded within Net sales relates solely to foreign currency forward contract derivatives. See Note 12 – Derivative Financial Instruments for further discussion. F-10 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Cash and Cash Equivalents Cash and cash equivalents include $ 868 million and $ 1,017 million of short-term time deposits at June 30, 2026 and 2025, respectively. The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. Investments Investments in the common stock of privately-held companies in which the Company has the ability to exercise significant influence, but less than a controlling financial interest, are accounted for under the equity method of accounting. For those equity securities without readily determinable fair values where the Company does not have the ability to exercise significant influence, the Company records them at cost, less impairment, plus/minus subsequent observable price changes, and performs an assessment each quarter to determine whether or not a triggering event has occurred that results in changes in fair value. Collectively, these investments were not material to the Company’s consolidated financial statements as of June 30, 2026 and 2025 and are included in Other assets in the accompanying consolidated balance sheets. Accounts Receivable Accounts receivable, net is stated net of the allowance for doubtful accounts, including credit losses, and customer deductions. Payment terms are short-term in nature and are generally less than one year. The Company is required to measure credit losses based on its estimate of expected losses rather than incurred losses, which generally results in earlier recognition of allowances for credit losses. The Company evaluates certain criteria, including aging and historical write-offs, the current economic condition of specific customers and future economic conditions of countries utilizing a consumption index to determine the appropriate allowance for credit losses. The Company writes-off receivables once it is determined that the receivables are no longer collectible and as allowed by local laws. See Note 14 – Revenue Recognition for additional information. Inventory and Promotional Merchandise Inventory and promotional merchandise only includes inventory considered saleable or usable in future periods, and is stated at the lower of cost or net realizable value, with cost being based on standard cost and production variances, which approximate actual cost on the first-in, first-out method. Cost components include raw materials, componentry, direct labor and overhead (e.g., indirect labor, utilities, depreciation, purchasing, receiving, inspection and warehousing) as well as inbound freight. Manufacturing overhead is allocated to the cost of inventory based on the normal production capacity. Unallocated overhead during periods of abnormally low production levels are recognized as cost of sales in the period in which they are incurred. Promotional merchandise is charged to expense at the time the merchandise is shipped to the Company’s customers. Included in inventory and promotional merchandise is an inventory obsolescence reserve, which represents the difference between the cost of the inventory and its net realizable value. This reserve is calculated using an estimated obsolescence percentage applied to the inventory based on age and historical results. In addition, and as necessary, specific reserves may be established for future known or anticipated events. Derivative Financial Instruments The Company’s derivative financial instruments are recorded as either assets or liabilities on the balance sheet and measured at fair value. All derivatives are (i) designated as a hedge of the fair value of a recognized asset or liability or of an unrecognized firm commitment (“fair value hedge"), (ii) designated as a hedge of a forecasted transaction to manage the variability of cash flows to be received or paid related to a recognized asset or liability (“cash flow hedge"), (iii) designated as a hedge of a net investment in certain foreign operations ("net investment hedge"), or (iv) not designated as a hedging instrument. F-11 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For each derivative contract entered into, where the Company looks to obtain hedge accounting treatment, the Company formally and contemporaneously documents all relationships between hedging instruments and hedged items, as well as its risk-management objective and strategy for undertaking the hedge transaction, the nature of the risk being hedged, and how the hedging instruments’ effectiveness in offsetting the hedged risk will be assessed prospectively and retrospectively. This process includes linking all derivatives to specific assets and liabilities on the balance sheet, net investments in certain foreign operations, or to specific firm commitments or forecasted transactions. At inception, the Company evaluates the effectiveness of hedge relationships quantitatively, and has elected to perform, after initial evaluation, qualitative effectiveness assessments of certain hedge relationships to support an ongoing expectation of high effectiveness, if effectiveness testing is required. If based on the qualitative assessment, it is determined that a derivative has ceased to be a highly effective hedge, the Company will perform a quantitative assessment to determine whether to discontinue hedge accounting with respect to that derivative prospectively. For a fair value hedge, changes in the fair value of a derivative are recorded in current-period earnings, along with the loss or gain on the hedged asset or liability that is attributable to the hedged risk (including losses or gains on unrecognized firm commitments). For a cash flow hedge, changes in the fair value of a derivative of a forecasted transaction are recorded in OCI. Gains and losses deferred in OCI are then recognized in current-period earnings when earnings are affected by the variability of cash flows of the hedged forecasted transaction. The Company also enters into foreign currency forward contracts and cross-currency swap contracts to hedge a portion of its net investment in certain foreign operations, which are designated as net investment hedges. The net gain or loss on these contracts is recorded within translation adjustments, as a component of accumulated other comprehensive loss ("AOCI") on the Company’s consolidated balance sheets, until the sale or substantially complete liquidation of the underlying assets of the Company’s investment. For derivative instruments, such as foreign currency forward contracts or option contracts, not designated as hedging instruments, changes in the fair value are reported in current-period earnings. All derivative gains and losses relating to fair value hedges and cash flow hedges are recognized in the same income statement line as the hedged items. Cash flows from derivatives are classified within the consolidated statements of cash flows in the same category as the items being hedged. The cross-currency swap contracts designated as fair value hedges are classified within financing activities. The cross-currency swap contracts designated as net investment hedges are classified within investing activities. The foreign currency forward contracts designated as net investment hedges are classified within investing activities, except the portion related to the excluded component which is classified within operating activities. Cash flows, and their related gains and losses, from the remaining derivative instruments are classified within operating activities. From a consolidated balance sheet perspective, derivatives with fair values in a net asset position are bifurcated based on the cash flows expected to occur within the next twelve months (current asset or liability) and those expected to occur beyond twelve months (noncurrent asset or liability). Derivatives with fair values in a net liability position are classified in total as current, regardless of the maturity date. See Note 12 – Derivative Financial Instruments for further discussion. Property, Plant and Equipment Property, plant and equipment, including leasehold and other improvements that extend an asset’s useful life or productive capabilities, are carried at cost less accumulated depreciation and amortization. Costs incurred for computer software developed or obtained for internal use are capitalized during the application development stage and expensed as incurred during the preliminary project and post-implementation stages. Costs incurred for website development are capitalized within each applicable development stage as required. Capital costs incurred while an asset is being built, including any applicable interest costs, are classified as construction in progress and are reclassified to its respective asset class when placed into service. For financial statement purposes, depreciation is provided principally on the straight-line method over the estimated useful lives of the assets ranging from 2 to 40 years. Leasehold improvements are amortized on a straight-line basis over the shorter of the lives of the respective leases or the expected useful lives of those improvements. F-12 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Business Combinations and Asset Acquisitions The Company evaluates whether a transaction meets the definition of a business. The Company first applies a screen test to determine if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets. If the screen test is met, the transaction is accounted for as an asset acquisition. If the screen test is not met, the Company further considers whether the set of assets or acquired entities have at a minimum, inputs and processes that have the ability to create outputs in the form of revenue. If the assets or acquired entities meet this criteria, the transaction is accounted for as a business combination. The Company uses the acquisition method of accounting for acquired businesses. Under the acquisition method, the Company's consolidated financial statements reflect the operations of an acquired business starting from the closing date of the acquisition. The Company allocates the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition date. Any residual purchase price is recorded as goodwill. The Company recognizes assets acquired in an asset acquisition based on the cost to the Company on a relative fair value basis, which includes transaction costs in addition to consideration transferred and liabilities assumed or issued as part of the transaction. Neither goodwill nor bargain purchase gains are recognized in an asset acquisition; any excess of consideration transferred over the fair value of the net assets acquired, or the opposite, is allocated to qualifying assets based on their relative fair values. The determination of fair value, as well as the expected useful lives of certain assets acquired, requires management to make judgments and may involve the use of significant estimates, including assumptions with respect to estimated future cash flows, discount rates and valuation multiples from comparable publicly traded companies, among other things. Goodwill and Other Indefinite-lived Intangible Assets Goodwill is calculated as the excess of the cost of purchased businesses over the estimated fair value of their underlying net assets. Other indefinite-lived intangible assets consist of trademarks. Goodwill and other indefinite-lived intangible assets are not amortized. The Company assesses goodwill and other indefinite-lived intangible assets at least annually for impairment as of the beginning of the fiscal fourth quarter or more frequently if certain events or circumstances exist. The Company tests goodwill for impairment at the reporting unit level, which is one level below the Company’s operating segments. The Company identifies its reporting units by assessing whether the components of its operating segments constitute businesses for which discrete financial information is available and management of each operating segment regularly reviews the operating results of those components. The Company makes certain judgments and assumptions in allocating assets and liabilities to determine carrying values for its reporting units. When testing goodwill for impairment, the Company has the option of first performing a qualitative assessment to determine whether it is more-likely-than-not that the estimated fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform a quantitative goodwill impairment test. The quantitative impairment test for goodwill encompasses calculating the estimated fair value of a reporting unit and comparing the estimated fair value to its carrying value. If the carrying value exceeds the estimated fair value, an impairment charge is recorded, up to the total amount of goodwill allocated to that reporting unit. When testing other indefinite-lived intangible assets for impairment, the Company also has the option of first performing a qualitative assessment to determine whether it is more-likely-than-not that the other indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform a quantitative test. The quantitative impairment test for other indefinite-lived intangible assets encompasses calculating the estimated fair value of an other indefinite-lived intangible asset and comparing the estimated fair value to its carrying value. If the carrying value exceeds the estimated fair value, an impairment charge is recorded. See Note 5 – Goodwill and Other Intangible Assets for further information. F-13 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Long-Lived Assets The Company reviews long-lived assets, primarily intangible assets subject to amortization, right-of-use assets and property, plant and equipment, for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. When such events or changes in circumstances occur, a recoverability test is performed comparing projected undiscounted cash flows from the use and eventual disposition of an asset group to its carrying value. The asset group is defined as the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. If the projected undiscounted cash flows are less than the carrying value, then an impairment charge would be measured and recorded for the excess of the carrying value over the estimated fair value. The calculated impairment loss for an asset group only reduces the carrying amounts of the long-lived assets of the group and is allocated on a pro rata basis using the relative carrying amounts of those assets, however, the allocated impairment loss cannot reduce the carrying amount of a long-lived asset below its estimated fair value. Leases The Company recognizes a lease liability and a related right-of-use (“ROU”) asset at the commencement date for leases on its consolidated balance sheet, excluding short-term leases as noted below. The lease liability is equal to the present value of unpaid lease payments over the remaining lease term. The Company’s lease term at the commencement date may reflect options to extend or terminate the lease when it is reasonably certain that such options will be exercised. To determine the present value of the lease liability, if the rate implicit in the lease is not readily determinable, the Company uses an incremental borrowing rate, which is defined as the rate of interest that the Company would have to pay to borrow (on a collateralized basis over a similar term) an amount equal to the lease payments in similar economic environments. The ROU asset is based on the corresponding lease liability adjusted for certain items such as initial direct costs, prepaid lease payments and lease incentives received. Both operating and finance lease ROU assets are reviewed for impairment, consistent with other long-lived assets, whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. After an ROU asset is impaired, any remaining balance of the ROU asset is amortized on a straight-line basis over the shorter of the remaining lease term or the estimated useful life. After the lease commencement date, the Company evaluates lease modifications, if any, that could result in a change in the accounting for leases. For a lease modification, an evaluation is performed to determine if it should be treated as either a separate lease or a change in the accounting of an existing lease. In addition, significant changes in events or circumstances within the Company’s control are assessed to determine whether a change in the accounting for leases is required. For lease modifications that result in partial termination of the lease, the Company has elected the proportional method whereby the carrying amount of the ROU asset is decreased in proportion with the full or partial termination of the lease based on the adjustment to the carrying value of the lease liability. Certain of the Company’s leases contain variable lease payments for the right to use an underlying asset that vary due to changes in facts and circumstances occurring after the commencement date, other than the passage of time. Variable lease payments that are dependent on an index or rate (e.g., Consumer Price Index) are included in the initial measurement of the lease liability, the initial measurement of the ROU asset, and the lease classification test based on the index or rate as of the commencement date. Any changes from the commencement date estimation of the index- and rate-based variable payments are expensed as incurred in the period of the change. Variable lease payments that are not known at the commencement date and are determinable based on the performance or use of the underlying asset , are not included in the initial measurement of the lease liability or the ROU asset, but instead are expensed as incurred. The Company’s variable lease payments primarily include rents based on a percentage of sales in excess of stipulated levels, common area maintenance and real estate taxes based on the percentage of the total square footage leased by the Company, as well as variable costs relating to embedded leases, such as third-party manufacturing and logistics agreements. Certain of the Company’s contracts contain lease components as well as non-lease components, such as an agreement to purchase services. For purposes of allocating contract consideration, the Company does not separate the lease components from non-lease components for all asset classes. Short-term leases (i.e. leases with a term of 12 months or less) are not recorded as ROU assets or lease liabilities on the Company’s consolidated balance sheets, and the related lease payments are recognized in earnings on a straight-line basis over the lease term. F-14 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For certain leases relating to automobiles, information technology equipment and office equipment, the Company utilizes the portfolio approach. Under this approach, the Company combines and accounts for leases with similar characteristics (e.g., lease term, discount rates, etc.) as a single lease (as a portfolio), provided its application is not materially different when compared to the application at the individual lease level. See Note 6 – Leases for further information. Concentration of Credit Risk The Company is a worldwide manufacturer, marketer and seller of skin care, makeup, fragrance and hair care products. The Company’s sales subject to credit risk are made primarily to department stores, duty-free retailers, specialty-multi retailers, online pure players, perfumeries and pharmacies, and salons and spas. The Company grants credit to qualified customers. While the Company does not believe it is exposed significantly to any undue concentration of credit risk at this time, it continues to monitor its customers' abilities, individually and collectively, to make timely payments. The Company’s largest customer for the year ended June 30, 2026 sells products primarily in China travel retail. This customer accounted for $ 161 million, or 10 %, and $ 97 million, or 7 %, of the Company's accounts receivable at June 30, 2026 and 2025, respectively. Revenue Recognition Performance Obligations The Company recognizes revenue at a point in time when it satisfies a performance obligation by transferring control over a product and other promised goods and services to a customer. The Company sells wholesale to customers in distribution channels that include department stores, travel retail, specialty-multi retailers, perfumeries and pharmacies, salons/spas and through various online sites operated by authorized retailers, including pure-play sites. The primary performance obligation related to these channels of distribution is product sales where revenue is recognized as control of the product transfers to the customer. In the Americas region, revenue is generally recognized at the time the product is made available and provided to the customer’s carrier at the Company’s location, and in the Europe, the United Kingdom and Ireland and Emerging Markets, Asia/Pacific and Mainland China regions, revenue is generally recognized based upon the customer’s receipt. The Company has certain arrangements with customers whereby it is responsible for shipping and handling through the named place of destination, which occurs after the customer has obtained control. As a result, the Company has made a policy election that permits the Company to account for shipping and handling activities that occur after the customer has obtained control of a good as a fulfillment cost rather than as an additional promised service. For these arrangements, the Company accrues all shipping and handling expenses related to the shipped products in the period that the revenue is recognized. The Company also sells direct to consumers across freestanding stores, its brands' websites and through third-party online platforms. At Company-operated freestanding stores, revenue is recognized when control of the product is transferred at the point of sale. Revenue from online sales is recognized when control of the product is transferred, generally based upon the consumer’s receipt. In connection with the sale of product, the Company may provide other promised goods and services that are deemed to be performance obligations. These are comprised of gift with purchase and purchase with purchase promotions, customer loyalty program obligations, gift cards and other promotional products including samples and testers. The Company provides gift with purchase promotional products to certain customers generally without additional charge and also provides purchase with purchase promotional products to certain customers at a discount in relation to prices charged for saleable product. Revenue is allocated between saleable product, gift with purchase product and purchase with purchase product based on the estimated relative standalone selling prices. Revenue is deferred and ultimately recognized based on the timing differences, if any, between when control of these promotional products and control of the related saleable products transfer to the Company’s customer (e.g., a third-party retailer), which is calculated based on the weighted-average number of days between promotional periods. The estimated standalone selling price allocated to these promotional products is based on a cost plus margin approach. F-15 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The Company offers a number of different loyalty programs to its customers across brands, regions and distribution channels including points-based programs, tier-based programs and other programs. Revenue is allocated between the saleable product and the material right loyalty obligations based on relative standalone selling prices when the consumer purchases the products that are earning them the right to the future benefits. Deferred revenue related to the Company’s loyalty programs is estimated based on the standalone selling price and is adjusted for an estimated breakage factor. Standalone selling price is determined primarily using the observable market price of the good or service benefit if it is sold by the Company or a cost plus margin approach for goods/services not directly sold by the Company. Breakage rates consider historical patterns of redemption and/or expiration. Revenue is recognized when the benefits are redeemed or expire. The Company also offers gift cards through Company-operated freestanding stores and Company-owned websites. The related deferred revenue is estimated based on expected breakage that considers historical patterns of redemption taking into consideration escheatment laws as applicable. In situations where promotional products are provided by the Company to its customers at the same time as the related saleable product, such as shipments of samples and testers, the cost of these promotional products are recognized as a cost of sales at the same time as the related revenue is recognized and no deferral of revenue is required. Product Returns, Sales Incentives and Other Forms of Variable Consideration In measuring revenue and determining the consideration the Company is entitled to as part of a contract with a customer, the Company takes into account the related elements of variable consideration. Such elements of variable consideration include product returns and sales incentives, such as volume rebates and discounts, markdowns, margin adjustments and early-payment discounts. The Company also enters into arrangements containing other forms of variable consideration and makes payments to certain of its customers related to demonstration, advertising and counter construction. These activities may be arranged either with unrelated third parties or in conjunction with the customer. To the extent the Company receives a distinct good or service in exchange for consideration and the fair value of the benefit can be reasonably estimated, the Company’s share of the demonstration and advertising costs of these transactions (regardless of to whom they were paid) are reflected in Selling, general and administrative expenses in the accompanying consolidated statements of earnings (loss), and for counter construction, the costs are capitalized into property, plant and equipment and depreciated over their useful lives into Selling, general and administrative expenses in the accompanying consolidated statements of earnings (loss). When the Company does not receive a distinct good or service or for which the Company cannot reasonably estimate the fair value of the good or service in these types of arrangements, the consideration payable to the customer is recorded as an adjustment to revenue at the later of when (i) the Company recognizes revenue for the transfer of the related goods or services to the customer, or (ii) the Company pays, or promises to pay, the consideration. For the sale of goods with a right of return, the Company only recognizes revenue for the consideration it expects to be entitled to (considering the products to be returned) and records a sales return accrual within Other accrued liabilities for the amount it expects to credit back its customers. In addition, the Company recognizes an asset included in Inventory and promotional merchandise and a corresponding adjustment to Cost of sales for the right to recover goods from customers associated with the estimated returns. The sales return accrual and corresponding asset include estimates that directly impact reported net sales. These estimates are calculated based on a history of actual returns, estimated future returns and information provided by retailers regarding their inventory levels. Consideration of these factors results in an estimate for anticipated sales returns that reflects increases or decreases related to seasonal fluctuations. In addition, as necessary, sales return accruals and the related assets may be established for significant future known or anticipated events. The types of known or anticipated events that are considered, and will continue to be considered, include the financial condition of the Company’s customers, store closings by retailers, changes in the retail environment and the Company’s decision to continue to support new and existing products. The Company estimates sales incentives and other variable consideration using the most likely amount method and records accruals within Other accrued liabilities when control of the related product is transferred to the customer. Under this method, certain forms of variable consideration are based on expected sell-through results, which requires subjective estimates. These estimates are supported by historical results as well as specific facts and circumstances related to the current period. F-16 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS See Note 14 – Revenue Recognition for further discussion and revenue disaggregated by geographic region . For revenue disaggregated by product category, see Note 23 – Segment Data and Related Information . Royalty Revenue - License Arrangements The Company has license arrangements for the license of the TOM FORD trademark to the Marcolin Group (“Marcolin”) for eyewear and Ermenegildo Zegna N.V. (“Zegna”) for fashionwear, which represents a revenue-generating activity in the ordinary course of business for the Company. The Company’s performance obligation is to license the TOM FORD trademark to Marcolin and to Zegna, which grants them the right to access the symbolic intellectual property. The licensing arrangements stipulate that licensees must pay a sales-based royalty, with a guaranteed minimum, to the Company. The Company satisfies its performance obligation over the license period as it fulfills its promise to grant the licensees rights to use and benefit from the intellectual property, as well as maintain the intellectual property. As such, revenue for both the Marcolin and Zegna arrangements is recognized over time. Royalty payments are collected on a quarterly basis. The Company expects the guaranteed minimum royalty amounts to be exceeded and, as a result, sales-based royalties will be recognized in the period in which the sales occur. The upfront payment received from Marcolin in connection with the license arrangement is recognized on a straight-line basis over the estimated economic life of the license. See Note 14 – Revenue Recognition for further information regarding the revenue recognition impacts. Advertising and Promotion Global net advertising, marketing, promotion and product development expenses of $ 3,726 million, $ 3,643 million and $ 3,657 million in fiscal 2026, 2025 and 2024, respectively, are recorded in Selling, general and administrative expenses in the accompanying consolidated statements of earnings (loss) and are expensed as incurred. The cost of certain promotional products, including samples and testers, are classified within Cost of sales in the accompanying consolidated statements of earnings (loss). Research and Development Research and development expenses of $ 278 million, $ 316 million and $ 360 million in fiscal 2026, 2025 and 2024, respectively, are recorded in Selling, general and administrative expenses in the accompanying consolidated statements of earnings (loss) and are expensed as incurred. Shipping and Handling Shipping and handling expenses of $ 731 million, $ 729 million and $ 792 million in fiscal 2026, 2025 and 2024, respectively, are recorded in Selling, general and administrative expenses in the accompanying consolidated statements of earnings (loss) and include distribution center costs, promotional shipping costs, third-party logistics costs and outbound freight. Royalty Fees - License Arrangements The Company’s license agreements where it is the licensee provide the Company with worldwide rights to manufacture, market and sell beauty and beauty-related products (or particular categories thereof) using the licensors’ trademarks. The Company's current license arrangements have an initial term of approximately 5 years to 10 years, and are renewable subject to the Company’s compliance with the license agreement provisions. As of June 30, 2026, the remaining terms considering available renewal periods range from 4 years to 24 years. Under each license, the Company is required to pay royalties to the licensor, at least annually, based on net sales to third parties. Certain license agreements may require minimum royalty payments, incremental royalties based on net sales levels and minimum spending on advertising and promotional activities. Royalty expenses are accrued in the period in which net sales are recognized while advertising and promotional expenses are accrued at the time these costs are incurred. F-17 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Stock-Based Compensation The Company records stock-based compensation, measured at the fair value of the awards that are ultimately expected to vest, as an expense in the consolidated financial statements, net of estimated forfeitures. All excess tax deficiencies and tax benefits related to stock-based compensation awards are recorded as income tax expense or benefit in the accompanying consolidated statements of earnings (loss). Income Taxes The Company calculates and provides for income taxes in each tax jurisdiction in which it operates. As the application of various tax laws relevant to the Company’s global business is often uncertain, significant judgment is required in determining the Company’s annual tax expense and in evaluating the Company’s tax positions. The provision for income taxes includes the amounts payable or refundable for the current year, the effect of deferred taxes and impacts from uncertain tax positions. The Company recognizes deferred tax assets and liabilities for future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax basis, net operating losses, tax credit and other carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates when the assets and liabilities are expected to be realized or settled. The Company regularly reviews deferred tax assets for realizability and establishes valuation allowances based on available evidence including historical operating losses, projected future taxable income, expected timing of the reversals of existing temporary differences, and appropriate tax planning strategies. If the Company’s assessment of the realizability of a deferred tax asset changes, an increase to a valuation allowance will result in a reduction of net earnings at that time, while the reduction of a valuation allowance will result in an increase of net earnings at that time. The Company provides uncertain tax position reserves for U.S. federal, state, local and foreign tax exposures relating to periods subject to audit. The development of these reserves requires judgments about tax issues, potential outcomes and timing, and is a subjective critical estimate. The Company assesses its tax positions and records tax benefits for all years subject to examination based upon management’s evaluation of the facts, circumstances, and information available at the reporting dates. For those tax positions where it is more-likely-than-not that a tax benefit will be sustained, the Company has recorded the largest amount of tax benefit with a greater than 50% likelihood of being realized upon settlement with a tax authority that has full knowledge of all relevant information. For those tax positions where it is more-likely-than-not that a tax benefit will not be sustained, no tax benefit has been recognized in the consolidated financial statements. The Company classifies applicable interest and penalties as a component of the provision for income taxes. Although the outcome relating to these exposures is uncertain, in management’s opinion adequate provisions for income taxes have been made for estimable potential liabilities emanating from these exposures. If actual outcomes differ materially from these estimates, they could have a material impact on the Company’s consolidated net earnings (loss). Redeemable Noncontrolling Interest On May 18, 2021, the Company acquired additional shares in DECIEM , a Toronto-based skin care company. The Company originally acquired a minority interest in DECIEM in June 2017. The acquisition of additional shares increased the Company's equity interest and was considered a step acquisition. As part of the increase in the Company's investment, the Company was granted the right to purchase (“Call Option”), and granted the remaining investors a right to sell to the Company (“Put Option”), the remaining interests after a three-yea r period, with a purchase price based on the future performance of DECIEM (the “net Put (Call) Option”). F-18 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS As a result of this redemption feature, the Company recorded redeemable noncontrolling interest, at its acquisition‑date fair value, that was classified as mezzanine equity in the accompanying consolidated balance sheets. Noncontrolling interest is adjusted each reporting period for income attributable to the noncontrolling interest. Each reporting period, an adjustment, if any, is then recorded to adjust the noncontrolling interest to the higher of either the redemption value, assuming it was redeemable at the reporting date, or its carrying value. If and when applicable, these adjustments are recorded in Paid-in capital and are not reflected in the accompanying consolidated statements of earnings (loss). In addition, based on the Company's policy election, if the redemption value exceeds the fair value of the noncontrolling interest on a cumulative basis, an adjustment is recorded in Retained earnings and the Company will adjust Net earnings (loss) attributable to The Estée Lauder Companies Inc. as required by the two-class method when calculating net earnings per common share. Prior to May 31, 2024, the fair value of the noncontrolling interest per share was calculated by incorporating significant assumptions including the starting equity value, revenue growth rates and earnings before interest, taxes, depreciation and amortization (“EBITDA”) and the following key assumptions into the Monte Carlo method: risk-free rate, term to mid of last twelve-month period, operating leverage adjustment, net sales discount rate, EBITDA discount rate, EBITDA volatility and net sales volatility. The Company was not required to record any adjustments, as described above. On May 31, 2024, the Company purchased the remaining interest of approximately 24 % on a fully diluted basis in DECIEM at a contractually calculated amount pursuant to the terms of the net Put (Call) Option, which resulted in the settlement of the redeemable noncontrolling interest and DECIEM stock options for $ 743 million and $ 114 million, respectively. Transaction costs associated with the purchase were $ 2 million and were recorded as an adjustment to Paid-in capital. As this purchase did not result in a change in control of DECIEM, the change in ownership interest was accounted for as an equity transaction. Differences between the balance of the redeemable noncontrolling interest at the date of redemption of the remaining interests and the consideration paid were recognized in Paid-in capital in the accompanying consolidated balance sheets and are not reflected in the accompanying consolidated statements of earnings (loss). As such, any adjustments in the consideration paid will be recognized in Paid-in capital. Payments for the acquisition of redeemable noncontrolling interest, inclusive of transaction costs, are classified as financing activities and payments to settle the DECIEM stock option liability are classified within operating activities within the accompanying consolidated statements of cash flows. As of June 30, 2026, the consideration paid to acquire the remaining interest is subject to the final calculation of the purchase price pursuant to the contract. These adjustments are not expected to be material. Recently Adopted Accounting Standards FASB ASU No. 2023-09 – Improvements to Income Tax Disclosures (Topic 740) In December 2023, the FASB issued authoritative guidance to amend and enhance existing annual in come tax disclosures primarily focusing on two reporting areas: (1) greater disaggregation of information in the effective tax rate reconciliations and (2) disclosure of income taxes paid, disaggregated by applicable jurisdiction. Companies are required to use specific categories to prepare and disclose a tabular rate reconciliation (using both percentages and reporting currency amounts) of: • the reported income tax expense (or benefit) from continuing operations and the product of the income (or loss) from continuing operations before income taxes and the applicable statutory federal income tax rate of the jurisdiction of domicile; and • reconciling items within certain categories that are equal to or greater than a specified quantitative threshold, including the nature, effect, and underlying causes of the reconciling items and the judgment used in categorizing the reconciling items. The guidance also requires companies to disclose the amount of income taxes paid (net of refunds received) disaggregated by federal, state, and foreign jurisdictions including individual jurisdictions with amounts paid equal to or greater than a specified quantitative threshold. The guidance also codifies existing U.S. Securities and Exchange Commission ("SEC") rules that require companies to disclose income (or loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign as well as income tax expense (or benefit) from continuing operations disaggregated by federal, state, and foreign jurisdictions. Effective for the Company: The guidance became effective for the Company’s fiscal year ended June 30, 2026 Form 10-K and has been applied on a retrospective basis . F-19 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Impact on consolidated financial statement s: The Company applied the disclosure requirements as required by the amendment. Such information is included in Note 8 – Income Taxes and Note 22 – Statement of Cash Flows . Recently Issued Accounting Standards FASB ASU No. 2026-02 – Environmental Credits and Environmental Credit Obligations (Topic 818) In May 2026, the FASB issued authoritative guidance establishing requirements for the recognition, measurement, presentation and disclosure of environmental credits and environmental credit obligations. Environmental credit assets should be recognized and measured, including both initial and subsequent measurement, based on their intended use as well as how the credits are obtained. Costs for environmental credits that do not meet the asset recognition criteria are expensed as incurred. Environmental credit obligation liabilities are measured based on the carrying amount of the environmental credit owned that are considered probable of being used to settle the obligation (funded portion), with any excess liability measured based on the fair value of the environmental credits necessary to settle that portion of the liability (unfunded portion) at the reporting date, with certain exceptions. Environmental credit assets and environmental credit obligations should be presented separately within an entity’s consolidated balance sheet. Entities are required to provide several quantitative and qualitative disclosures for their environmental credits and environmental obligations in annual reporting periods. Effective for the Company : The guidance becomes effective for the Company’s first quarter of fiscal 2029 and is applied on a retrospective basis through a cumulative-effect adjustment to the opening balance of retained earnings (prior reporting periods are not recast). Early adoption is permitted as of the beginning of an annual reporting period. Impact on consolidated financial statements : The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements. FASB ASU No. 2025-10 – Accounting for Government Grants Received by Business Entities (Topic 832) In December 2025, the FASB issued authoritative guidance on the recognition, measurement, and presentation of government grants received by business entities. A government grant is defined as a transfer of a monetary asset or a tangible nonmonetary asset, other than in an exchange transaction, from a government to an entity. Government grants are recognized in earnings in the same periods that the costs for which the grant was intended to compensate are recognized. A government grant can be recognized once it is probable that both of the following conditions are met: (1) the company will comply with the conditions attached to the grant and (2) the grant will be received. The guidance differentiates between a grant related to an asset and a grant related to income, which is based on the purpose and conditions of the grant. A grant related to an asset is a government grant that is conditioned on the purchase, construction, or acquisition of an asset and is recognized on the balance sheet once the probable threshold is met and the related costs are incurred. The guidance allows companies to make an accounting policy election to use either a deferred income approach or a cost accumulation approach for recognition of a grant of an asset. A grant related to income is a government grant that does not meet the definition of a grant related to an asset and is recognized in earnings on a systematic and rational basis over the periods the related costs are recognized as expenses. The guidance allows alternative accounting policies for the financial statement presentation of a government grant, depending on the type of grant as well as new disclosure requirements for grants related to an asset and grants of tangible nonmonetary assets. Effective for the Company : The guidance becomes effective for the Company’s first quarter of fiscal 2030. The guidance can be applied on a modified prospective basis, modified retrospective basis or a full retrospective basis. Early adoption is permitted. Impact on consolidated financial statements : The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements. F-20 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FASB ASU No. 2025-06 – Targeted Improvements to the Accounting for Internal-Use Software (Subtopic 350-40) In September 2025, the FASB issued authoritative guidance to modernize the accounting for the costs to develop software for internal use to align better with current software development methods, such as agile programming. Capitalization of eligible costs will begin when (1) management has authorized and committed to funding the software project, and (2) it is probable that the project will be completed and the software will be used to perform the function intended. In evaluating whether it is probable the project will be completed, entities are required to consider whether there is significant uncertainty associated with the development activities of the software. The new standard does not change the types of costs that are capitalizable once the threshold for capitalization is met. Capitalization ceases when the software project is substantially complete and ready for its intended use, which typically occurs after all substantial testing is completed. Furthermore, the guidance supersedes website development costs guidance and incorporates the recognition requirements for website-specific development costs into Subtopic 350-40. The guidance clarifies that existing disclosure requirements under ASC 360 for property, plant and equipment apply to capitalized costs under the new standard, regardless of how the internal-use software is classified on the balance sheet or how it was acquired. Effective for the Company : The guidance becomes effective for the Company’s first quarter of fiscal 2029. The guidance can be applied prospectively, retrospectively or through a modified transition approach. Early adoption is permitted. Impact on consolidated financial statements : The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements. FASB ASU No. 2025-05 – Measurement of Credit Losses for Accounts Receivable and Contract Assets (Topic 326) In July 2025, the FASB issued guidance related to the estimation of expected credit losses for current accounts receivable and current contract assets. The amendment allows entities to elect a practical expedient to assume that current conditions as of the balance sheet date do not change for the remaining life of the asset in the development of a reasonable and supportable forecast as part of estimating expected credit losses. Entities electing the practical expedient are still required to adjust historical loss information to reflect current conditions to the extent that historical loss information does not reflect current conditions. An entity that elects to use the practical expedient is required to disclose that fact. Effective for the Company : The guidance becomes effective for the Company’s first quarter of fiscal 2027 and is applied prospectively. Early adoption is permitted. Impact on consolidated financial statements : The Company will elect to adopt the practical expedient beginning in the first quarter of fiscal 2027 on a prospective basis. The adoption of this practical expedient is not expected to have a material impact on the Company's consolidated financial statements. FASB ASU No. 2024-03 and 2025-01 – Disaggregation of Income Statement Expenses (Subtopic 220-40) In November 2024 and January 2025, the FASB issued authoritative guidance requiring disclosures, in a tabular format in the notes to the consolidated financial statements, on the disaggregation of relevant expense captions that are included on the face of the consolidated statement of earnings (loss) within continuing operations. The relevant expense captions are required to be disaggregated into natural expense categories including purchases of inventory, employee compensation, depreciation and intangible asset amortization. The guidance also requires certain expenses, gains or losses that require disclosure under existing U.S. GAAP, and that are recorded in a relevant expense caption on the face of the consolidated statement of earnings (loss), to be presented in the same tabular disclosure. Qualitative disclosures about any remaining amounts in relevant expense line items are required as well. In addition, companies are required to disclose the total amount of selling expenses and, on an annual basis, how it defines selling expenses. Effective for the Company : The guidance is effective for the Company’s fiscal year ending June 30, 2028 Form 10-K and then in interim periods beginning in the Company’s first quarter of fiscal 2029. Early adoption is permitted. The guidance should be applied on a prospective basis; however, retrospective application is permitted. Impact on consolidated financial statements : The Company is currently evaluating the impact that this guidance will have on its consolidated financial statement disclosures. F-21 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 3 – INVENTORY AND PROMOTIONAL MERCHANDISE Inventory and promotional merchandise consists of the following: June 30, (In millions) 2026 2025 Raw materials $ 581 $ 631 Work in process 241 283 Finished goods 1,017 996 Promotional merchandise 160 164 Total inventory and promotional merchandise $ 1,999 $ 2,074 NOTE 4 – PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consists of the following: June 30, ($ in millions) 2026 2025 Assets (Useful Life) Land and improvements (1) $ 71 $ 75 Buildings and improvements ( 10 to 40 years) 1,010 1,057 Machinery and equipment ( 3 to 20 years) 1,391 1,429 Computer hardware and software ( 2 to 10 years) 2,098 1,926 Furniture and fixtures ( 5 to 10 years) 142 145 Leasehold improvements 2,687 2,631 Construction in progress 263 462 Total property, plant and equipment, gross 7,662 7,725 Less accumulated depreciation and amortization ( 4,857 ) ( 4,553 ) Total property, plant and equipment, net $ 2,805 $ 3,172 (1) Land improvements are depreciated over a 10 year useful life. Depreciation and amortization of property, plant and equipment was $ 708 million, $ 684 million and $ 663 million in fiscal 2026, 2025 and 2024, respectively. Depreciation and amortization related to the Company’s manufacturing process is included in Cost of sales, accelerated depreciation and amortization related to the restructuring component of the Profit Recovery and Growth Plan is included in Restructuring and other charges and all other depreciation and amortization is included in Selling, general and administrative expenses in the accompanying consolidated statements of earnings (loss). F-22 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 5 – GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill The Company assigns goodwill at the time of acquisition to a reporting unit, which is one level below the Company's operating segments. The skin care, makeup, fragrance and hair care product categories are the Company's operating segments. The following table presents goodwill by product category and the related change in the carrying amount: (In millions) Skin Care Makeup Fragrance Hair Care Total Balance as of June 30, 2024 Goodwill $ 1,612 $ 1,116 $ 253 $ 353 $ 3,334 Accumulated impairments ( 429 ) ( 732 ) ( 30 ) — ( 1,191 ) 1,183 384 223 353 2,143 Impairment charges — ( 13 ) — — ( 13 ) Translation adjustments, goodwill 4 — 7 — 11 Translation adjustments, accumulated impairments ( 6 ) — — — ( 6 ) ( 2 ) ( 13 ) 7 — ( 8 ) Balance as of June 30, 2025 Goodwill 1,616 1,116 260 353 3,345 Accumulated impairments ( 435 ) ( 745 ) ( 30 ) — ( 1,210 ) 1,181 371 230 353 2,135 Goodwill acquired during the year — — 13 — 13 Translation adjustments, goodwill ( 73 ) — ( 2 ) — ( 75 ) Translation adjustments, accumulated impairments 34 — — — 34 ( 39 ) — 11 — ( 28 ) Balance as of June 30, 2026 Goodwill 1,543 1,116 271 353 3,283 Accumulated impairments ( 401 ) ( 745 ) ( 30 ) — ( 1,176 ) Total goodwill $ 1,142 $ 371 $ 241 $ 353 $ 2,107 Other Intangible Assets Other intangible assets primarily include trademarks and customer lists, as well as patents, resulting from or related to businesses and assets purchased by the Company. Indefinite-lived intangible assets (e.g., trademarks) are not subject to amortization and are assessed at least annually for impairment as of the beginning of the fiscal fourth quarter or more frequently if certain events or circumstances exist. Definite-lived intangible assets (e.g., customer lists) are amortized on a straight-line basis over their expected period of benefit, approximately 7 years to 14 years. The costs incurred and expensed by the Company to extend or renew the term of acquired intangible assets during fiscal 2026, 2025 and 2024 were not material to the Company’s consolidated statements of earnings (loss). F-23 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Other intangible assets consist of the following: June 30, 2026 June 30, 2025 (In millions) Gross Carrying Value Accumulated Amortization Total Net Book Value Gross Carrying Value Accumulated Amortization Total Net Book Value Amortizable intangible assets: Customer lists and other $ 1,870 $ 1,372 $ 498 $ 1,984 $ 1,348 $ 636 Non-amortizable intangible assets: Trademarks 3,081 3,123 Total other intangible assets, net $ 3,579 $ 3,759 The aggregate amortization expense related to amortizable intangible assets for fiscal 2026, 2025 and 2024 was $ 105 million, $ 131 million and $ 144 million, respectively. The estimated aggregate amortization expense for each of the next five fiscal years is as follows: Fiscal (In millions) 2027 2028 2029 2030 2031 Estimated aggregate amortization expense $ 86 $ 69 $ 67 $ 65 $ 48 Fiscal 2025 Impairment Analysis For further information on the Company's policies relating to its impairment assessment of goodwill and other indefinite-lived intangible assets and long-lived assets, see Goodwill and Other Indefinite-lived Intangible Assets and Long-Lived Assets within Note 2 – Summary of Significant Accounting Policies. During the fiscal 2025 second quarter, the TOM FORD brand experienced lower-than-expected growth within key geographic regions and channels, including in mainland China, Asia travel retail and Hong Kong SAR. Also during the fiscal 2025 second quarter, the Too Faced reporting unit experienced lower-than-expected results in key geographic regions and channels. As a result, the Company made revisions to the internal forecasts relating to its TOM FORD brand and Too Faced reporting unit. Additionally, there were increases in the weighted average cost of capital for both the TOM FORD brand and Too Faced reporting unit as compared to the prior-year annual goodwill and other indefinite-lived intangible asset impairment testing as of April 1, 2024. The Company concluded that the changes in circumstances in the TOM FORD brand and Too Faced reporting unit, along with increases in the weighted average cost of capital, triggered the need for interim impairment reviews of the TOM FORD trademark and the Too Faced trademark and goodwill. These changes in circumstances were also an indicator that the carrying amounts of Too Faced’s long-lived assets, including customer lists, may not be recoverable. Accordingly, the Company performed interim impairment tests for the TOM FORD and Too Faced trademarks and Too Faced goodwill as well as a recoverability test for the Too Faced long-lived assets as of December 31, 2024. The Company concluded that the carrying value of the trademark intangible assets exceeded their estimated fair values, which were determined utilizing the relief-from-royalty method, and recorded an impairment charge of $ 773 million for TOM FORD and $ 75 million for Too Faced. The Company concluded that the carrying amounts of the long-lived assets for Too Faced were recoverable. Additionally, as a result of the interim impairment review, the remaining carrying value of Too Faced’s goodwill was not recoverable and the Company recorded an impairment charge of $ 13 million, reducing the carrying value to zero . The significant assumptions used in the relief-from-royalty method include revenue growth rates and profit margins, terminal values, weighted average cost of capital used to discount future cash flows and royalty rates. The most significant unobservable input used to estimate the fair value of the TOM FORD and Too Faced trademark intangible assets was the weighted average cost of capital, which was 11.5 % and 14 %, respectively. F-24 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Based on the Company’s annual goodwill and other indefinite-lived intangible asset impairment testing as of April 1, 2025, the Company determined that the carrying value of the Dr.Jart+ and Too Faced trademarks exceeded their estimated fair values. As it relates to Dr.Jart+, a decision was made in the prior year in the reporting unit’s operating plan to exit the travel retail channel. A revised strategy was implemented that included increased direct investment in other areas of the business, including in mainland China, to support the brand’s future growth. However, given the lower-than-expected growth within key geographic regions in fiscal 2025, specifically within mainland China and Korea, it was determined that revisions to the internal forecasts were necessary which were finalized and approved in the fiscal 2025 fourth quarter in connection with the brand’s annual planning process, and reflected in the goodwill and other indefinite-lived intangible asset impairment testing as of April 1, 2025. The Too Faced reporting unit continued to experience lower-than-expected results in key geographic regions and channels and as such, it was determined that revisions to the internal forecasts were necessary. These changes in circumstances were also indicators that the carrying amounts of their respective long-lived assets, including customer lists, may not be recoverable. For purposes of calculating the estimated fair values of the trademark intangible assets, the Company utilized the relief-from-royalty method and recorded an impairment charge of $ 83 million for Dr.Jart+ and $ 50 million for Too Faced. The Company then performed a recoverability analysis of the Dr.Jart+ and Too Faced long-lived asset groups and, based on the estimated undiscounted cash flows of the asset groups, concluded that the carrying amount of the long-lived assets for Dr.Jart+ were not recoverable, whereas for Too Faced were recoverable. For purposes of calculating the impairment charge for the long-lived assets of Dr.Jart+, the asset group was determined to be the reporting unit. The estimated fair value of the asset group was based upon an equal weighting of the income and market approaches, utilizing estimated cash flows and a terminal value, discounted at a rate of return that reflects the relative risk of the cash flows, as well as valuation multiples derived from comparable publicly traded companies that are applied to operating performance of the asset group. As a result, the calculated impairment charge to be allocated to the long-lived assets of Dr.Jart+ was $ 292 million. The Company concluded that the carrying value of the Dr.Jart+ customer list intangible asset exceeded its estimated fair value, which was determined utilizing the multi-period excess earnings income approach by discounting the incremental after-tax cash flows over multiple periods. The estimated fair value of all other long-lived assets of Dr. Jart+ exceeded their carrying values. As a result, the $ 292 million impairment charge was allocated entirely to the Dr.Jart+ customer list intangible asset. The significant assumptions used in the calculations of the Dr.Jart+ and Too Faced trademark and Dr.Jart+ customer list impairments include revenue growth rates and profit margins, terminal values, weighted average cost of capital used to discount future cash flows and royalty rates for trademarks. The most significant unobservable input used to estimate the impairments was the weighted average cost of capital, which was 10.5 % for Dr.Jart+ for both the trademark and customer list impairments, and 13.5 % for Too Faced. F-25 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS A summary of the impairment charges for the three and twelve months ended June 30, 2025 and the remaining trademark, customer list and goodwill carrying values as of June 30, 2025, for the TOM FORD brand and the Too Faced and Dr.Jart+ reporting units, are as follows: Impairment Charges (1) Carrying Value (In millions) Three Months Ended June 30, 2025 Twelve Months Ended June 30, 2025 As of June 30, 2025 Brand/Reporting Unit Geographic Region Trademark Customer List Goodwill Trademark Customer List Goodwill Trademark (2) Customer List Goodwill TOM FORD The Americas $ — $ — $ — $ 773 $ — $ — $ 1,805 $ — $ — Too Faced The Americas 50 — — 125 — 13 62 50 — Dr.Jart+ (3) Asia/Pacific 83 292 — 83 292 — 42 189 — Total $ 133 $ 292 $ — $ 981 $ 292 $ 13 $ 1,909 $ 239 $ — (1) The date of the fair value measurement for the TOM FORD trademark intangible asset was December 31, 2024. The dates of the fair value measurement for the Too Faced trademark intangible asset and Too Faced reporting unit were December 31, 2024 and April 1, 2025. The date of the fair value measurement for the Dr. Jart+ trademark intangible asset and asset group was April 1, 2025. (2) The carrying values of the trademark intangible assets, immediately subsequent to the impairment charges, are equal to their estimated fair values. The carrying values as of June 30, 2025 are consistent with the carrying values at the fair value measurement date, with the exception of the impact of foreign currency translation for Dr.Jart+. (3) The carrying value of the Dr.Jart+ asset group, immediately subsequent to the customer list impairment charge, was equal to its estimated fair value. The impairment charge related to the TOM FORD trademark intangible asset of $ 773 million was reflected in the fragrance, makeup and other product categories of $ 549 million, $ 170 million and $ 54 million, respectively. The trademark and goodwill impairment charges related to Too Faced were reflected in the makeup product category. The trademark and customer list impairment charges related to Dr.Jart+ were reflected in the skin care product category. The aggregate trademark and customer list impairment charges are recorded in the Impairment of other intangible assets line item in the accompanying consolidated statements of earnings (loss). Fiscal 2024 Impairment Analysis Based on the Company’s annual goodwill and other indefinite-lived intangible asset impairment testing as of April 1, 2024, the Company determined that the carrying value of the Dr.Jart+ reporting unit and trademark exceeded their estimated fair values. Given the lower-than-expected growth within key geographic regions, the reporting unit has made a strategic shift in its operating plan to exit the travel retail channel. This revised strategy also includes increased direct investment in other areas of the business, including in mainland China, to support the brand’s future growth. As a result of these changes in strategy, the Company made revisions to the internal forecasts relating to the Dr.Jart+ reporting unit which were finalized and approved in the fiscal 2024 fourth quarter, and reflected in the goodwill and other indefinite-lived intangible asset impairment testing as of April 1, 2024. These changes in circumstances were also indicators that the carrying amounts of its respective long-lived assets may not be recoverable. The Company concluded that the carrying value of the trademark intangible asset exceeded its estimated fair value, which was determined utilizing the relief-from-royalty method to determine discounted projected future cash flows and recorded an impairment charge of $ 180 million. The Company then performed a recoverability analysis of the Dr.Jart+ long-lived asset group and, based on the estimated undiscounted cash flows of the asset group, concluded that the carrying amount of the long-lived assets were recoverable. After adjusting the carrying value of the trademark, the Company completed a quantitative impairment test for goodwill. As the carrying value of the reporting unit exceeded its estimated fair value, the Company recorded a goodwill impairment charge of $ 291 million. The estimated fair value of the reporting unit was based upon an equal weighting of the income and market approaches, utilizing estimated cash flows and a terminal value, discounted at a rate of return that reflects the relative risk of the cash flows, as well as valuation multiples derived from comparable publicly traded companies that are applied to operating performance of the reporting unit. The significant assumptions used in these approaches include revenue growth rates and profit margins, terminal value, weighted average cost of capital used to discount future cash flows, comparable market multiples for the reporting unit, and royalty rate for the trademark. The most significant unobservable input used to estimate the fair value of the reporting unit and trademark intangible asset was the weighted average cost of capital, which was 10.5 %. F-26 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS A summary of the impairment charges for the twelve months ended June 30, 2024 and the remaining trademark and goodwill carrying values as of June 30, 2024 are as follows: Impairment Charges (1) Carrying Value (In millions) Twelve Months Ended June 30, 2024 As of June 30, 2024 Brand/Reporting Unit Geographic Region Trademark Goodwill Trademark (2) Goodwill Dr.Jart+ Asia/Pacific $ 180 $ 291 $ 129 $ — (1) The date of the fair value measurement for the Dr.Jart+ reporting unit and trademark intangible asset was April 1, 2024. (2) The carrying value of the trademark intangible asset, immediately subsequent to the impairment charge, is equal to its estimated fair value. The carrying value as of June 30, 2024 is consistent with the carrying value at the fair value measurement date, with the exception of the impact of foreign currency translation. The impairment charges for the twelve months ended June 30, 2024 were reflected in the skin care product category. NOTE 6 – LEASES The Company has operating and finance leases primarily for real estate properties, including corporate offices, facilities to support the Company’s manufacturing, assembly, research and development and distribution operations and retail stores, as well as information technology equipment, automobiles and office equipment, with remaining terms of approximately 1 year to 54 years. Some of the Company’s lease contracts include options at commencement to extend the leases for up to 30 years, while others include options to terminate the leases within 25 years. A summary of total lease costs and other information relating to the Company’s finance and operating leases is as follows: June 30, ($ in millions) 2026 2025 2024 Total lease cost Finance lease cost: Amortization of right-of-use assets $ 6 $ 9 $ 11 Interest on lease liabilities — — — Operating lease cost 520 496 458 Short-term lease cost 40 32 45 Variable lease cost 234 252 227 Total $ 800 $ 789 $ 741 Other information Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows from finance leases $ 3 $ 5 $ 10 Operating cash flows from operating leases $ 505 $ 515 $ 489 Right-of-use assets obtained in exchange for new finance lease liabilities $ 1 $ — $ 1 Right-of-use assets obtained in exchange for new operating lease liabilities $ 293 $ 537 $ 466 Weighted-average remaining lease term – finance leases 16 years 16 years 16 years Weighted-average remaining lease term – operating leases 8 years 8 years 9 years Weighted-average discount rate – finance leases 0.2 % 0.2 % 0.3 % Weighted-average discount rate – operating leases 3.0 % 2.8 % 2.8 % F-27 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The total future minimum lease payments, over the remaining lease term, relating to the Company’s operating and finance leases for each of the next five fiscal years and thereafter is as follows: (In millions) Operating Leases Finance Leases Fiscal 2027 $ 447 $ 3 Fiscal 2028 350 2 Fiscal 2029 264 2 Fiscal 2030 209 2 Fiscal 2031 176 2 Thereafter 735 17 Total future minimum lease payments 2,181 28 Less imputed interest ( 241 ) — Total $ 1,940 $ 28 Operating and finance lease liabilities included in the consolidated balance sheet are as follows: June 30, 2026 2025 (In millions) Operating Leases Finance Leases Operating Leases Finance Leases Total current liabilities $ 399 $ 3 $ 406 $ 3 Total noncurrent liabilities 1,541 25 1,744 28 Total $ 1,940 $ 28 $ 2,150 $ 31 The ROU assets and lease liabilities related to finance leases are included in Other assets and in Current debt and Long-term debt , respectively, in the accompanying consolidated balance sheets as of June 30, 2026 and 2025. NOTE 7 – CHARGES ASSOCIATED WITH RESTRUCTURING AND OTHER ACTIVITIES Restructuring Program Component of the Profit Recovery and Growth Plan As announced on November 1, 2023, the Company launched the Profit Recovery and Growth Plan ("PRGP"), to help progressively rebuild its profit margins in fiscal years 2025 and 2026. The PRGP is focused on rebuilding stronger, more sustainable profitability, supporting sales growth acceleration and increasing speed and agility. The plan is designed to improve gross margin, lower the cost base and reduce overhead expenses, while increasing investments in key consumer-facing activities. As a component of the PRGP, on February 5, 2024, the Company announced a two-year restructuring program. The restructuring program’s main focus included the reorganization and rightsizing of certain areas of the Company as well as simplification and acceleration of processes. The Company committed to this course of action on February 1, 2024. In connection with the restructuring program, the Company estimated a net reduction in the range of approximately 1,800 to 3,000 positions globally. This reduction took into account the elimination of some positions as well as retraining and redeployment of certain employees in select areas. The Company planned to substantially complete specific initiatives under the restructuring program through fiscal 2026, and expected that the restructuring program would result in restructuring and other charges totaling between $ 500 million and $ 700 million, before taxes, consisting of employee-related costs, asset-related costs, contract terminations and other costs associated with implementing these initiatives. F-28 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS After reviewing additional potential initiatives and the progress of previously approved initiatives, on February 3, 2025, the Company committed to the expansion of the PRGP, including an expansion of the restructuring program, with updated ranges of net reductions in positions globally and expected restructuring and other charges, as discussed below. The expansion of the overall PRGP is focused on three key areas: (i) adopt a more competitive approach to procurement, a key pillar of savings, by further consolidating spending and strategically re-evaluating key supplier relationships; (ii) further improve efficiencies within our supply chain network through a zero-waste approach, aiming to improve demand forecasting and innovation planning to minimize excess inventory and product destruction; and (iii) outsource select services to proven global partners. The expanded component of the restructuring program, as noted above, began during the Company’s fiscal 2025 third quarter with all initiatives expected to be approved by the end of fiscal 2026, with specific initiatives under the expanded component of the restructuring program expected to be substantially completed by the end of fiscal 2027. The focus of the overall expanded restructuring program (now, collectively the “Restructuring Program”) includes (i) reorganization and rightsizing of certain areas, (ii) simplification and acceleration of processes, (iii) outsourcing of select services and (iv) evolution of go-to-market footprint and selling models. As of June 30, 2026, approvals under the Restructuring Program concluded, and by the end of fiscal 2027, the cumulative approved initiatives are expected to be substantially completed. In connection with the Restructuring Program, the Company had initially expected a net reduction in the range of approximately 5,800 to 7,000 positions globally, which was updated during fiscal 2026 to a range of 9,000 to 10,000 . Based on the total approved initiatives, as of June 30 2026, the Company estimates a final net reduction of approximately 10,000 positions globally. This net reduction takes into account the elimination of positions after retraining and redeployment of certain employees in select areas. The Company had initially expected that the Restructuring Program would result in restructuring and other charges totaling between $ 1,200 million and $ 1,600 million, before taxes, which was updated during fiscal 2026 to a range of $ 1,500 million and $ 1,700 million. Based on the total approved initiatives, as of June 30, 2026, the Company now estimates total restructuring and other charges of $ 1,748 million, before taxes, consisting of employee-related costs, asset-related costs, contract terminations and other costs associated with implementing these initiatives, which other than the non-cash charges, have been funded from cash provided by operations for initiatives implemented to date, and for the remaining initiatives are expected to result in future cash expenditures funded from cash provided by operations. Restructuring Program Approvals Cumulative charges for initiatives approved by the Company in connection with the Restructuring Program as of June 30, 2026 were: Sales Returns (included in Net Sales) Cost of Sales Operating Expenses Total (In millions) Restructuring Charges Other Charges Total Charges Approved Fiscal 2024 $ — $ — $ 109 $ 78 $ 187 Fiscal 2025 4 10 443 36 493 Fiscal 2026 39 5 760 264 1,068 Cumulative charges approved through June 30, 2026 $ 43 $ 15 $ 1,312 $ 378 $ 1,748 Included in the above table, cumulative restructuring charges for initiatives approved by the Company in connection with the Restructuring Program as of June 30, 2026, by major cost type, were: F-29 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (In millions) Employee- Related Costs Asset- Related Costs Contract Terminations Other Exit Costs Total Restructuring Charges Approved Fiscal 2024 $ 93 $ 7 $ — $ 9 $ 109 Fiscal 2025 419 7 3 14 443 Fiscal 2026 532 182 25 21 760 Cumulative charges approved through June 30, 2026 $ 1,044 $ 196 $ 28 $ 44 $ 1,312 Specific actions taken since the Restructuring Program inception include: • Enterprise Business Services – The Company approved initiatives in connection with the transformation of its global operating model to (i) consolidate certain service providers, (ii) expand outsourced services, and (iii) redesign and standardize the related end-to-end business processes, leveraging advanced technology to improve productivity. These actions will primarily result in other charges, including professional services related to the design, implementation and execution of the initiative. These charges include transition and transformation support, process design, and costs to support the global project management office for this initiative. These actions will also result in employee severance through a net reduction in workforce and contract termination charges. • Value Chain Optimization – The Company approved initiatives to reduce spans and layers, as well as right-size organizational capabilities and facilities within its supply chain and research and development functions and networks. These actions will primarily result in employee severance through a net reduction in workforce, as well as asset-related costs and costs to decommission and relocate activities. • Enabling Function Re-Invention – The Company approved initiatives to reorganize and right-size various corporate functions. Additionally, as a result of the reorganization and right-sizing of various areas of the organization as previously approved under the Restructuring Program, the Company approved initiatives to exit office leases. These activities will primarily result in employee severance through a net reduction in workforce and asset-related costs. • Future of Brand-led Model – The Company approved initiatives to reorganize and simplify its global marketing and creative operating model, as well as redesign spans and layers in its marketing, creative and other functions within the brand and product category structures to make them leaner, faster and more agile and drive greater efficiency and effectiveness. These activities will primarily result in employee severance through a net reduction in workforce. • Go-to-Market Operating Model Acceleration – The Company approved initiatives to optimize and right-size the organizational structure within its geographic regions to drive greater efficiency and effectiveness. Additionally, initiatives were approved to reorganize and optimize the selling model within its geographic regions, and to right-size select brand organizations, given its strategic focus on accelerating best-in-class consumer coverage, including its evolution toward high-growth channels, and the constant evaluation of its brand portfolio. These activities will result in employee severance through a net reduction in workforce, costs associated with sales returns and inventory write-offs, as well as asset-related costs. • Digital Organization Transformation – The Company approved initiatives to reorganize and right-size its technology functions, which support its internal enterprise operations and commercial capabilities in order to create a leaner, more efficient and more agile organization. Additionally, initiatives were approved to modernize the Company's direct-to-consumer digital technology infrastructure to deliver best-in-class omnichannel consumer experiences. These activities will primarily result in employee severance through a net reduction in workforce, as well as asset-related costs. Once the relevant accounting criteria have been met, the Company expects to record cumulative restructuring and other charges of approximately $ 1,748 million (before tax) in connection with these initiatives, which other than the non-cash charges, have been funded from cash provided by operations for initiatives implemented to date, and for the remaining initiatives, are expected to result in future cash expenditures funded from cash provided by operations. F-30 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Restructuring Program Restructuring and Other Charges The Company classifies restructuring charges as follows: Employee-Related Costs – Employee-related costs are primarily comprised of severance and other post-employment benefit costs, calculated based on salary levels, prior service and other statutory minimum benefits, if applicable. Asset-Related Costs – Asset-related costs primarily consist of asset write-offs or accelerated depreciation related to long-lived assets (including operating lease right-of-use assets) that will be taken out of service prior to their existing useful life as a direct result of a restructuring initiative. Contract Terminations – Costs related to contract terminations include continuing payments to a third party after the Company has ceased benefiting from the rights conveyed in the contract, or a payment made to terminate a contract prior to its expiration. Other Exit Costs – Other exit costs related to restructuring activities generally include costs to relocate facilities or employees, recruiting to fill positions as a result of relocation of operations, and outplacement for separated employees. The Company classifies other charges associated with restructuring activities as follows: Sales Returns and Cost of Sales – Product returns (offset by the related cost of sales) and inventory write-offs or write-downs as a direct result of an approved restructuring initiative to exit certain businesses or locations are recorded as a component of Net sales and/or Cost of sales when estimable and reasonably assured. Other Charges – Other charges related to the design and implementation of approved initiatives are charged to Operating expenses as incurred and primarily include the following: • Consulting and other professional services for transition support, transformational organization design of the future structures and processes, as well as the implementation and execution thereof; • Temporary labor backfill; • Costs to establish and maintain a Project Management Office for the duration of the Restructuring Program, including internal costs for employees dedicated solely to project management activities, and consulting services to assist with business case development and execution; and • Recruitment and training costs for new and reskilled employees to acquire and apply the capabilities needed to perform responsibilities as a direct result of an approved restructuring initiative. The Company records approved charges associated with restructuring and other activities once the relevant accounting criteria have been met. Total cumulative charges recorded associated with restructuring and other activities for the Restructuring Program were: Sales Returns (included in Net Sales) Cost of Sales Operating Expenses Total (In millions) Restructuring Charges Other Charges Total Charges Fiscal 2024 $ — $ — $ 92 $ 23 $ 115 Fiscal 2025 — 9 432 54 495 Fiscal 2026 13 ( 2 ) 608 205 824 Cumulative charges through June 30, 2026 $ 13 $ 7 $ 1,132 $ 282 $ 1,434 F-31 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (In millions) Employee- Related Costs Asset- Related Costs Contract Terminations Other Exit Costs Total Restructuring Charges Fiscal 2024 $ 90 $ 2 $ — $ — $ 92 Fiscal 2025 413 11 3 5 432 Fiscal 2026 514 64 22 8 608 Cumulative charges through June 30, 2026 $ 1,017 $ 77 $ 25 $ 13 $ 1,132 Changes in accrued restructuring charges from the Restructuring Program inception through June 30, 2026 were: (In millions) Employee- Related Costs Asset- Related Costs Contract Terminations Other Exit Costs Total Charges $ 90 $ 2 $ — $ — $ 92 Cash payments — — — — — Non-cash asset-related costs — ( 2 ) — — ( 2 ) Translation and other adjustments ( 2 ) — — — ( 2 ) Balance at June 30, 2024 88 — — — 88 Charges 413 11 3 5 432 Cash payments ( 126 ) — ( 1 ) ( 5 ) ( 132 ) Non-cash asset-related costs — ( 11 ) — — ( 11 ) Translation and other adjustments ( 6 ) — — — ( 6 ) Balance at June 30, 2025 369 — 2 — 371 Charges 514 64 22 8 608 Cash payments ( 261 ) ( 5 ) ( 2 ) ( 7 ) ( 275 ) Non-cash asset-related costs — ( 59 ) — — ( 59 ) Translation and other adjustments ( 14 ) — 1 — ( 13 ) Balance at June 30, 2026 $ 608 $ — $ 23 $ 1 $ 632 Accrued restructuring charges at June 30, 2026 relating to the Restructuring Program are expected to result in cash expenditures funded from cash provided by operations of approximately $ 530 million, $ 85 million, and $ 17 million for fiscal 2027, 2028, and 2029, respectively. Charges associated with restructuring and other activities are not allocated to the Company's product categories or geographic regions because they are centrally directed and controlled, are not included in internal measures of product category or geographic region performance and result from activities that are deemed Company-wide initiatives to redesign, resize and reorganize select areas of the business. F-32 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 8 – INCOME TAXES The provision for income taxes is comprised of the following: Year Ended June 30, (In millions) 2026 2025 2024 Current: Federal $ 176 $ 149 $ 185 Foreign 309 323 426 State and local 14 17 17 Total current provision for income taxes 499 489 628 Deferred: Federal ( 66 ) ( 235 ) ( 147 ) Foreign ( 83 ) ( 146 ) ( 111 ) State and local ( 15 ) ( 15 ) ( 7 ) Total deferred benefit for income taxes ( 164 ) ( 396 ) ( 265 ) Total provision for income taxes $ 335 $ 93 $ 363 Earnings (loss) before income taxes from the Company’s operations in the United States were $ 117 million, $( 1,813 ) million and $( 575 ) million for fiscal years 2026, 2025 and 2024, respectively. Earnings before income taxes from the Company’s foreign operations were $ 400 million, $ 773 million and $ 1,347 million for fiscal 2026, 2025 and 2024, respectively. On July 4, 2025, the One Big Beautiful Bill Act was enacted. This legislation includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act (the "TCJA"), modifications to the international tax framework and the restoration of certain business tax provisions. The legislation has multiple effective dates, with certain provisions becoming effective in fiscal 2026. The most impactful provision effective beginning in fiscal 2026 relates to the expansion of the business interest expense deduction limitation. The resulting increase in tax deductible interest expense reduced U.S. taxable income and increased the excess U.S. foreign tax credits generated which require a valuation allowance. The unfavorable impact of the One Big Beautiful Bill Act for fiscal 2026 was $ 52 million. In December 2021, the Organization for Economic Cooperation and Development issued "Pillar Two" Global Anti-Base Erosion model rules for countries to enact into domestic law that would establish a 15% global minimum tax applied on a country-by-country basis for multinational companies. In certain countries that have enacted legislation incorporating the global minimum tax, it became effective for the Company at the beginning of fiscal 2025. The estimated tax impact of such legislation has been included in the provision for income taxes for the fiscal years ended June 30, 2026 and 2025 and was not material. On August 26, 2024, the U.S. Tax Court issued a decision in Varian Medical Systems, Inc. v. Commissioner. The decision related to the TCJA deduction for certain deemed foreign dividends otherwise subject to the Transition Tax on unrepatriated earnings of applicable foreign subsidiaries. Based on the Company's evaluation of the technical merits of this decision, in fiscal 2025 the Company filed a protective refund claim with the U.S. Internal Revenue Service. Since the Company believed it was more-likely-than-not that such income tax benefit would not be sustained, the Company accrued a $ 73 million estimated tax benefit in the provision for income taxes in fiscal 2025, offset by an uncertain tax position reserve for the estimated $ 73 million Transition Tax at issue. As a result, there was no net impact to the provision for income taxes and accompanying consolidated statement of earnings (loss), or to the accompanying consolidated balance sheet as of and for the year ended June 30, 2025. On April 8, 2026, the U.S. Tax Court issued its second opinion in Varian Medical Systems v. Commissioner (“Varian Two”). In Varian Two, the U.S. Tax Court concluded that the TCJA deduction for certain deemed foreign dividends is limited to directly owned foreign subsidiaries while also clarifying the manner of calculating the impact of the allowable deduction on U.S. foreign tax credits. Following its evaluation of the technical merits of Varian Two, the Company has maintained its $ 73 million protective refund claim and continues to believe, based on the information available as of June 30, 2026, that it is more likely than not that such claim will not be sustained, and as such has not adjusted the previously recorded uncertain tax position reserve for the $ 73 million income tax benefit as of June 30, 2026. F-33 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS A reconciliation of the U.S. federal statutory income tax rate to the Company’s actual effective tax rate on earnings (loss) before income taxes, including the primary components, is as follows: Year Ended June 30, 2026 2025 (1)(2) 2024 ($ in millions) $ % $ % $ % Provision (benefit) for income taxes at statutory rate $ 109 21.0 % $ ( 218 ) 21.0 % $ 162 21.0 % Increase (decrease) due to: State and local income taxes, net of federal income tax effect (3) ( 1 ) ( 0.2 ) 1 ( 0.1 ) ( 2 ) ( 0.3 ) Foreign tax effects China Statutory income tax rate differential 14 2.7 13 ( 1.2 ) 22 2.8 Withholding tax 68 13.2 54 ( 5.2 ) 63 8.2 Other 3 0.6 3 ( 0.3 ) 3 0.4 Korea Statutory income tax rate differential — — ( 2 ) 0.2 ( 10 ) ( 1.3 ) Withholding tax 9 1.7 9 ( 0.9 ) 13 1.7 Nondeductible goodwill impairment — — — — 61 7.9 Other 2 0.4 ( 6 ) 0.6 6 0.8 Switzerland Statutory income tax rate differential ( 17 ) ( 3.3 ) ( 35 ) 3.4 ( 62 ) ( 8.0 ) Local income tax 7 1.4 14 ( 1.3 ) 8 1.0 Other 3 0.6 5 ( 0.5 ) 3 0.4 All other foreign jurisdictions (4) 134 25.9 82 ( 7.9 ) 135 17.4 Effects of cross-border tax laws Global intangible low-tax income (GILTI) 18 3.5 27 ( 2.6 ) 41 5.3 Subpart F income ( 21 ) ( 4.1 ) 35 ( 3.4 ) 58 7.5 Foreign derived intangible income (FDII) ( 25 ) ( 4.8 ) — — — — Branch income 14 2.7 19 ( 1.8 ) 26 3.4 U.S. foreign tax credits (FTCs) ( 72 ) ( 13.9 ) ( 132 ) 12.7 ( 191 ) ( 24.7 ) Tax credits Research & development tax credit ( 9 ) ( 1.7 ) ( 13 ) 1.3 ( 17 ) ( 2.2 ) Changes in valuation allowances 31 6.0 188 ( 18.1 ) 25 3.2 Nontaxable or nondeductible items Stock-based compensation - excess tax provision expense 15 2.9 31 ( 3.0 ) 16 2.1 Other 10 1.9 8 ( 0.8 ) 6 0.8 Changes in unrecognized tax benefits 39 7.5 7 ( 0.7 ) 4 0.5 Other adjustments 4 0.8 3 ( 0.3 ) ( 7 ) ( 0.9 ) Effective tax rate $ 335 64.8 % $ 93 ( 8.9 ) % $ 363 47.0 % (1) In fiscal 2025, as a result of the loss before income taxes, all reconciling items to the effective tax rate that are income tax expenses are presented as decreases to the rate, and all reconciling items that are income tax benefits are presented as increases to the rate. Amounts presented as increases from the U.S. federal statutory income tax benefit are expenses and decreases are benefits. (2) For fiscal 2025, the reconciling items between the Company's U.S. federal statutory income tax rate and the Company's actual effective tax rate were materially impacted by the decrease in earnings before income taxes from fiscal 2024 to fiscal 2025. (3) For fiscal 2026 state income taxes in California and Oklahoma make up greater than 50% of the tax effect in this line item. For fiscal 2025 state income taxes in California, Massachusetts, North Carolina, and Texas make up greater than 50% of the tax effect in this line item. For fiscal 2024 state income taxes in California and Maryland make up greater than 50% of the tax effect in this line item. (4) This line item includes the impact of foreign valuation allowances of approximately $ 26 million, $ 16 million and $( 1 ) million for the fiscal years ended June 30, 2026, 2025 and 2024, respectively. F-34 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The Company recognized $ 21 million, $ 35 million and $ 23 million of income tax expense for U.S. and foreign tax deficiencies associated with stock-based compensation for the fiscal years ended June 30, 2026, 2025 and 2024, respectively, in the accompanying consolidated statements of earnings (loss). The Company has approximately $ 4,220 million of undistributed earnings of foreign subsidiaries as of June 30, 2026, a portion of which is considered permanently reinvested for which no deferred income taxes have been provided. If these reinvested earnings were repatriated into the United States as dividends, the Company would be subject to approximately $ 91 million in taxes, primarily related to foreign withholding taxes as well as additional state and local income taxes. Significant components of the Company’s deferred tax assets and liabilities were as follows: June 30, (In millions) 2026 2025 Deferred tax assets: Compensation-related expenses $ 226 $ 201 Inventory 94 101 Retirement benefit obligations 21 45 Various accruals not currently deductible 430 340 Net operating loss, credit and other carryforwards 621 615 Unrecognized state tax benefits and accrued interest 10 11 Lease liabilities 482 511 Research-related expenses 283 276 Other differences between tax and financial statement values 60 120 2,227 2,220 Valuation allowance for deferred tax assets ( 525 ) ( 454 ) Total deferred tax assets 1,702 1,766 Deferred tax liabilities: Fixed assets and intangibles ( 236 ) ( 353 ) ROU assets ( 413 ) ( 464 ) Other differences between tax and financial statement values ( 27 ) ( 36 ) Total deferred tax liabilities ( 676 ) ( 853 ) Total net deferred tax assets $ 1,026 $ 913 As of June 30, 2026, the Company had net deferred tax assets of $ 1,026 million, of which $ 1,427 million is included in Other assets and $ 401 million is included in Other noncurrent liabilities in the accompanying consolidated balance sheets. As of June 30, 2025, the Company had net deferred tax assets of $ 913 million, of which $ 1,339 million is included in Other assets and $ 426 million is included in Other noncurrent liabilities in the accompanying consolidated balance sheets. As of June 30, 2026 and 2025, certain subsidiaries had $ 1,013 million and $ 972 million of foreign net operating loss carryforwards, respectively, the tax effect of which was $ 219 million and $ 213 million, respectively, as well as U.S. federal tax credit carryforwards of $ 178 million and $ 172 million, respectively, and state and local income tax credit carryforwards of $ 14 million and $ 11 million, respectively. With the exception of $ 588 million of net operating losses with an indefinite carryforward period as of June 30, 2026, these net operating loss carryforwards expire at various dates through fiscal 2039. The state and local income tax credit carryforwards will begin to expire in fiscal 2029. F-35 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The Company has recorded a valuation allowance of $ 525 million and $ 454 million as of June 30, 2026 and 2025, respectively, principally against certain net operating loss carryforwards and tax credit carryforwards. A valuation allowance has been provided for those deferred tax assets for which, in the opinion of management, it is more-likely-than-not that the deferred tax assets will not be realized. During fiscal 2025, the Company established a U.S. valuation allowance of $ 172 million against general U.S. foreign tax credit and research and development tax credit carryforwards as it was determined more-likely-than-not that these deferred tax assets would not be realized. This determination was driven by the Company's weighing of relevant evidence including lower U.S. taxable income in fiscal 2025 as compared to recent years, reflecting reduced income from its travel retail business, and the resulting uncertainty about the ability to realize the carryforwards prior to expiration. As of June 30, 2026, 2025 and 2024, the Company had gross unrecognized tax benefits of $ 174 million, $ 140 million, and $ 65 million, respectively. At June 30, 2026, the total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was $ 167 million. The increase in the gross amount of unrecognized tax benefits as of June 30, 2026 as compared to June 30, 2025 was primarily attributable to having established uncertain tax position reserves arising from transfer pricing matters impacting multiple tax jurisdictions. The Company classifies applicable interest and penalties related to unrecognized tax benefits as a component of the provision for income taxes. The total gross accrued interest and penalty expense recorded during fiscal 2026, 2025 and 2024 in the accompanying consolidated statements of earnings (loss) was $ 3 million, $ 2 million and $ 3 million, respectively. The total gross accrued interest and penalties in the accompanying consolidated balance sheets at June 30, 2026 and 2025 was $ 22 million and $ 19 million, respectively. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows: June 30, (In millions) 2026 2025 2024 Balance of gross unrecognized tax benefits, beginning of year $ 140 $ 65 $ 63 Gross amounts of increases as a result of tax positions taken during a prior period 18 83 4 Gross amounts of decreases as a result of tax positions taken during a prior period ( 11 ) ( 9 ) ( 4 ) Gross amounts of increases as a result of tax positions taken during the current period 35 7 5 Amounts of decreases in unrecognized tax benefits relating to settlements with taxing authorities ( 4 ) ( 2 ) ( 1 ) Reductions to unrecognized tax benefits as a result of a lapse of the applicable statutes of limitations ( 4 ) ( 4 ) ( 2 ) Balance of gross unrecognized tax benefits, end of year $ 174 $ 140 $ 65 Earnings from the Company’s global operations are subject to tax in various jurisdictions both within and outside the United States. The Company participates in the U.S. Internal Revenue Service (the “IRS”) Compliance Assurance Program (“CAP”). The objective of CAP is to reduce taxpayer burden and uncertainty while assuring the IRS of the accuracy of income tax returns prior to filing, thereby reducing or eliminating the need for post-filing examinations. During the fiscal 2026 second quarter, the Company received notification of the formal conclusion of the compliance process with respect to its fiscal 2024 income tax return under the IRS CAP, which had no impact on the Company’s consolidated financial statements for the year ended June 30, 2026. Subsequent to June 30, 2026, the IRS completed its examination procedures with respect to fiscal 2025 under the IRS CAP, and the Company expects to receive formal notification during fiscal 2027. There was no impact to the Company’s consolidated financial statements. As of June 30, 2026, the compliance process was ongoing with respect to fiscal 2026. The Company is currently undergoing income tax examinations and controversies in several state, local and foreign jurisdictions. These matters are in various stages of completion and involve complex multi-jurisdictional issues common among multinational enterprises, including transfer pricing, which may require an extended period of time for resolution. During fiscal 2026, the Company concluded various state, local and foreign income tax audits and examinations while several other matters, including those noted above, were initiated or remained pending. F-36 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The tax years subject to examination vary depending on the tax jurisdiction. As of June 30, 2026, the following tax years remain subject to examination by the major tax jurisdictions indicated: Major Jurisdiction Open Fiscal Years Belgium 2020 – 2026 Canada 2023 – 2026 China 2023 – 2026 France 2022 – 2026 Germany 2017 – 2026 Hong Kong 2020 – 2026 India 2016 – 2018, 2020 – 2026 Italy 2021 – 2026 Japan 2021 – 2026 Korea 2021 – 2026 Spain 2018 – 2019, 2026 Switzerland 2024 – 2026 United Kingdom 2022 – 2026 United States 2025 – 2026 State of California 2020 – 2026 State and City of New York 2019 – 2026 The Company is also subject to income tax examinations in numerous other state, local and foreign jurisdictions. The Company believes that its income tax reserves are adequate for all years subject to examination. NOTE 9 – SUPPLIER FINANCE PROGRAMS Under its supplier finance programs, the Company agrees to pay the banks the stated amount of confirmed invoices from its designated suppliers on the due dates of the invoices. The Company may terminate the agreements upon written notice (with notice periods ranging from 30 to 60 days) or immediately upon a breach. The supplier invoices that have been confirmed as valid under the programs require payment in full within 90 days of the invoice date. Changes in outstanding obligations confirmed as valid under the Company's supplier finance programs are as follows: June 30, (In millions) 2026 2025 Confirmed obligations outstanding, beginning of year $ 82 $ 58 Invoices confirmed during the year 404 402 Confirmed invoices paid during the year ( 400 ) ( 379 ) Translation adjustments 1 1 Confirmed obligations outstanding, end of year $ 87 $ 82 Confirmed obligations outstanding as of June 30, 2026 and 2025 are included in Accounts payable in the accompanying consolidated balance sheets. F-37 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 10 – OTHER ACCRUED LIABILITIES Other accrued liabilities consist of the following: June 30, (In millions) 2026 2025 Accrued employee compensation $ 697 $ 551 Accrued income taxes 205 282 Accrued payroll and other non-income taxes 328 307 Accrued restructuring 531 279 Accrued sales incentives 338 321 Accrued selling, advertising, marketing, promotion and product development 276 287 Deferred revenue 282 314 Other 1,094 1,188 Total other accrued liabilities $ 3,751 $ 3,529 F-38 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 11 – DEBT The Company’s current and long-term debt and available financing consist of the following: Debt at June 30, Available financing at June 30, 2026 (In millions) 2026 2025 Committed Uncommitted 5.150 % Senior Notes, due May 15, 2053 ("2053 Senior Notes") $ 591 $ 591 $ — $ — 3.125 % Senior Notes, due December 1, 2049 (“2049 Senior Notes”) 637 637 — — 4.150 % Senior Notes, due March 15, 2047 (“2047 Senior Notes”) 495 494 — — 4.375 % Senior Notes, due June 15, 2045 (“2045 Senior Notes”) 454 454 — — 3.700 % Senior Notes, due August 15, 2042 (“2042 Senior Notes”) 247 247 — — 6.000 % Senior Notes, due May 15, 2037 (“2037 Senior Notes”) 296 296 — — 5.000 % Senior Notes, due February 14, 2034 ("2034 Senior Notes") 625 644 — — 5.75 % Senior Notes, due October 15, 2033 (“October 2033 Senior Notes”) 198 198 — — 4.650 % Senior Notes, due May 15, 2033 ("May 2033 Senior Notes") 696 696 — — 1.950 % Senior Notes, due March 15, 2031 (“2031 Senior Notes”) 565 563 — — 2.600 % Senior Notes, due April 15, 2030 ("2030 Senior Notes") 630 625 — — 2.375 % Senior Notes, due December 1, 2029 (“2029 Senior Notes”) 646 645 — — 4.375 % Senior Notes, due May 15, 2028 ("2028 Senior Notes") 698 697 — — 3.150 % Senior Notes, due March 15, 2027 (“2027 Senior Notes”) 500 499 — — Commercial paper — — — 2,500 Other current borrowings — — — 178 Other long-term borrowings 28 31 — — Revolving credit facilities — — 3,500 — 7,306 7,317 $ 3,500 $ 2,678 Less current debt including current maturities ( 503 ) ( 3 ) $ 6,803 $ 7,314 F-39 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS As of June 30, 2026, the Company’s long-term debt consisted of the following: Notes (1) Issue Date Price Yield Principal Unamortized Debt (Discount) Premium Interest rate swap adjustments Debt Issuance Costs Semi-annual interest payments ($ in millions) 2053 Senior Notes May 2023 99.455 % 5.186 % $ 600 $ ( 3 ) $ — $ ( 6 ) May 15/November 15 2049 Senior Notes November 2019 98.769 3.189 650 ( 7 ) — ( 6 ) June 1/December 1 2047 Senior Notes (2) February 2017 99.739 4.165 500 ( 1 ) — ( 4 ) March 15/September 15 2045 Senior Notes (3) June 2015 97.999 4.497 300 ( 4 ) — ( 3 ) June 15/December 15 2045 Senior Notes (3) May 2016 110.847 3.753 150 12 — ( 1 ) June 15/December 15 2042 Senior Notes August 2012 99.567 3.724 250 ( 1 ) — ( 2 ) February 15/August 15 2037 Senior Notes (4) May 2007 98.722 6.093 300 ( 2 ) — ( 2 ) May 15/November 15 2034 Senior Notes (5)(6) February 2024 99.689 5.040 650 ( 2 ) ( 20 ) ( 3 ) February 14/August 14 October 2033 Senior Notes (7) September 2003 98.645 5.846 200 ( 1 ) — ( 1 ) April 15/October 15 May 2033 Senior Notes (8) May 2023 99.897 4.663 700 ( 1 ) — ( 3 ) May 15/November 15 2031 Senior Notes (6),(9) March 2021 99.340 2.023 600 ( 2 ) ( 31 ) ( 2 ) March 15/September 15 2030 Senior Notes (6) April 2020 99.816 2.621 700 ( 1 ) ( 67 ) ( 2 ) April 15/October 15 2029 Senior Notes (10) November 2019 99.046 2.483 650 ( 2 ) — ( 2 ) June 1/December 1 2028 Senior Notes May 2023 99.897 4.398 700 — — ( 2 ) May 15/November 15 2027 Senior Notes (11) February 2017 99.963 3.154 500 — — — March 15/September 15 (1) The Senior Notes contain certain customary covenants, including limitations on indebtedness secured by liens. (2) In November 2016, in anticipation of the issuance of the 2047 Senior Notes, the Company entered into a series of treasury lock agreements on a notional amount totaling $ 350 million at a weighted-average all-in rate of 3.01 %. The treasury lock agreements were settled upon the issuance of the new debt, and the Company recognized a gain in OCI of $ 3 million that is being amortized against interest expense over the life of the 2047 Senior Notes. As a result of the treasury lock agreements, the debt discount and debt issuance costs, the effective interest rate on the 2047 Senior Notes will be 4.17 % over the life of the debt. (3) In April and May 2015, in anticipation of the issuance of the 2045 Senior Notes in June 2015, the Company entered into a series of forward-starting interest rate swap agreements on a notional amount totaling $ 300 million at a weighted-average all-in rate of 2.38 %. The forward-starting interest rate swap agreements were settled upon the issuance of the new debt and the Company recognized a gain in OCI of $ 18 million that will be amortized against interest expense over the life of the 2045 Senior Notes. As a result of the forward-starting interest rate swap agreements, the debt discount and debt issuance costs, the effective interest rate on the 2045 Senior Notes will be 4.216 % over the life of the debt. In May 2016, the Company reopened this offering with the same terms and issued an additional $ 150 million for an aggregate amount outstanding of $ 450 million of 2045 Senior Notes. (4) In April 2007, in anticipation of the issuance of the 2037 Senior Notes, the Company entered into a series of forward-starting interest rate swap agreements on a notional amount totaling $ 210 million at a weighted-average all-in rate of 5.45 %. The forward-starting interest rate swap agreements were settled upon the issuance of the new debt and the Company recognized a loss in OCI of $ 1 million that is being amortized to interest expense over the life of the 2037 Senior Notes. As a result of the forward-starting interest rate swap agreements, the debt discount and debt issuance costs, the effective interest rate on the 2037 Senior Notes will be 6.181 % over the life of the debt. (5) In March 2022, in anticipation of the issuance of the 2034 Senior Notes, the Company entered into a series of treasury lock agreements on a notional amount totaling $ 300 million at a weighted average all-in rate of 2.02 %. The treasury lock agreements were terminated in September 2022, and the Company recognized a gain in OCI of $ 31 million that is being amortized to interest expense over the life of the 2034 Senior Notes. As a result of the treasury lock agreements, as well as the debt discount and debt issuance costs, the effective interest rate on the 2034 Senior Notes will be 4.53 % over the life of the debt. (6) The Company entered into interest rate swap agreements with a notional amount totaling $ 700 million, $ 300 million and $ 600 million to effectively convert the fixed rate interest on its outstanding 2030 Senior Notes, 2031 Senior Notes and 2034 Senior Notes to variable interest rates based on the Secured Overnight Financing Rate ("SOFR") plus a margin. (7) In May 2003, in anticipation of the issuance of the October 2033 Senior Notes, the Company entered into a series of treasury lock agreements on a notional amount totaling $ 195 million at a weighted-average all-in rate of 4.53 %. The treasury lock agreements were settled upon the issuance of the new debt and the Company received a payment of $ 15 million that is being amortized against interest expense over the life of the October 2033 Senior Notes. As a result of the treasury lock agreements, the debt discount and debt issuance costs, the effective interest rate on the October 2033 Senior Notes will be 5.395 % over the life of the debt. (8) In December 2022 and March 2023, in anticipation of the issuance of the May 2033 Senior Notes, the Company entered into a series of treasury lock agreements on a notional amount totaling $ 575 million at a weighted-average all-in rate of 3.57 %. The treasury lock agreements were settled upon the issuance of the new debt, and the Company recognized a loss in OCI of $ 5 million that is being amortized to interest expense over the life of the May 2033 Senior Notes. As a result of the treasury lock agreements, as well as the debt discount and debt issuance costs, the effective interest rate on the May 2033 Senior Notes will be 4.83 % over the life of the debt. (9) In March 2020, in anticipation of the issuance of the 2031 Senior Notes, the Company entered into a series of treasury lock agreements on a notional amount totaling $ 200 million at a weighted-average all-in rate of 0.84 %. The treasury lock agreements were settled upon the issuance of the new debt, and the Company recognized a gain in OCI of $ 11 million that is being amortized to interest expense over the life of the 2031 Senior Notes. As a result of the treasury lock agreements, as well as the debt discount and debt issuance costs, the effective interest rate on the 2031 Senior Notes will be 1.89 % over the life of the debt. F-40 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (10) In April and May 2019, in anticipation of the issuance of the 2029 Senior Notes, the Company entered into a series of treasury lock agreements on a notional amount totaling $ 500 million at a weighted-average all-in rate of 2.50 %. The treasury lock agreements were settled upon the issuance of the new debt, and the Company recognized a loss in OCI of $ 33 million that is being amortized to interest expense over the life of the 2029 Senior Notes. As a result of the treasury lock agreements, as well as the debt discount and debt issuance costs, the effective interest rate on the 2029 Senior Notes will be 3.15 % over the life of the debt. (11) In November 2016, in anticipation of the issuance of the 2027 Senior Notes, the Company entered into a series of treasury lock agreements on a notional amount totaling $ 450 million at a weighted-average all-in rate of 2.37 %. The treasury lock agreements were settled upon the issuance of the new debt, and the Company recognized a gain in OCI of $ 2 million that is being amortized against interest expense over the life of the 2027 Senior Notes. As a result of the treasury lock agreements, the debt discount and debt issuance costs, the effective interest rate on the 2027 Senior Notes will be 3.18 % over the life of the debt. In May 2026, the Company renewed its $ 1,000 million senior unsecured revolving credit facility (the "364-Day Facility") that was initially entered into in May 2025 and expired on May 22, 2026. The renewed 364-Day Facility expires on May 21, 2027. Up to the equivalent of $ 1,000 million of the 364-Day Facility is available for multi-currency loans. Interest rates on borrowings under the 364-Day Facility will be based on prevailing market interest rates in accordance with the agreement. The costs incurred to establish the 364-Day Facility were not material. The 364-Day Facility has an annual fee of $ 0.6 million, payable quarterly, which can fluctuate based on the Company’s current credit ratings each period. The 364-Day Facility contains a cross-default provision whereby a failure to pay other material financial obligations in excess of $ 175 million (after grace periods and absent a waiver from the lenders) would result in an event of default and the acceleration of the maturity of any outstanding debt under this facility. At June 30, 2026 and 2025, no borrowings were outstanding under the current or prior 364-Day Facility. In December 2024, the Company repaid the outstanding principal balance of its $ 500 million, 2024 Senior Notes at maturity with cash from operations. The Company maintains a $ 2,500 million senior unsecured revolving credit facility (the "revolving credit facility") that expires on June 7, 2029 unless extended for up to two additional years in accordance with the terms set forth in the agreement. Up to the equivalent of $ 750 million of the revolving credit facility is available for multi-currency loans. Interest rates on borrowings under the revolving credit facility will be based on prevailing market interest rates in accordance with the agreement. In fiscal 2026, the revolving credit facility's annual fee was $ 2.2 million, payable quarterly, which can fluctuate based on the Company’s credit ratings each period. The revolving credit facility contains a cross-default provision whereby a failure to pay other material financial obligations in excess of $ 175 million (after grace periods and absent a waiver from the lenders) would result in an event of default and the acceleration of the maturity of any outstanding debt under this facility. The revolving credit facility may be increased, at the election of the Company, by up to $ 500 million in accordance with the terms set forth in the agreement. At June 30, 2026 and 2025, no borrowings were outstanding under the revolving credit facility. The Company maintains uncommitted credit facilities in various regions throughout the world. Interest rate terms for these facilities vary by region and reflect prevailing market rates for companies with strong credit ratings. During fiscal 2026 and fiscal 2025, there were no amounts outstanding. Refer to Note 16 – Commitments and Contingencies for the Company’s projected debt service payments over the next five years as of June 30, 2026. F-41 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 12 – DERIVATIVE FINANCIAL INSTRUMENTS The Company addresses certain financial exposures through a controlled program of risk management that includes the use of derivative financial instruments. The Company does not utilize derivative financial instruments for trading or speculative purposes. At June 30, 2026, the notional amount of derivatives not designated as hedging instruments was $ 3,401 million. Fair Value Hedges The Company enters into interest rate contracts to manage the exposure to interest rate fluctuations on its funded indebtedness. At June 30, 2026, the Company has interest rate swap contracts, with notional amounts totaling $ 700 million, $ 300 million and $ 600 million to effectively convert the fixed rate interest on its 2030 Senior Notes, 2031 Senior Notes and 2034 Senior Notes, respectively, to variable interest rates based on the Secured Overnight Financing Rate ("SOFR") plus a margin. These interest rate swap contracts are designated as fair value hedges of the related long-term debt, and the changes in the fair value of the interest rate swap contracts are exactly offset by the change in the fair value of the underlying long-term debt. The Company enters into cross-currency swap contracts to manage the exposure of foreign exchange rate fluctuations on its intercompany foreign currency denominated debt. At June 30, 2026, the Company has cross-currency swap contracts with notional amounts totaling $ 406 million, to hedge the impact of foreign currency changes on certain intercompany foreign currency denominated debt. The cross-currency swap contracts are designated as fair value hedges of the related intercompany debt, and the gains and losses representing hedge components included in the assessment of effectiveness are presented in the same income statement line item as the earnings effect of the hedged transaction in the consolidated statements of earnings (loss). Gains and losses on the derivative representing hedge components excluded from the assessment of effectiveness are recognized over the life of the hedge on a systematic and rational basis. The earnings recognition of excluded components is presented in the same income statement line item as the earnings effect of the hedged transaction in the consolidated statements of earnings (loss). Any difference between the changes in the fair value of the excluded components and amounts recognized in earnings (loss) will be recognized in AOCI. The estimated net gain on the Company’s derivative instruments designated as fair value hedges as of June 30, 2026 that is expected to be reclassified from AOCI into earnings, net of tax, within the next twelve months is $ 11 million. The accumulated net gain on derivative instruments designated as fair value hedges in AOCI was $ 6 million and $ 7 million as of June 30, 2026 and 2025, respectively. Cash Flow Hedges The Company enters into foreign currency forward contracts to hedge anticipated transactions denominated in foreign currencies, for periods consistent with the Company’s identified exposures. The purpose of the hedging activities is to minimize the effect of foreign exchange rate movements on the cash flows that the Company receives from foreign subsidiaries. The foreign currency forward contracts entered into to hedge anticipated transactions denominated in foreign currencies have been designated as cash flow hedges and have varying maturities through the end of June 2027. Hedge effectiveness of the foreign currency forward contracts is based on the forward method, which includes forward points in the effectiveness assessment. At June 30, 2026, the Company had cash flow hedges outstanding with a notional amount totaling $ 1,367 million. For foreign currency forward contracts that are no longer deemed highly effective, hedge accounting is discontinued and gains and losses in AOCI are reclassified to Net sales when the underlying forecasted transaction occurs. If it is probable that the forecasted transaction will no longer occur, then any gains or losses in AOCI are reclassified to current-period Net sales. As of June 30, 2026, the Company’s foreign currency cash flow hedges were highly effective. The Company may enter into interest rate forward contracts to hedge anticipated issuance of debt for periods consistent with the Company’s identified exposures. The purpose of the hedging activities is to minimize the effect of interest rate movements on the cost of debt issuance. F-42 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The estimated net loss on the Company’s derivative instruments designated as cash flow hedges as of June 30, 2026 that is expected to be reclassified from AOCI into earnings, net of tax, within the next twelve months is $ 5 million. The accumulated net gain (loss) on derivative instruments designated as cash flow hedges in AOCI was $ 25 million and $( 13 ) million as of June 30, 2026 and 2025, respectively. Net Investment Hedges The Company enters into foreign currency forward contracts and cross-currency swap contracts, designated as net investment hedges, to hedge a portion of its net investment in certain foreign operations. Forward points and cross-currency basis spreads, respectively, are excluded from the effectiveness assessment and are recognized under a systematic and rational method over the life of the hedging instrument in Selling, general and administrative expenses. The purpose of the hedging activities is to minimize the effect of foreign exchange rate movements on the Company’s net investment in these foreign operations. The net investment hedge contracts have varying maturities through the end of November 2029. Hedge effectiveness of the net investment hedge contracts is based on the spot method. At June 30, 2026, the Company had net investment hedges outstanding with notional amounts totaling $ 1,118 million. Credit Risk As a matter of policy, the Company only enters into derivative contracts with counterparties that have a long-term credit rating of at least A- or higher by at least two nationally recognized rating agencies. The counterparties to these contracts are major financial institutions. Exposure to credit risk in the event of nonperformance by any of the counterparties is limited to the gross fair value of contracts in asset positions, which totaled $ 74 million at June 30, 2026. To manage this risk, the Company has strict counterparty credit guidelines that are continually monitored. Accordingly, management believes risk of loss under these hedging contracts is remote. The fair values of the Company’s derivative financial instruments included in the consolidated balance sheets are presented as follows: Asset Derivatives Liability Derivatives Fair Value (1) Fair Value (1) June 30, June 30, (In millions) Balance Sheet Location 2026 2025 Balance Sheet Location 2026 2025 Derivatives Designated as Hedging Instruments: Foreign currency forward contracts Prepaid expenses and other current assets $ 29 $ 7 Other accrued liabilities $ 24 $ 82 Cross-currency swap contracts (2) Prepaid expenses and other current assets; Other assets 34 50 Other accrued liabilities 1 15 Interest rate contracts — — Other accrued liabilities 118 104 Total Derivatives Designated as Hedging Instruments 63 57 143 201 Derivatives Not Designated as Hedging Instruments: Foreign currency forward contracts Prepaid expenses and other current assets 11 25 Other accrued liabilities 23 15 Total derivatives $ 74 $ 82 $ 166 $ 216 (1) See Note 13 – Fair Value Measurements for further information about how the fair value of derivative assets and liabilities are determined. (2) Included in the asset derivatives for the cross-currency swap contracts at June 30, 2026 and June 30, 2025 is approximately $ 17 million and $ 40 million, respectively, classified within Other assets in the accompanying consolidated balance sheets. F-43 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The amounts of the gains and losses related to the Company’s derivative financial instruments designated as hedging instruments that are included in the assessment of effectiveness are as follows: Amount of Gain (Loss) Recognized in OCI on Derivatives Location of Gain (Loss) Reclassified Amount of Gain (Loss) Reclassified from AOCI into Earnings (Loss) (1) June 30, from AOCI into June 30, (In millions) 2026 2025 Earnings (Loss) 2026 2025 Derivatives in Cash Flow Hedging Relationships: Foreign currency forward contracts $ 11 $ ( 52 ) Net sales $ ( 29 ) $ 35 Interest rate contracts — — Interest expense 2 2 Total cash flow hedges 11 ( 52 ) ( 27 ) 37 Derivatives in Net Investment Hedging Relationships (2) : Foreign currency forward contracts (3) 13 ( 63 ) — — Cross-currency swap contracts (4) 42 ( 15 ) — — Total net investment hedges 55 ( 78 ) — — Total derivatives $ 66 $ ( 130 ) $ ( 27 ) $ 37 (1) The amount reclassified into the accompanying consolidated statements of earnings (loss) as a result of the discontinuance of cash flow hedges because it is probable that forecasted transactions will not occur by the end of the original time period was not material. (2) Included within translation adjustments as a component of AOCI on the Company’s consolidated balance sheets. (3) During fiscal 2026 and 2025 the gain recognized in the accompanying consolidated statements of earnings (loss) from foreign currency forward contracts related to the amount excluded from effectiveness testing was $ 12 million and $ 21 million, respectively. (4) During fiscal 2026 and 2025 the gain recognized in the accompanying consolidated statements of earnings (loss) from cross-currency swap contracts related to the amount excluded from effectiveness testing was $ 12 million and $ 7 million, respectively. Amount of Gain (Loss) Recognized in Earnings (Loss) on Derivatives Location of Gain (Loss) June 30, (In millions) Recognized in Earnings (Loss) on Derivatives 2026 2025 Derivatives in Fair Value Hedging Relationships: Cross-currency swap contracts (1) Selling, general and administrative $ 46 $ ( 45 ) Interest rate contracts (2) Interest expense $ ( 14 ) $ 42 (1) Changes in the fair value representing hedge components included in the assessment of effectiveness of the cross-currency swap contracts are exactly offset by the change in the fair value of the underlying intercompany foreign currency denominated debt. The gain recognized in the accompanying consolidated statements of earnings (loss) from cross-currency swap contracts related to the amount excluded from effectiveness testing in each of fiscal 2026 and 2025 was $ 19 million. (2) Changes in the fair value of the interest rate contracts are exactly offset by the change in the fair value of the underlying long-term debt. F-44 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Additional information regarding the cumulative amount of fair value hedging gain (loss) recognized in the accompanying consolidated statements of earnings (loss) for items designated and qualifying as hedged items in fair value hedges is as follows: (In millions) Line Item in the Consolidated Balance Sheets in Which the Hedged Item is Included Carrying Amount of the Hedged Liability Cumulative Amount of Fair Value Hedging Gain (Loss) Included in the Carrying Amount of the Hedged Liability June 30, 2026 June 30, 2026 Long-term debt $ 1,472 $ ( 118 ) Intercompany debt $ — $ 5 Additional information regarding the effects of fair value and cash flow hedging relationships for derivatives designated and qualifying as hedging instruments is as follows: June 30, 2026 2025 (In millions) Net Sales Selling, General and Administrative Interest Expense Net Sales Selling, General and Administrative Interest Expense Total amounts of income and expense line items presented in the consolidated statements of earnings (loss) in which the effects of fair value and cash flow hedges are recorded $ 15,049 $ 9,685 $ 334 $ 14,326 $ 9,456 $ 357 The effects of fair value and cash flow hedging relationships: Gain (loss) on fair value hedge relationships – interest rate contracts: Hedged item N/A N/A 14 N/A N/A ( 42 ) Derivatives designated as hedging instruments N/A N/A ( 14 ) N/A N/A 42 Gain (loss) on fair value hedge relationships – cross-currency swap contracts: Hedged item N/A ( 46 ) N/A N/A 45 N/A Derivatives designated as hedging instruments N/A 46 N/A N/A ( 45 ) N/A Gain on cash flow hedge relationships – interest rate contracts: Amount of gain reclassified from AOCI N/A N/A 2 N/A N/A 2 Gain (loss) on cash flow hedge relationships – foreign currency forward contracts: Amount of (loss) gain reclassified from AOCI ( 29 ) N/A N/A 35 N/A N/A N/A (Not applicable) F-45 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS June 30, 2024 (In millions) Net Sales Selling, General and Administrative Interest Expense Total amounts of income and expense line items presented in the consolidated statements of earnings (loss) in which the effects of fair value and cash flow hedges are recorded $ 15,608 $ 9,621 $ 378 The effects of fair value and cash flow hedging relationships: Gain (loss) on fair value hedge relationships – interest rate contracts: Hedged item N/A N/A ( 5 ) Derivatives designated as hedging instruments N/A N/A 5 Gain (loss) on fair value hedge relationships – cross-currency swap contracts: Hedged item N/A ( 44 ) N/A Derivatives designated as hedging instruments N/A 44 N/A Gain on cash flow hedge relationships – interest rate contracts: Amount of gain reclassified from AOCI N/A N/A — Gain on cash flow hedge relationships – foreign currency forward contracts: Amount of gain reclassified from AOCI 50 N/A N/A N/A (Not applicable) The amount of the gains and losses related to the Company’s derivative financial instruments not designated as hedging instruments are presented as follows: Amount of Gain (Loss) Recognized in Earnings (Loss) on Derivatives Location of Gain (Loss) June 30, (In millions) Recognized in Earnings (Loss) on Derivatives 2026 2025 Derivatives Not Designated as Hedging Instruments: Foreign currency forward contracts Selling, general and administrative $ ( 8 ) $ ( 22 ) F-46 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The Company's derivative instruments are subject to enforceable master netting agreements. These agreements permit the net settlement of these contracts on a per-institution basis; however, the Company records the fair value on a gross basis on its consolidated balance sheets based on maturity dates, including those subject to master netting arrangements. The following table provides information as if the Company had elected to offset the asset and liability balances of derivative instruments, netted in accordance with various criteria in the event of default or termination as stipulated by the terms of netting arrangements with each of the counterparties: As of June 30, 2026 As of June 30, 2025 (In millions) Gross Amounts of Assets / (Liabilities) Presented in Balance Sheet Contracts Subject to Netting Net Amounts of Assets / (Liabilities) Gross Amounts of Assets / (Liabilities) Presented in Balance Sheet Contracts Subject to Netting Net Amounts of Assets / (Liabilities) Derivative Financial Instruments Derivative assets $ 74 $ ( 40 ) $ 34 $ 82 $ ( 60 ) $ 22 Derivative liabilities ( 166 ) 40 ( 126 ) ( 216 ) 60 ( 156 ) Total derivatives $ ( 92 ) $ — $ ( 92 ) $ ( 134 ) $ — $ ( 134 ) NOTE 13 – FAIR VALUE MEASUREMENTS The Company records certain of its financial assets and liabilities at fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability, in the principal or most advantageous market for the asset or liability, in an orderly transaction between market participants at the measurement date. The accounting for fair value measurements must be applied to nonfinancial assets and nonfinancial liabilities that require initial measurement or remeasurement at fair value, which principally consist of assets and liabilities acquired through business combinations and goodwill, indefinite-lived intangible assets and long-lived assets for the purposes of calculating potential impairment. The Company is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair value are as follows: Level 1: Inputs based on quoted market prices for identical assets or liabilities in active markets at the measurement date. Level 2: Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3: Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. The inputs are unobservable in the market and significant to the instrument’s valuation. F-47 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following table presents the Company’s hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2026: (In millions) Level 1 Level 2 Level 3 Total Assets: Money market funds $ 1,509 $ — $ — $ 1,509 Foreign currency forward contracts — 40 — 40 Cross-currency swap contracts — 34 — 34 Total $ 1,509 $ 74 $ — $ 1,583 Liabilities: Foreign currency forward contracts $ — $ 47 $ — $ 47 Interest rate contracts — 118 — 118 Cross-currency swap contracts — 1 — 1 Total $ — $ 166 $ — $ 166 The following table presents the Company’s hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2025: (In millions) Level 1 Level 2 Level 3 Total Assets: Money market funds $ 727 $ — $ — $ 727 Foreign currency forward contracts — 32 — 32 Cross-currency swap contracts — 50 — 50 Total $ 727 $ 82 $ — $ 809 Liabilities: Foreign currency forward contracts $ — $ 97 $ — $ 97 Interest rate contracts — 104 — 104 Cross-currency swap contracts — 15 — 15 Total $ — $ 216 $ — $ 216 F-48 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The estimated fair values of the Company’s financial instruments not measured at fair value on a recurring basis are as follows: June 30, 2026 2025 (In millions) Carrying Amount Fair Value Carrying Amount Fair Value Current and long-term debt $ 7,306 $ 6,814 $ 7,317 $ 6,794 Notes payable and deferred consideration $ 123 $ 122 $ 322 $ 323 The following methods and assumptions were used to estimate the fair value of the Company’s financial instruments for which it is practicable to estimate that value: Cash and cash equivalents – Cash and all highly-liquid securities with original maturities of three months or less are classified as cash and cash equivalents, primarily consisting of cash deposits in interest bearing accounts, time deposits and money market funds (classified within Level 1 of the valuation hierarchy). Cash deposits in interest bearing accounts and time deposits are carried at cost, which approximates fair value, due to the short maturity of these cash equivalent instruments. Foreign currency forward contracts – The fair values of the Company’s foreign currency forward contracts were determined using an industry-standard valuation model, which is based on an income approach. The significant observable inputs to the model, such as swap yield curves, SOFR forward curves and currency spot and forward rates, were obtained from an independent pricing service. Cross-currency swap contracts – The fair values of the Company’s cross-currency swap contracts were determined using an industry-standard valuation model, which is based on the income approach. The significant observable inputs to the model, such as swap yield curves and currency spot and forward rates, were obtained from independent pricing services. Interest rate contracts – The fair values of the Company’s interest rate contracts were determined using an industry-standard valuation model, which is based on the income approach. The significant observable inputs to the model, such as treasury yield curves, swap yield curves and SOFR forward curves, were obtained from independent pricing services. Current and long-term debt – The fair value of the Company’s debt was estimated based on the current rates offered to the Company for debt with the same remaining maturities. To a lesser extent, debt also includes finance lease obligations for which the carrying amount approximates the fair value. The Company’s debt is classified within Level 2 of the valuation hierarchy. Notes payable and deferred consideration – Notes payable and deferred consideration as of June 30, 2026 consist primarily of obligations to a vendor related to deferred service payments, and as of June 30, 2025 consist primarily of deferred payments associated with the fiscal 2023 acquisition of TOM FORD, which was paid during the fiscal 2026 first and third quarters. The fair value of notes payable and deferred consideration are calculated based on the net present value of cash payments using an estimated borrowing rate based on quoted prices for a similar liability. The Company’s notes payable and deferred consideration are classified within Level 2 of the valuation hierarchy. Nonfinancial assets measured at fair value on a nonrecurring basis In fiscal 2025, in connection with its interim and annual impairment assessment of goodwill and other indefinite-lived intangible assets and the Dr.Jart+ other intangible asset impairment, the Company measured certain nonfinancial assets at fair value on a nonrecurring basis, classified as Level 3 of the fair value hierarchy. Refer to Note 5 – Goodwill and Other Intangible Assets for discussion of the valuation techniques used to measure fair value, the description of the inputs and information used to develop those inputs. F-49 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 14 – REVENUE RECOGNITION Disaggregation of net sales by the Company's geographic regions (1) are as follows: Year Ended June 30, (In millions) 2026 2025 2024 The Americas $ 4,463 $ 4,410 $ 4,579 Europe, the United Kingdom and Ireland and Emerging Markets ("EUKEM") 3,794 3,566 3,539 Asia/Pacific (2) 3,746 3,606 4,587 Mainland China 3,058 2,741 2,904 15,061 14,323 15,609 Returns associated with restructuring and other activities ( 12 ) 3 ( 1 ) Net sales $ 15,049 $ 14,326 $ 15,608 (1) The Company has reorganized its geographic regions, effective July 1, 2025 and has presented the information for each fiscal year under this new basis. (2) The net sales from the Company’s travel retail business are included in the Asia/Pacific region. Accounts Receivable Accounts receivable, net is stated net of the allowance for doubtful accounts, including credit losses, and customer deductions totaling $ 44 million and $ 38 million as of June 30, 2026 and 2025, respectively. Payment terms are short-term in nature and are generally less than one year. Changes in the allowance for credit losses are as follows: June 30, (In millions) 2026 2025 Allowance for credit losses, beginning of year $ 26 $ 14 Provision for expected credit losses 20 11 Write-offs, net & other ( 16 ) 1 Allowance for credit losses, end of year $ 30 $ 26 The remaining balance of the allowance for doubtful accounts and customer deductions of $ 14 million and $ 12 million as of June 30, 2026 and June 30, 2025, respectively, relates to non-credit losses, which are primarily due to customer deductions. Deferred Revenue Changes in deferred revenue are as follows: June 30, (In millions) 2026 2025 Deferred revenue, beginning of year $ 533 $ 560 Revenue recognized that was included in the deferred revenue balance at the beginning of the period ( 292 ) ( 288 ) Revenue deferred during the period 247 257 Other 2 4 Deferred revenue, end of year $ 490 $ 533 F-50 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Transaction Price Allocated to the Remaining Performance Obligations The aggregate transaction price allocated to remaining performance obligations that are unsatisfied (or partially unsatisfied) as of June 30, 2026 was $ 756 million, of which approximately $ 313 million is expected to be recognized within the next 12 months, with the remainder thereafter. These amounts are comprised of deferred revenue and future royalty revenue from the Company’s license arrangements. As of June 30, 2026, the combined estimated revenue expected to be recognized in the next twelve months related to performance obligations included in deferred revenue for customer loyalty programs, gift with purchase promotions, purchase with purchase promotions, gift card liabilities and the Marcolin license arrangement related to TOM FORD is $ 282 million. The remaining balance of deferred revenue as of June 30, 2026 will be recognized as revenue beyond the next twelve months, of which, $ 198 million relates to the non-refundable upfront payment received as part of the Marcolin licensing arrangement that is being recognized on a straight-line basis over the estimated economic life of the license, which is 20 years ending in fiscal 2043. As of June 30, 2026, the remaining contractually guaranteed minimum royalty amounts due to the Company in connection with its license arrangements during future periods are as follows: (In millions) Minimum Remaining Royalties Fiscal 2027 $ 31 Fiscal 2028 33 Fiscal 2029 34 Fiscal 2030 35 Fiscal 2031 35 Thereafter 98 The royalty revenue associated with TOM FORD is included within the other category and within The Americas region. F-51 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 15 – PENSION AND POST-RETIREMENT BENEFIT PLANS The Company maintains pension plans covering substantially all of its full-time employees for its U.S. operations and a majority of its international operations. Several plans provide pension benefits based primarily on years of service and employees’ earnings. In certain instances, the Company adjusts benefits in connection with international employee transfers. The Company also maintains post-retirement benefit plans that provide certain medical and dental benefits to eligible employees. Retirement Growth Account Plan (U.S.) The Retirement Growth Account Plan is a trust-based, noncontributory qualified defined benefit pension plan. The Company seeks to maintain appropriate funded percentages. For contributions, the Company seeks to contribute amounts that would not be less than the minimum required by the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended, and subsequent pension legislation, and would not be more than the maximum amount deductible for income tax purposes. Restoration Plan (U.S.) The Company also has an unfunded, non-qualified domestic noncontributory pension Restoration Plan to provide benefits in excess of Internal Revenue Code limitations. International Pension Plans The Company maintains international pension plans, the most significant of which are defined benefit pension plans. The Company’s funding policies for these plans are determined by local laws and regulations. The Company’s most significant defined benefit pension obligations are included in the plan summaries below. Post-retirement Benefit Plans The Company maintains a domestic post-retirement benefit plan which provides certain medical and dental benefits to eligible employees. Employees hired after January 1, 2002 are not eligible for retiree medical benefits when they retire. Certain retired employees who are receiving monthly pension benefits are eligible for participation in the plan. Contributions required and benefits received by retirees and eligible family members are dependent on the age of the retiree. It is the Company’s practice to fund a portion of these benefits as incurred and may provide discretionary funding for future liabilities up to the maximum amount deductible for income tax purposes. Certain of the Company’s international subsidiaries and affiliates have post-retirement plans, although most participants are covered by government-sponsored or administered programs. F-52 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Plan Summaries The components of the above-mentioned plans as of and for the years ended June 30, 2026 and 2025 are summarized as follows: Pension Plans Other than Pension Plans U.S. International Post-retirement (In millions) 2026 2025 2026 2025 2026 2025 Change in benefit obligation: Benefit obligation, beginning of year $ 964 $ 941 $ 595 $ 541 $ 143 $ 144 Service cost 34 35 28 28 1 1 Interest cost 53 51 18 18 8 8 Plan participant contributions — — 8 8 1 1 Actuarial loss (gain) 15 ( 8 ) ( 41 ) 12 1 2 Foreign currency exchange rate impact — — 6 36 — ( 1 ) Benefits, expenses, taxes and premiums paid ( 75 ) ( 54 ) ( 28 ) ( 31 ) ( 10 ) ( 14 ) Plan amendments — — — — — — Settlements and curtailments ( 2 ) ( 1 ) ( 22 ) ( 20 ) — 2 Special termination benefits — — 3 3 — — Benefit obligation, end of year $ 989 $ 964 $ 567 $ 595 $ 144 $ 143 Change in plan assets: Fair value of plan assets, beginning of year $ 826 $ 801 $ 611 $ 567 $ — $ — Actual return on plan assets 97 35 28 16 — — Foreign currency exchange rate impact — — 2 37 — — Employer contributions 71 44 32 35 9 13 Plan participant contributions — — 8 8 1 1 Settlements — — ( 18 ) ( 21 ) — — Benefits, expenses, taxes and premiums paid from plan assets ( 75 ) ( 54 ) ( 28 ) ( 31 ) ( 10 ) ( 14 ) Fair value of plan assets, end of year $ 919 $ 826 $ 635 $ 611 $ — $ — Funded status $ ( 70 ) $ ( 138 ) $ 68 $ 16 $ ( 144 ) $ ( 143 ) Amounts recognized in the Balance Sheet consist of: Other assets $ 39 $ — $ 161 $ 128 $ — $ — Other accrued liabilities ( 30 ) ( 29 ) ( 5 ) ( 6 ) ( 10 ) ( 9 ) Other noncurrent liabilities ( 79 ) ( 109 ) ( 88 ) ( 106 ) ( 134 ) ( 134 ) Funded status ( 70 ) ( 138 ) 68 16 ( 144 ) ( 143 ) Accumulated other comprehensive loss (income) 202 256 ( 24 ) 22 ( 4 ) ( 10 ) Net amount recognized $ 132 $ 118 $ 44 $ 38 $ ( 148 ) $ ( 153 ) F-53 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Pension Plans Other than Pension Plans U.S. International Post-retirement ($ in millions) 2026 2025 2024 2026 2025 2024 2026 2025 2024 Components of net periodic benefit cost: Service cost $ 34 $ 35 $ 35 $ 28 $ 28 $ 26 $ 1 $ 1 $ 2 Interest cost 53 51 46 18 18 19 8 8 8 Expected return on assets ( 52 ) ( 50 ) ( 54 ) ( 27 ) ( 26 ) ( 25 ) — — ( 1 ) Amortization of: Actuarial loss (gain) 21 20 4 ( 1 ) ( 6 ) ( 8 ) — — — Prior service cost 1 — 1 ( 1 ) — ( 1 ) ( 5 ) ( 6 ) ( 3 ) Settlements and curtailments — — — 1 — — — — — Special termination benefits — — — 3 3 1 — — — Net periodic benefit cost $ 57 $ 56 $ 32 $ 21 $ 17 $ 12 $ 4 $ 3 $ 6 Assumptions used to determine benefit obligations at June 30: Discount rate 5.20 – 5.80 % 5.30 – 5.90 % 5.50 – 5.70 % 1.50 – 9.75 % 1.00 – 10.25 % 1.75 – 10.00 % 5.00 – 8.50 % 5.00 – 10.25 % 5.00 – 11.00 % Rate of compensation increase 2.50 – 8.00 % 2.50 – 8.00 % 2.50 – 8.00 % 1.50 – 4.75 % 1.50 – 5.00 % 1.50 – 5.00 % N/A N/A N/A Weighted-average assumptions used to determine benefit obligations at June 30: Discount rate 5.73 % 5.83 % 5.68 % 3.59 % 3.16 % 3.50 % 5.42 % 5.59 % 5.51 % Rate of compensation increase 2.50 – 8.00 % 2.50 – 8.00 % 2.50 – 8.00 % 2.76 % 2.82 % 3.00 % N/A N/A N/A Assumptions used to determine net periodic benefit cost for the year ended June 30: Discount rate 5.30 – 5.90 % 5.50 – 5.70 % 5.20 – 5.30 % 1.00 – 10.25 % 1.75 – 10.00 % 1.00 – 9.00 % 5.00 – 10.25 % 5.00 – 11.00 % 5.00 – 10.75 % Expected return on assets 6.25 % 6.25 % 6.25 % 2.75 – 10.25 % 2.75 – 10.00 % 2.25 – 9.00 % N/A N/A 6.25 % Rate of compensation increase 2.50 – 8.00 % 2.50 – 8.00 % 2.50 – 8.00 % 1.50 – 5.00 % 1.50 – 5.00 % 1.75 – 5.00 % N/A N/A N/A Weighted-average assumptions used to determine net periodic benefit cost for the year ended June 30: Discount rate 5.83 % 5.68 % 5.29 % 3.16 % 3.50 % 3.69 % 5.59 % 5.51 % 5.19 % Expected return on assets 6.25 % 6.25 % 6.25 % 4.14 % 4.13 % 4.06 % N/A N/A 6.25 % Rate of compensation increase 2.50 – 8.00 % 2.50 – 8.00 % 2.50 – 8.00 % 2.82 % 3.00 % 3.08 % N/A N/A N/A F-54 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The discount rate for each plan used for determining future net periodic benefit cost is based on a review of highly rated long-term bonds. The discount rate for the Company’s domestic plans is based on a bond portfolio that includes only long-term bonds with an Aa rating, or equivalent, from a major rating agency. The Company used an above-mean yield curve which represents an estimate of the effective settlement rate of the obligation, and the timing and amount of cash flows related to the bonds included in this portfolio are expected to match the estimated defined benefit payment streams of the Company’s domestic plans. For the Company’s international plans, the discount rate in a particular country was principally determined based on a yield curve constructed from high quality corporate bonds in that respective country, with the resulting portfolio having a duration matching that particular plan. In determining the long-term rate of return for a plan, the Company considers the historical rates of return, the nature of the plan’s investments and an expectation for the plan’s investment strategies. The weighted-average interest crediting rate used to determine the benefit obligation and net periodic benefit cost relating to the Company’s U.S. Pension Plans was 4.00 % and 4.24 % as of and for the years ended June 30, 2026 and 2025, respectively. Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. The assumed weighted-average health care cost trend rate for the coming year is 7.59 % while the weighted-average ultimate trend rate of 4.01 % is expected to be reached in approximately 14 years to 24 years. Amounts recognized in AOCI (before tax) as of June 30, 2026 and 2025 are as follows: Pension Plans Other than Pension Plans (In millions) U.S. International Post-retirement Total Net actuarial losses (gains) as of June 30, 2024 $ 268 $ ( 4 ) $ 1 $ 265 Actuarial losses recognized 7 22 2 31 Amortization and settlements included in net periodic benefit cost ( 20 ) 5 — ( 15 ) Translation adjustments — — 1 1 Net actuarial losses as of June 30, 2025 255 23 4 282 Net prior service cost as of June 30, 2024 1 ( 1 ) ( 22 ) ( 22 ) Amortization included in net periodic benefit cost — — 6 6 Curtailments included in net periodic benefit cost — — 2 2 Net prior service cost as of June 30, 2025 1 ( 1 ) ( 14 ) ( 14 ) Total amounts recognized in AOCI as of June 30, 2025 $ 256 $ 22 $ ( 10 ) $ 268 Net actuarial losses as of June 30, 2025 $ 255 $ 23 $ 4 $ 282 Actuarial (gains) losses recognized ( 32 ) ( 46 ) 1 ( 77 ) Amortization and settlements included in net periodic benefit cost ( 21 ) — — ( 21 ) Translation adjustments — ( 1 ) — ( 1 ) Net actuarial losses (gains) as of June 30, 2026 202 ( 24 ) 5 183 Net prior service cost as of June 30, 2026 1 ( 1 ) ( 14 ) ( 14 ) Amortization included in net periodic benefit cost ( 1 ) 1 5 5 Net prior service cost as of June 30, 2026 — — ( 9 ) ( 9 ) Total amounts recognized in AOCI as of June 30, 2026 $ 202 $ ( 24 ) $ ( 4 ) $ 174 F-55 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the Company’s pension plans at June 30, 2026 and 2025 are as follows: Pension Plans Other than Pension Plans Retirement Growth Account Restoration International Post-retirement (In millions) 2026 2025 2026 2025 2026 2025 2026 2025 Projected benefit obligation $ 880 $ 846 $ 109 $ 118 $ 567 $ 595 $ 144 $ 143 Accumulated benefit obligation $ 863 $ 825 $ 105 $ 112 $ 513 $ 532 $ — $ — Fair value of plan assets $ 919 $ 826 $ — $ — $ 635 $ 611 $ — $ — International pension plans with projected benefit obligations in excess of the plans’ assets had aggregate projected benefit obligations of $ 97 million and $ 326 million and aggregate fair value of plan assets of $ 4 million and $ 214 million at June 30, 2026 and 2025, respectively. International pension plans with accumulated benefit obligations in excess of the plans’ assets had aggregate accumulated benefit obligations of $ 87 million and $ 91 million and aggregate fair value of plan assets of $ 4 million at each of June 30, 2026 and 2025. The expected cash flows for the Company’s pension and post-retirement plans are as follows: Pension Plans Other than Pension Plans (In millions) U.S. International Post-retirement Expected employer contributions for year ending June 30, 2027 $ 31 $ 27 $ 10 Expected benefit payments for year ending June 30, 2027 113 44 10 2028 91 36 11 2029 81 37 12 2030 64 35 11 2031 57 36 11 Years 2032 – 2036 305 184 54 Plan Assets The Company’s investment strategy for its pension plan assets is to maintain a diversified portfolio of asset classes with the primary goal of meeting long-term cash requirements as they become due. Assets are primarily invested in diversified funds that hold equity or debt securities to maintain the security of the funds while maximizing the returns within each plan’s investment policy. The investment policy for each plan specifies the type of investment vehicles appropriate for the plan, asset allocation guidelines, criteria for selection of investment managers and procedures to monitor overall investment performance, as well as investment manager performance. The Company’s target asset allocation at June 30, 2026 is as follows: Pension Plans U.S. International Equity 39 % 22 % Debt securities 50 % 56 % Other 11 % 22 % 100 % 100 % F-56 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following table presents the fair values of the Company’s pension and post-retirement plan assets by asset category as of June 30, 2026: (In millions) Level 1 Level 2 Level 3 Assets Measured at Net Asset Value as a Practical Expedient Total Cash and cash equivalents $ 1 $ — $ — $ — $ 1 Short-term investment funds — 24 — 4 28 Government and agency securities 296 — — — 296 Commingled funds 350 632 — 147 1,129 Insurance contracts — — 20 — 20 Interests in limited partnerships and hedge fund investments — — — 80 80 Total $ 647 $ 656 $ 20 $ 231 $ 1,554 The following table presents the fair values of the Company’s pension and post-retirement plan assets by asset category as of June 30, 2025: (In millions) Level 1 Level 2 Level 3 Assets Measured at Net Asset Value as a Practical Expedient Total Cash and cash equivalents $ 2 $ — $ — $ — $ 2 Short-term investment funds — 7 — 4 11 Government and agency securities 144 — — — 144 Commingled funds 324 695 — 159 1,178 Insurance contracts — — 18 — 18 Interests in limited partnerships and hedge fund investments — — — 84 84 Total $ 470 $ 702 $ 18 $ 247 $ 1,437 The following table presents the changes in Level 3 plan assets: June 30, (In millions) 2026 2025 Insurance Contracts Balance at beginning of year $ 18 $ 14 Actual return on plan assets: Relating to assets still held at the reporting date — — Purchases, sales, issuances and settlements, net 1 3 Foreign exchange impact 1 1 Balance at end of year $ 20 $ 18 The following is a description of the valuation methodologies used for plan assets measured at fair value: Cash and cash equivalents – Cash and all highly-liquid securities with original maturities of three months or less are classified as cash and cash equivalents, primarily consisting of cash deposits in interest bearing accounts, time deposits and money market funds. These assets are classified within Level 1 of the valuation hierarchy. F-57 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Short-term investment funds – The fair values are determined using the Net Asset Value (“NAV”) provided by the administrator of the fund when the Company has the ability to redeem the assets at the measurement date. These assets are classified within Level 2 of the valuation hierarchy. For some assets the Company is utilizing the NAV as a practical expedient and those investments are not included in the valuation hierarchy. Government and agency securities – The fair values are determined using third-party pricing services using market prices or prices derived from observable market inputs such as benchmark curves, broker/dealer quotes, and other industry and economic factors. These investments are classified within Level 1 of the valuation hierarchy. Commingled funds – The fair values of publicly traded funds are based upon market quotes and are classified within Level 1 of the valuation hierarchy. The fair values for non-publicly traded funds are determined using the NAV provided by the administrator of the fund when the Company has the ability to redeem the assets at the measurement date. These assets are classified within Level 2 of the valuation hierarchy. When the Company is utilizing the NAV as a practical expedient those investments are not included in the valuation hierarchy. These investments have monthly redemption frequencies with redemption notice periods ranging from 10 to 14 days. There are no unfunded commitments related to these investments. Insurance contracts – The fair values are based on negotiated value and the underlying investments held in separate account portfolios, as well as the consideration of the creditworthiness of the issuer. The underlying investments are primarily government, asset-backed and fixed income securities. Insurance contracts are generally classified as Level 3 as there are no quoted prices or other observable inputs for pricing. Interests in limited partnerships and hedge fund investments – The fair values are determined using the NAV provided by the administrator as a practical expedient, and therefore these investments are not included in the valuation hierarchy. These investments have monthly and quarterly redemption frequencies with redemption notice periods ranging from 45 to 90 days. Unfunded commitments related to these investments are not material. 401(k) Savings Plan (U.S.) The Company’s 401(k) Savings Plan (“Savings Plan”) is a contributory defined contribution plan covering substantially all regular full-time U.S. employees who have completed the hours and service requirements, as defined by the plan document. Regular full-time employees are eligible to participate in the Savings Plan thirty days following their date of hire. The Savings Plan is subject to the applicable provisions of ERISA. The Company matches a portion of the participant’s contributions after one year of service under a predetermined formula based on the participant’s contribution level. The Company’s contributions were $ 44 million, $ 51 million and $ 51 million for fiscal 2026, 2025 and 2024, respectively. Shares of the Company’s Class A Common Stock are not an investment option in the Savings Plan and the Company does not use such shares to match participants’ contributions. F-58 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 16 – COMMITMENTS AND CONTINGENCIES Contractual Obligations The following table summarizes scheduled maturities of the Company’s contractual obligations for which cash flows are fixed and determinable as of June 30, 2026: Payments Due in Fiscal (In millions) Total 2027 2028 2029 2030 2031 Thereafter Debt service (1) $ 10,767 $ 790 $ 974 $ 243 $ 1,583 $ 807 $ 6,370 Unconditional purchase obligations (2) 3,974 2,224 444 334 283 265 424 Gross unrecognized tax benefits and interest – current (3) 2 2 — — — — — Total contractual obligations (4) $ 14,743 $ 3,016 $ 1,418 $ 577 $ 1,866 $ 1,072 $ 6,794 (1) Includes long-term and current debt and the related projected interest costs. Refer to Note 6 – Leases for information regarding future minimum lease payments relating to the Company’s finance leases. Interest costs on long-term and current debt in fiscal 2027, 2028, 2029, 2030, 2031 and thereafter are projected to be $ 290 million, $ 274 million, $ 243 million, $ 233 million, $ 807 million and $ 1,469 million, respectively. Projected interest costs on variable rate instruments were calculated using market rates at June 30, 2026. (2) Unconditional purchase obligations primarily include: service provider contract commitments, inventory commitments, accrued restructuring, advertising commitments, information technology contract commitments and royalty payments pursuant to license agreements. Amounts under service provider contract commitments were estimated based on the current expectations of service and performance levels under the contract. Future royalty and advertising commitments were estimated based on planned future sales for the term that was in effect at June 30, 2026, without consideration for potential renewal periods. (3) Refer to Note 8 – Income Taxes for information regarding unrecognized tax benefits. As of June 30, 2026, the noncurrent portion of the Company’s unrecognized tax benefits, including related accrued interest and penalties, was $ 194 million. At this time, the settlement period for the noncurrent portion of the unrecognized tax benefits, including related accrued interest and penalties, cannot be determined and therefore was not included. (4) Refer to Note 6 – Leases for information regarding future minimum lease payments relating to the Company’s operating leases. Legal Proceedings The Company is involved, from time to time, in litigation and other legal proceedings incidental to its business, including product liability (including asbestos-related claims), advertising, regulatory, employment, intellectual property, real estate, environmental, trade relations, securities, tax, and privacy matters. The Company records accruals for loss contingencies when a loss is probable and reasonably estimable, and estimates reasonably possible losses or ranges of losses in excess of accrued amounts, when such estimates can be made. Such estimates involve significant judgment regarding future events and uncertainties, including timing of related payments, and are adjusted as appropriate. Legal defense costs are expensed as incurred. See below for the assessment of loss contingencies related to the Company's Securities Class Action and Derivative Matters and Cosmetic Talcum Powder Matters. Management believes that the outcome of all other pending litigation and legal proceedings will not have a material adverse effect on the Company’s operations or consolidated financial statements. Reasonably possible losses in excess of accrued amounts are not expected to be material. Management’s assessments of the Company’s pending litigation and other legal proceedings, including the Securities Class Action and Derivative Matters and Cosmetic Talcum Powder Matters, are subject to inherent uncertainties and may change based on future developments. F-59 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Securities Class Action and Derivative Matters On December 7, 2023 and January 22, 2024, purported securities class action complaints were filed in the United States District Court for the Southern District of New York against the Company and its then Chief Executive Officer and Chief Financial Officer. The actions were consolidated on February 20, 2024. On March 22, 2024, plaintiffs filed a consolidated amended complaint alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 based on alleged materially false and misleading statements between February 3, 2022 and October 31, 2023. On March 31, 2025, the Court denied defendants' motion to dismiss. On April 2, 2026, the parties reached an agreement in principle to settle the securities class action litigation. In light of these discussions, the Company recorded a loss contingency of $ 210 million relating to a potential settlement of the securities class action in Other accrued liabilities in the accompanying consolidated balance sheet during the fiscal 2026 third quarter, as well as recorded a receivable for the estimated probable amounts expected to be paid by insurance carriers. As of June 30, 2026, the total settlement of $ 210 million has been funded, which includes the amounts paid by the insurance carriers, and as such there are no amounts related to this matter reflected in the accompanying consolidated balance sheet. This matter is subject to final approval from the Court. Stockholder derivative complaints were filed on February 1, 2024 and March 15, 2024 in the same court against certain current and former officers and directors of the Company and were voluntarily dismissed without prejudice in April 2024. The Company subsequently received stockholder litigation demands requesting that the Board investigate similar allegations. A committee of the Board has been formed to review these demands and make recommendations, as appropriate. Two additional stockholder derivative complaints were filed on May 8, 2025 in the United States District Court for the Southern District of New York; one stockholder derivative complaint was filed on June 23, 2025 in the Supreme Court of the State of New York in Kings County; and four additional stockholder derivative complaints were filed on September 15, 2025, September 26, 2025, November 11, 2025 and November 12, 2025 in the Delaware Court of Chancery against certain current and former officers and directors, asserting claims including breach of fiduciary duty, unjust enrichment, as well as claims of waste, gross mismanagement and insider trading. One of the Delaware complaints originally filed in September was voluntarily dismissed (as it was filed on behalf of an individual rather than a related trust that held Company stock) and refiled on November 11, 2025 by actual shareholders. The four Delaware stockholder derivative actions were consolidated into a single case and plaintiffs in that consolidated derivative action are due to file a single, consolidated complaint on August 24, 2026. One additional stockholder derivative complaint was filed on July 24, 2026 in the Delaware Court of Chancery against certain current and former officers and directors, asserting claims substantially similar to those in the other Delaware complaints. The Company believes that it is not possible at this time to reasonably assess the outcome of these derivative matters or to estimate the loss or range of losses, if any. Cosmetic Talcum Powder Matters The Company has been named as a defendant in civil actions alleging that certain cosmetic talcum powder products were contaminated with asbestos. These matters generally involve multiple co-defendants. The Company stands behind the safety of its products for intended use, and the Company and its legal counsel believe that the Company has strong legal grounds to contest these cases and is challenging them vigorously. The Company cannot predict the outcome of each individual case pending against it. In fiscal 2025, in view of the number of cases pending against the Company as well as the evolution of the litigation landscape and expectations regarding future claims at that time, the Company took action from the end of August 2024 through October 2024 to mitigate a portion of its future exposure. During that period, the Company entered into agreements with certain plaintiff law firms to resolve over 200 pending matters, which was a portion of the pending matters that existed at that time, and establish a framework for resolving potential future claims brought by these plaintiff law firms from January 1, 2025 through December 31, 2029, subject to annual caps (the "Talcum litigation settlement agreements"). In connection with the Talcum litigation settlement agreements, the Company recorded a charge of $ 159 million in the fiscal 2025 first quarter, representing its best estimate of probable losses for current and potential future claims under these agreements, and as of June 30, 2026, $ 24 million and $ 67 million are recorded in Other accrued liabilities and Other noncurrent liabilities, respectively, in the accompanying consolidated balance sheet for these liabilities. Additional charges and reasonably possible losses related to these Talcum litigation settlement agreements, in excess of the initial charge have not been and are not expected to be material. F-60 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Outside of the Talcum litigation settlement agreements, other claims are brought and may be brought by plaintiff firms not party to those agreements. As of June 30, 2026, there were 118 cases pending against the Company in U.S. state courts, as compared to 84 cases as of June 30, 2025. During the year ended June 30, 2026, 100 cases were filed and 66 cases were resolved. For certain claims brought against the Company that have advanced to later stages, specific accruals are recorded as appropriate, and for the remaining pending claims, the Company estimates losses on an aggregate basis based on historical experience. While amounts recorded (outside the Talcum litigation settlement agreements) for the years ended June 30, 2026, 2025 and 2024, respectively, to either settle cases, or accrue for probable losses, are not material, adverse outcomes on pending or future claims could be material. The Company cannot reasonably estimate the range of possible losses in excess of accrued amounts for these or future matters. The assessment of the Company’s current cases is ongoing and could change in light of the discovery of additional facts with respect to these cases not presently known to the Company, further legal analysis, or determinations by courts, juries or other finders of fact or deciders of law that vary from the Company’s evaluation of the probable liability or outcome of such cases. The number of new cases filed against the Company has increased in recent periods, consistent with broader trends in litigation involving talcum products generally, and the Company expects that the number of new cases filed against it, and the number of cases pending against it, may continue to increase in future periods. For the cosmetic talcum powder matters, the Company maintains insurance policies with limited coverage that may offset a portion of defense and settlement costs, subject to policy terms. Historical recoveries have not been material. NOTE 17 – COMMON STOCK As of June 30, 2026, the Company’s authorized common stock consists of 1,300 million shares of Class A Common Stock, par value $ .01 per share, and 304 million shares of Class B Common Stock, par value $ .01 per share. Class B Common Stock is convertible into Class A Common Stock, in whole or in part, at any time and from time to time at the option of the holder, on the basis of one share of Class A Common Stock for each share of Class B Common Stock converted. Holders of the Company’s Class A Common Stock are entitled to one vote per share and holders of the Company’s Class B Common Stock are entitled to ten votes per share. Information about the Company’s common stock outstanding is as follows: (Shares in thousands) Class A Class B Balance at June 30, 2023 232,077.9 125,542.0 Acquisition of treasury stock (1) ( 316.5 ) — Stock-based compensation 1,385.2 — Balance at June 30, 2024 233,146.6 125,542.0 Acquisition of treasury stock (1) ( 482.5 ) — Stock-based compensation 1,560.7 — Balance at June 30, 2025 234,224.8 125,542.0 Acquisition of treasury stock (1) ( 736.7 ) — Conversion of Class B to Class A 11,034.7 ( 11,034.7 ) Stock-based compensation 2,768.4 — Balance at June 30, 2026 247,291.2 114,507.3 (1) These amounts represent shares that were repurchased by the Company to satisfy tax withholding obligations upon the payout of certain stock-based compensation arrangements. The Company is authorized by the Board of Directors to repurchase Class A Common Stock in the open market or in privately negotiated transactions, depending on market conditions and other factors. As of June 30, 2026, the remaining authorized share repurchase balance was 25.1 million shares. Beginning in December 2022, the Company suspended the repurchase of shares of its Class A Common Stock under its publicly announced program. The Company may resume repurchases in the future. F-61 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following is a summary of cash dividends declared per share on the Company’s Class A and Class B Common Stock during the year ended June 30, 2026: Date Declared Record Date Payable Date Amount per Share August 19, 2025 September 2, 2025 September 16, 2025 $ .35 October 29, 2025 November 28, 2025 December 15, 2025 $ .35 February 4, 2026 February 27, 2026 March 16, 2026 $ .35 April 30, 2026 May 29, 2026 June 15, 2026 $ .35 On August 18, 2026, a dividend was declared in the amount of $ .35 per share on the Company's Class A and Class B Common Stock. The dividend is payable in cash on September 15, 2026 to stockholders of record at the close of business on August 31, 2026. NOTE 18 – STOCK PROGRAMS As of June 30, 2026, the Company has two active equity compensation plans which include the Amended and Restated Fiscal 2002 Share Incentive Plan (the “Fiscal 2002 Plan”) and the Amended and Restated Non-Employee Director Share Incentive Plan (collectively, the “Plans”). These Plans currently provide for the issuance of approximately 100.8 million shares of Class A Common Stock, which consist of shares cumulatively provided for and shares transferred to the Fiscal 2002 Plan from other inactive plans and employment agreements, to be granted in the form of stock-based awards to key employees and non-employee directors of the Company. As of June 30, 2026, approximately 11.8 million shares of Class A Common Stock were reserved and available to be granted pursuant to these Plans. The Company may satisfy the obligation of its stock-based compensation awards with either new or treasury shares. The Company’s equity compensation awards include stock options, restricted stock units (“RSUs”), performance share units (“PSUs”), long-term PSUs, including long-term price-vested units (“PVUs”), and share units. Total net stock-based compensation expense is attributable to the granting of and the remaining requisite service periods of stock options, RSUs, PSUs, long-term PSUs and share units. Compensation expense attributable to net stock-based compensation is as follows: Year Ended June 30, (In millions) 2026 2025 2024 Compensation expense (1) $ 310 $ 304 $ 325 Income tax benefit $ 57 $ 58 $ 58 (1) Excludes compensation expense relating to liability-classified awards. As of June 30, 2026, the total unrecognized compensation cost related to unvested stock-based awards was $ 172 million and the related weighted-average period over which it is expected to be recognized is approximately one year . F-62 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Stock Options The following is a summary of the status of the Company’s stock options as of June 30, 2026 and activity during the fiscal year then ended: (Shares in thousands) Shares Weighted- Average Exercise Price Per Share Aggregate Intrinsic Value (1) (in millions) Weighted-Average Contractual Life Remaining in Years Outstanding at June 30, 2025 8,686.5 $ 175.21 Granted at fair value 1,210.3 92.18 Exercised ( 651.8 ) 80.60 Expired ( 522.5 ) 199.55 Forfeited ( 75.8 ) 126.28 Outstanding at June 30, 2026 8,646.7 169.68 $ 1 5.0 Vested and expected to vest at June 30, 2026 8,621.0 169.87 $ 1 5.0 Exercisable at June 30, 2026 7,057.3 183.89 $ 1 4.0 (1) The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option. The exercise period for all stock options generally may not exceed ten years from the date of grant. Stock option grants to individuals generally become exercisable in three substantively equal tranches over a service period of up to four years . The Company attributes the value of option awards on a straight-line basis over the requisite service period for each separately vesting portion of the award as if the award was, in substance, multiple awards. The following is a summary of the per-share weighted-average grant date fair value of stock options granted and total intrinsic value of stock options exercised: Year Ended June 30, (In millions, except per share data) 2026 2025 2024 Per-share weighted-average grant date fair value of stock options granted $ 35.07 $ 29.24 $ 52.83 Intrinsic value of stock options exercised $ 8 $ 3 $ 31 The fair value of each of the Company's option grants were estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions: Year Ended June 30, 2026 2025 2024 Weighted-average expected stock-price volatility 40.9 % 37.5 % 33.8 % Weighted-average expected option life 6 years 6 years 6 years Average risk-free interest rate 3.8 % 3.6 % 4.3 % Average dividend yield 1.7 % 2.4 % 1.5 % The Company uses a weighted-average expected stock-price volatility assumption that is a combination of both current and historical implied volatilities of the underlying stock. The implied volatilities were obtained from publicly available data sources. For the weighted-average expected option life assumption, the Company considers the exercise behavior for past grants and models the pattern of aggregate exercises. The average risk-free interest rate is based on the U.S. Treasury strip rate for the expected term of the options and the average dividend yield is based on historical experience. F-63 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Restricted Stock Units The Company granted RSUs in respect of approximately 3.6 million shares of Class A Common Stock during fiscal 2026 with a weighted-average grant date fair value per share of $ 91.59 that, at the time of grant, are scheduled to vest as follows: 1.2 million in fiscal 2027, 1.6 million in fiscal 2028 and 0.8 million in fiscal 2029. Vesting of RSUs is generally subject to the continued employment or the retirement of the grantees. The RSUs are generally accompanied by dividend equivalent rights, payable upon settlement of the RSUs either in cash or shares (based on the terms of the particular award) and, as such, were generally valued at the closing market price of the Company’s Class A Common Stock on the date of grant. Included in the above are one-time awards granted in the first quarter of fiscal 2026, in respect of approximately 0.5 million shares of Class A Common Stock scheduled to cliff vest in fiscal 2028 with a weighted average grant-date fair value per share of $ 91.77 , made under the PRGP Incentive Program which was implemented in an effort to incentivize and retain leaders who are critical to the success of the PRGP. The following is a summary of the status of the Company’s RSUs as of June 30, 2026 and activity during the fiscal year then ended: (Shares in thousands) Shares Weighted-Average Grant Date Fair Value Per Share Nonvested at June 30, 2025 4,301.8 $ 115.31 Granted 3,594.3 91.59 Dividend equivalents 79.8 99.23 Vested (1) ( 1,921.1 ) 132.99 Forfeited ( 594.5 ) 95.67 Nonvested at June 30, 2026 5,460.3 95.38 1) The total fair value of RSUs vested during fiscal 2026, 2025 and 2024 was $ 184 million, $ 78 million, and $ 92 million, respectively. Performance Share Units The Company has PSU awards outstanding, which will be settled in stock subject to the achievement of the Company’s net sales, diluted net earnings per common share and return on invested capital goals, respectively for the outstanding awards all subject to continued employment or the retirement of the grantees. For PSUs, no settlement will occur for results below the applicable minimum threshold. PSUs are accompanied by dividend equivalent rights that will be payable in cash upon settlement of the PSUs and, as such, were valued at the closing market value of the Company’s Class A Common Stock on the date of grant. The following is a summary of the status of the Company’s PSUs as of June 30, 2026 and activity during the fiscal year then ended: (Shares in thousands) Shares Weighted-Average Grant Date Fair Value Per Share Nonvested at June 30, 2025 621.3 $ 139.87 Granted — — Vested and issued (1) ( 14.5 ) 344.06 Forfeited ( 109.6 ) 241.92 Nonvested at June 30, 2026 497.2 111.42 (1) The total fair value of PSUs vested and issued during fiscal 2026 and 2024 was $ 1 million and $ 7 million, respectively. No PSUs vested and were issued during fiscal 2025. F-64 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Long-term Performance Share Units In February 2018, the Company granted to its then Chief Executive Officer ("CEO") PSUs with an aggregate payout of 195,940 shares (in two tranches of 97,970 shares each) of the Company’s Class A Common Stock, generally subject to continued employment through the end of the respective performance periods, which ended June 30, 2021 and 2022. No portion of the award would generally vest unless the Company has achieved positive Cumulative Operating Income, as defined in the performance share unit award agreement, during the relevant performance period. Settlement, if any, with respect to both tranches would be made on September 3, 2024. The PSUs are accompanied by dividend equivalent rights that were payable in cash at the same time as any payment of shares of Class A Common Stock. The grant date fair value of these PSUs of $ 27 million was estimated using the closing stock price of the Company’s Class A Common Stock as of the date of grant. On September 3, 2024, since the Company achieved positive Cumulative Operating Income, as defined in the PSU award agreement, and since the then CEO completed the requisite service, the Company issued 195,940 shares of the Company’s Class A Common Stock to its then CEO in accordance with the terms of these PSUs. At the time of issuance, the total fair value of shares granted was $ 18 million. In March 2021, the Company granted to the its then CEO PSUs with an aggregate payout of 68,578 shares of the Company's Class A Common Stock, to incentivize him to continue serving through at least June 30, 2024. Generally, no portion of this award would vest unless the Company has achieved positive Cumulative Operating Income, as defined in the performance share unit award agreement, during the relevant performance period. The PSUs are accompanied by dividend equivalent rights that were payable in cash at the same time as any delivery of shares of the Company's Class A Common Stock. The aggregate grant date fair value of the PSUs of approximately $ 20 million was estimated using the closing stock price of the Company's Class A Common Stock on the date of grant. On September 2, 2025, since the Company achieved positive Cumulative Operating Income, as defined in the PSU award agreement, and since the then CEO completed the requisite service, the Company issued 68,578 shares of the Company’s Class A Common Stock to its former CEO, in accordance with the terms of the PSUs. At the time of issuance, the total fair value of shares granted was $ 6 million. Long-term Price-Vested Units In March 2021, the Company granted to its then CEO PVUs with an aggregate payout of 85,927 shares, divided into three tranches, of the Company's Class A Common Stock, to incentivize him to continue serving through at least June 30, 2024. Generally, no portion of this award would vest unless the Company has achieved positive Cumulative Operating Income, as defined in the price-vested unit award agreement, during the relevant performance period. In addition, the vesting of each tranche was contingent upon the Company’s achievement of the respective stock price goal, which means that the average closing price per share of the Company’s Class A Common Stock traded on the New York Stock Exchange be at or above the applicable stock price goal (noted in the table below) for 20 consecutive trading days during the applicable performance period. The PVUs are accompanied by dividend equivalent rights that were payable in cash at the same time as any delivery of shares of the Company's Class A Common Stock. The number of shares subject to each tranche of the price-vested unit award, as well as the stock price goals, service periods, performance periods and share delivery dates for each tranche are as follows: Number of Shares per Tranche Stock Price Goal (per Share) Service Period Performance Period for Stock Price Goal Performance Period for Cumulative Operating Income Goal Share Delivery Date First tranche 27,457 $ 323.03 March 11, 2021 - June 30, 2024 March 11, 2021 - June 30, 2024 July 1, 2021 - June 30, 2025 September 2, 2025 Second tranche 28,598 $ 333.21 March 11, 2021 - June 30, 2024 March 11, 2021 - June 30, 2024 July 1, 2021 - June 30, 2025 September 2, 2025 Third tranche 29,872 $ 343.61 March 11, 2021 - June 30, 2024 March 11, 2021 - June 30, 2024 July 1, 2021 - June 30, 2025 September 2, 2025 Total shares 85,927 F-65 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The aggregate grant date fair value of the PVUs of approximately $ 20 million was estimated using the Monte Carlo Method, which requires certain assumptions. The significant assumptions used for this award were as follows: Expected volatility 31.8 % Dividend yield 0.8 % Risk-free interest rate 0.4 % Expected term 3.3 years The Stock Price Goals (per Share) were all achieved during fiscal 2022 and on September 2, 2025, since the Company achieved positive Cumulative Operating Income as of June 30, 2025, as defined in the award agreement, and since the then CEO completed the requisite service, the Company issued 85,927 shares of the Company’s Class A Common Stock to its former CEO in accordance with the terms of the PVUs. At the time of issuance, the total fair value of shares granted was $ 8 million. Share Units The Company grants share units to certain non-employee directors under the Amended and Restated Non-Employee Director Share Incentive Plan. The share units are convertible into shares of the Company’s Class A Common Stock as provided for in that plan. Share units are accompanied by dividend equivalent rights that are converted to additional share units when such dividends are declared. The following is a summary of the status of the Company’s share units as of June 30, 2026 and activity during the fiscal year then ended: (Shares in thousands) Shares Weighted-Average Grant Date Fair Value Per Share Outstanding at June 30, 2025 106.9 $ 90.15 Granted 12.2 95.75 Dividend equivalents 1.6 92.22 Converted (1) ( 26.6 ) 79.60 Outstanding at June 30, 2026 94.1 93.88 (1) The total intrinsic value of share units converted during fiscal 2026, 2025 and 2024 was $ 3 million, $ 2 million, and $ 2 million, respectively. Cash Units Certain non-employee directors defer cash compensation in the form of cash payout share units, which are not subject to the Plans. These share units are classified as liabilities and, as such, their fair value is adjusted to reflect the current market value of the Company’s Class A Common Stock. The Company recorded $ 2 million as compensation expense, net for fiscal 2026, and recorded $ 3 million and $ 13 million as compensation income, net for fiscal 2025 and 2024, respectively, to reflect additional deferrals and the change in the market value. F-66 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 19 – CHANGES IN OWNERSHIP INTEREST ON NET EARNINGS (LOSS) ATTRIBUTABLE TO THE ESTÉE LAUDER COMPANIES INC. The following table summarizes the effects of changes in ownership of redeemable noncontrolling interest on the Company's equity: Year Ended June 30, (In millions) 2026 2025 2024 Net earnings (loss) attributable to The Estée Lauder Companies Inc. $ 182 $ ( 1,133 ) $ 390 Transfers from redeemable noncontrolling interest: Increase in paid-in capital as a result of the purchase of shares from redeemable noncontrolling interest — — 162 Total effect of changes in ownership interest on equity attributable to The Estée Lauder Companies Inc. $ 182 $ ( 1,133 ) $ 552 NOTE 20 – NET EARNINGS (LOSS) ATTRIBUTABLE TO THE ESTÉE LAUDER COMPANIES INC. PER COMMON SHARE Net earnings (loss) attributable to The Estée Lauder Companies Inc. per common share (“basic EPS”) is computed by dividing net earnings (loss) attributable to The Estée Lauder Companies Inc. by the weighted-average number of common shares outstanding and shares underlying PSUs and RSUs where the vesting conditions have been met. Net earnings (loss) attributable to The Estée Lauder Companies Inc. per common share assuming dilution (“diluted EPS”) is computed by reflecting potential dilution from stock-based awards using the treasury stock method. For the year ended June 30, 2025, the effects of potentially dilutive stock options, PSUs and RSUs were excluded from the computation of diluted EPS as they were anti-dilutive due to the net loss incurred during the period. A reconciliation between the numerator and denominator of the basic and diluted EPS computations is as follows: Year Ended June 30, (In millions, except per share data) 2026 2025 2024 Numerator: Net earnings (loss) attributable to The Estée Lauder Companies Inc. $ 182 $ ( 1,133 ) $ 390 Denominator: Weighted-average common shares outstanding – Basic 362.3 360.1 359.0 Effect of dilutive stock options 0.1 — 0.9 Effect of PSUs — — 0.2 Effect of RSUs 2.4 — 0.7 Weighted-average common shares outstanding – Diluted 364.8 360.1 360.8 Net earnings (loss) attributable to The Estée Lauder Companies Inc. per common share: Basic $ 0.50 $ ( 3.15 ) $ 1.09 Diluted $ 0.50 $ ( 3.15 ) $ 1.08 The shares of Class A Common Stock underlying stock options, RSUs and PSUs that were excluded in the computation of diluted EPS because their inclusion would be anti-dilutive were as follows: Year Ended June 30, (In millions) 2026 2025 2024 Stock options 8.0 8.5 5.9 RSUs and PSUs 0.2 1.7 0.4 F-67 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS As of June 30, 2026, 2025 and 2024, 0.5 million shares, 0.6 million shares and 0.4 million shares, respectively, of Class A Common Stock underlying PSUs have been excluded from the computation of diluted EPS as the number of shares ultimately issued is contingent on the achievement of applicable performance targets of the Company, as discussed in Note 18 – Stock Programs . F-68 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 21 – ACCUMULATED OTHER COMPREHENSIVE LOSS The components of AOCI included in the accompanying consolidated balance sheets consist of the following: Year Ended June 30, (In millions) 2026 2025 2024 Net derivative instruments, beginning of year $ ( 5 ) $ 52 $ 44 Gain (loss) on derivative instruments (1) 29 ( 19 ) 79 (Provision) benefit for income taxes ( 6 ) 6 ( 18 ) Reclassification to earnings (loss) during the year: Foreign currency forward contracts (2) 29 ( 35 ) ( 50 ) Interest rate contracts (3) ( 2 ) ( 2 ) — Cross-currency swap contracts (1)(4) ( 19 ) ( 19 ) ( 19 ) Income tax impact of reclassification (5) ( 3 ) 12 16 Net derivative instruments, end of year 23 ( 5 ) 52 Net pension and post-retirement adjustments, beginning of year ( 204 ) ( 183 ) ( 177 ) Changes in plan assets and benefit obligations: Net actuarial gains (losses) recognized 77 ( 31 ) ( 27 ) Prior service credit recognized — — 25 Translation adjustments 1 ( 1 ) 1 (Provision) benefit for income taxes ( 17 ) 6 — Amortization and settlements included in net periodic benefit cost (6) : Net actuarial gains and losses 20 14 ( 4 ) Net prior service cost ( 5 ) ( 6 ) ( 3 ) Curtailments — ( 2 ) — Settlements 1 1 — Income tax impact of reclassification (5) ( 3 ) ( 2 ) 2 Net pension and post-retirement adjustments, end of year ( 130 ) ( 204 ) ( 183 ) Cumulative translation adjustments, beginning of year ( 918 ) ( 1,009 ) ( 801 ) Translation adjustments (7) ( 106 ) 95 ( 129 ) Purchase of shares from redeemable noncontrolling interest (8) — — ( 73 ) Provision for income taxes ( 22 ) ( 4 ) ( 6 ) Cumulative translation adjustments, end of year ( 1,046 ) ( 918 ) ( 1,009 ) Accumulated other comprehensive loss $ ( 1,153 ) $ ( 1,127 ) $ ( 1,140 ) (1) Includes the gain recognized in AOCI from cross-currency swap contracts which represents the amount excluded from effectiveness testing. (2) Amounts recorded in Net Sales in the accompanying consolidated statements of earnings (loss). (3) Amounts recorded in Interest expense in the accompanying consolidated statements of earnings (loss). (4) Amounts recorded in Selling, general and administrative in the accompanying consolidated statements of earnings (loss). (5) Amounts recorded in Provision for income taxes in the accompanying consolidated statements of earnings (loss). (6) Reclassification adjustments for pension and post-retirement plans are recorded in Other components of net periodic benefit cost in the accompanying consolidated statements of earnings (loss). (7) See Note 12 – Derivative Financial Instruments for gains (losses) relating to net investment hedges. (8) Upon purchase of the remaining interest in DECIEM during the fourth quarter of fiscal 2024, the cumulative amount of translation adjustments were reallocated from redeemable noncontrolling interest back to the Company. F-69 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 22 – STATEMENT OF CASH FLOWS Supplemental cash flow information is as follows: Year Ended June 30, (In millions) 2026 2025 2024 Cash: Cash paid during the year for interest $ 331 $ 353 $ 395 Cash paid during the year for income taxes, net of refunds received Federal $ 90 $ 48 $ 29 State and Local 5 5 4 Foreign Belgium 28 74 27 Canada 52 80 27 China 169 161 198 Switzerland 34 49 56 UK 25 22 30 All Other Foreign Jurisdictions 132 191 179 Total $ 535 $ 630 $ 550 Non-cash investing and financing activities: Property, plant and equipment accrued but unpaid $ 34 $ 32 $ 42 NOTE 23 – SEGMENT DATA AND RELATED INFORMATION Operating segments include components of an enterprise for which separate financial information is available that are regularly reviewed by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is the Chief Executive Officer (the “CEO”). As a result of the similarities in the manufacturing, marketing and distribution processes for the Company’s products, much of the information provided in the consolidated financial statements is similar to, or the same as, that reviewed on a regular basis by the CEO. While the Company’s results of operations are reviewed on a consolidated basis, the CEO also reviews data segmented on a basis that facilitates comparison to industry statistics. Although the Company operates in one business segment, beauty products, the CEO evaluates performance based on its four major product categories: skin care, makeup, fragrance and hair care. These product categories meet the definition of operating and reportable segments and, accordingly, additional financial data is provided below. Skin care products include moisturizers, serums, cleansers, toners, eye care, body care, exfoliators, acne and oil corrections, facial masks and sun care products. Makeup products include foundations, powders, concealers, and setting sprays, lipsticks, lip liners and lip glosses, and mascaras, eyeshadows and eye liners. Fragrance products include parfum, eau de parfum, eau de toilette, eau de cologne and body spray, as well as lotions, creams, powders, candles and soaps that are based on a particular fragrance. Hair care products include shampoos, conditioners, styling products, treatment, finishing sprays and hair color products. Royalty revenue associated with the license of the TOM FORD trademark as discussed in Note 14 - Revenue Recognition, as well as sales and related results of ancillary products and services that do not fit within the Company's definitions of skin care, makeup, fragrance and hair care are included in the other category. The CEO assesses each reportable segment’s performance using their respective operating income. Segment operating income is used in developing the overall strategy and during the annual budget process, as well as considered in budget-to-actual variances on a monthly basis when making decisions about the allocation of operating and capital resources to each reportable segment. Segment net sales and operating income (loss) is before the impacts of restructuring and other activities and the impacts from the other category described above. Returns and charges associated with restructuring and other activities are not allocated to the Company's segments because they are centrally directed and controlled, are not included in internal measures of segment performance and result from activities that are deemed Company-wide initiatives to redesign, resize and reorganize select areas of the business. F-70 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The accounting policies for the Company’s reportable segments are the same as those described in the summary of significant accounting policies, with the exception that the impacts of restructuring and other activities are not allocated to the reportable segments. The assets and liabilities of the Company are managed centrally and are reported internally in the same manner as the consolidated financial statements; thus, no additional information is produced for the CEO or included herein. Information about the Company's four operating segments is as follows: (In millions) Year Ended June 30, 2026 Skin Care Makeup Fragrance Hair Care Total Net sales $ 15,049 Less: Other category net sales 103 Less: Returns associated with restructuring and other activities ( 12 ) Segment net sales $ 7,338 $ 4,276 $ 2,779 $ 565 $ 14,958 Cost of sales 1,761 1,102 638 144 3,645 Selling, general and administrative expenses 4,134 3,209 1,924 416 9,683 Other segment items (1) 27 35 13 9 84 Segment operating income (loss) $ 1,416 $ ( 70 ) $ 204 $ ( 4 ) $ 1,546 Other category operating income 57 Charges associated with restructuring and other activities ( 823 ) Operating income 780 Reconciliation to earnings before income taxes: Interest expense ( 334 ) Interest income and investment income, net 90 Other components of net periodic benefit cost ( 19 ) Earnings before income taxes $ 517 Segment depreciation and amortization $ 388 $ 226 $ 147 $ 30 $ 791 Other category 5 Depreciation and amortization $ 796 (1) Other segment items reflect the securities class action litigation settlement. F-71 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (In millions) Year Ended June 30, 2025 Skin Care Makeup Fragrance Hair Care Total Net sales $ 14,326 Less: Other category net sales 100 Less: Returns associated with restructuring and other activities 3 Segment net sales $ 6,962 $ 4,205 $ 2,491 $ 565 $ 14,223 Cost of sales 1,817 1,131 571 158 3,677 Selling, general and administrative expenses 4,196 3,048 1,749 448 9,441 Impairment of goodwill and other intangible assets 375 308 549 — 1,232 Other segment items (1) — 159 — — 159 Segment operating income (loss) $ 574 $ ( 441 ) $ ( 378 ) $ ( 41 ) $ ( 286 ) Other category operating loss ( 13 ) Charges associated with restructuring and other activities ( 486 ) Operating loss ( 785 ) Reconciliation to loss before income taxes: Interest expense ( 357 ) Interest income and investment income, net 114 Other components of net periodic benefit cost ( 12 ) Loss before income taxes $ ( 1,040 ) Segment depreciation and amortization $ 403 $ 243 $ 144 $ 33 $ 823 Other category 6 Depreciation and amortization $ 829 (1) Other segment items reflect the Talcum litigation settlement agreements. F-72 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (In millions) Year Ended June 30, 2024 Skin Care Makeup Fragrance Hair Care Total Net sales $ 15,608 Less: Other category net sales 115 Less: Returns associated with restructuring and other activities ( 1 ) Segment net sales $ 7,908 $ 4,470 $ 2,487 $ 629 $ 15,494 Cost of sales 2,278 1,290 624 191 4,383 Selling, general and administrative expenses 4,424 3,087 1,598 490 9,599 Impairment of goodwill and other intangible assets 471 — — — 471 Segment operating income (loss) $ 735 $ 93 $ 265 $ ( 52 ) $ 1,041 Other category operating income 53 Charges associated with restructuring and other activities ( 124 ) Operating income 970 Reconciliation to earnings before income taxes: Interest expense ( 378 ) Interest income and investment income, net 167 Other components of net periodic benefit cost 13 Earnings before income taxes $ 772 Segment depreciation and amortization $ 418 $ 236 $ 132 $ 33 $ 819 Other category 6 Depreciation and amortization $ 825 For the Company’s geographic region presentation, as disclosed in Note 14 – Revenue Recognition, net sales are attributed to a country based on the legal entity sale location, and this predominantly aligns with the location of the customer, with the primary exception related to the Company’s net sales from its global travel retail business. The net sales from the Company’s global travel retail business are included in the Asia/Pacific geographic region. For the presentation of net sales by country below, the Company has presented this based on the location of the customer (e.g., the customer is the retailer in the wholesale business and the consumer in the direct-to-consumer business), and as such has attributed net sales from its global travel retail business to the country to which the product is shipped, and not the Company’s country of legal sale. The Company is domiciled in the United States. Net sales in the United States, including net sales from travel retail locations in the United States, as well as net sales in foreign countries, including net sales from travel retail locations in that country, that contribute 10% or more of net sales of the Company in fiscal 2026, 2025 and 2024 were as follows: June 30, (In millions) 2026 2025 2024 United States $ 3,749 $ 3,762 $ 3,887 Mainland China 3,930 3,652 4,019 All other countries 7,370 6,912 7,702 Net sales $ 15,049 $ 14,326 $ 15,608 F-73 Table of Contents THE ESTÉE LAUDER COMPANIES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The Company’s long-lived assets, consisting of property, plant and equipment, net and operating lease ROU assets, in the United States, and in foreign countries that are 10% or greater of the Company’s consolidated long-lived assets at June 30, 2026, 2025 and 2024 were as follows: June 30, (In millions) 2026 2025 2024 United States $ 1,722 $ 1,956 $ 2,087 Japan 661 780 733 All other countries 2,162 2,388 2,149 Long-lived assets $ 4,545 $ 5,124 $ 4,969 F-74 Table of Contents THE ESTÉE LAUDER COMPANIES INC. SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS Three Years Ended June 30, 2026 (In millions) Additions Description Balance at Beginning of Period (1) Charged to Costs and Expenses (2) Charged to Other Accounts Deductions Balance at End of Period Reserves deducted in the balance sheet from the assets to which they apply: Allowance for doubtful accounts and customer deductions: Year ended June 30, 2026 $ 38 $ 39 $ — $ 33 (a) $ 44 Year ended June 30, 2025 $ 26 $ 21 $ — $ 9 (a) $ 38 Year ended June 30, 2024 $ 30 $ 7 $ — $ 11 (a) $ 26 Deferred tax valuation allowance: Year ended June 30, 2026 $ 454 $ 143 $ — $ 72 $ 525 Year ended June 30, 2025 $ 238 $ 218 $ — $ 2 $ 454 Year ended June 30, 2024 $ 200 $ 47 $ — $ 9 $ 238 (a) Includes amounts written-off, net of recoveries. S-1 Table of Contents THE ESTÉE LAUDER COMPANIES INC. INDEX TO EXHIBITS Exhibit Number Description 3.1 Restated Certificate of Incorporation of The Estée Lauder Companies Inc. (filed as Exhibit 3.1 to our Form 8-K filed on November 18, 2025).* 3.2 Amended and Restated Bylaws (filed as Exhibit 3.2 to our Form 8-K filed on May 23, 2025)* 4.1 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (filed as Exhibit 4.1 to our Form 10-K filed on August 20, 2025).* 4.2 Indenture, dated November 5, 1999, between the Company and State Street Bank and Trust Company, N.A. (filed as Exhibit 4 to Amendment No. 1 to our Form S-3 (No. 333-85947) filed on November 5, 1999).* 4.3 Officers’ Certificate, dated September 29, 2003, defining certain terms of the 5.75% Senior Notes due 2033 (filed as Exhibit 4.2 to our Form 8-K filed on September 29, 2003).* 4.4 Global Note for 5.75% Senior Notes due 2033 (filed as Exhibit 4.3 to our Form 8-K filed on September 29, 2003).* 4.5 Officers’ Certificate, dated May 1, 2007, defining certain terms of the 6.000% Senior Notes due 2037 (filed as Exhibit 4.2 to our Form 8-K filed on May 1, 2007).* 4.6 Global Note for 6.000% Senior Notes due 2037 (filed as Exhibit 4.4 to our Form 8-K filed on May 1, 2007).* 4.7 Officers’ Certificate, dated August 2, 2012, defining certain terms of the 3.700% Senior Notes due 2042 (filed as Exhibit 4.2 to our Form 8-K filed on August 2, 2012).* 4.8 Global Note for the 3.700% Senior Notes due 2042 (filed as Exhibit 4.4 to our Form 8-K filed on August 2, 2012).* 4.9 Officers’ Certificate, dated June 4, 2015, defining certain terms of the 4.375% Senior Notes due 2045 (filed as Exhibit 4.1 to our Form 8-K filed on June 4, 2015).* 4.10 Global Note for the 4.375% Senior Notes due 2045 (filed as Exhibit 4.2 to our Form 8-K filed on June 4, 2015).* 4.11 Officers’ Certificate, dated May 10, 2016, defining certain terms of the 4.375% Senior Notes due 2045 (filed as Exhibit 4.3 to our Form 8-K filed on May 10, 2016).* 4.12 Global Note for the 4.375% Senior Notes due 2045 (filed as Exhibit B in Exhibit 4.3 to our Form 8-K filed on May 10, 2016).* 4.13 Officers’ Certificate, dated February 9, 2017, defining certain terms of the 3.150% Senior Notes due 2027 (filed as Exhibit 4.3 to our Form 8-K filed on February 9, 2017).* 4.14 Form of Global Note for the 3.150% Senior Notes due 2027 (included as Exhibit A in Exhibit 4.3 to our Form 8-K filed on February 9, 2017).* 4.15 Officers’ Certificate, dated February 9, 2017, defining certain terms of the 4.150% Senior Notes due 2047 (filed as Exhibit 4.5 to our Form 8-K filed on February 9, 2017).* 4.16 Form of Global Note for the 4.150% Senior Notes due 2047 (included as Exhibit A in Exhibit 4.5 to our Form 8-K filed on February 9, 2017).* 4.17 Officers’ Certificate, dated November 21, 2019, defining certain terms of the 2.375% Senior Notes due 2029 (filed as Exhibit 4.3 to our Form 8-K filed on November 21, 2019).* 4.18 Form of Global Note for the 2.375% Senior Notes due 2029 (included as Exhibit A in Exhibit 4.3 to our Form 8-K filed on November 21, 2019).* 4.19 Officers’ Certificate, dated November 21, 2019, defining certain terms of the 3.125% Senior Notes due 2049 (filed as Exhibit 4.5 to our Form 8-K filed on November 21, 2019).* 4.20 Form of Global Note for the 3.125% Senior Notes due 2049 (included as Exhibit A in Exhibit 4.5 to our Form 8-K filed on November 21, 2019).* 4.21 Officers’ Certificate, dated April 13, 2020, defining certain terms of the 2.600% Senior Notes due 2030 (filed as Exhibit 4.1 to our Form 8-K filed on April 13, 2020).* Table of Contents Exhibit Number Description 4.22 Form of Global Note for the 2.600% Senior Notes due 2030 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on April 13, 2020).* 4.23 Officers’ Certificate, dated March 4, 2021, defining certain terms of the 1.950% Senior Notes due 2031 (filed as Exhibit 4.1 to our Form 8-K filed on March 4, 2021).* 4.24 Form of Global Note for the 1.950% Senior Notes due 2031 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on March 4, 2021).* 4.25 Officers’ Certificate, dated May 12, 2023, defining certain terms of the 4.375% Senior Notes due 2028 (filed as Exhibit 4.1 to our Form 8-K filed on May 12, 2023).* 4.26 Form of Global Note for the 4.375% Senior Notes due 2028 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on May 12, 2023).* 4.27 Officers’ Certificate, dated May 12, 2023, defining certain terms of the 4.650% Senior Notes due 2033 (filed as Exhibit 4.3 to our Form 8-K filed on May 12, 2023).* 4.28 Form of Global Note for the 4.650% Senior Notes due 2033 (included as Exhibit A in Exhibit 4.3 to our Form 8-K filed on May 12, 2023).* 4.29 Officers’ Certificate, dated May 12, 2023, defining certain terms of the 5.150% Senior Notes due 2053 (filed as Exhibit 4.5 to our Form 8-K filed on May 12, 2023).* 4.30 Form of Global Note for the 5.150% Senior Notes due 2053 (included as Exhibit A in Exhibit 4.5 to our Form 8-K filed on May 12, 2023).* 4.31 Officers’ Certificate, dated February 14, 2024, defining certain terms of the 5.000% Senior Notes due 2034 (filed as Exhibit 4.1 to our Form 8-K filed on February 14, 2024).* 4.32 Form of Global Note for the 5.000% Senior Notes due 2034 (included as Exhibit A in Exhibit 4.1 to our Form 8-K filed on February 14, 2024).* 10.1 Stockholders’ Agreement, dated November 22, 1995 (filed as Exhibit 10.1 to our Form 10-K filed on September 15, 2003).* 10.1a Amendment No. 1 to Stockholders’ Agreement (filed as Exhibit 10.1 to our Form 10-Q filed on October 30, 1996).* 10.1b Amendment No. 2 to Stockholders’ Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on January 28, 1997).* 10.1c Amendment No. 3 to Stockholders’ Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on April 29, 1997).* 10.1d Amendment No. 4 to Stockholders’ Agreement (filed as Exhibit 10.1d to our Form 10-K filed on September 18, 2000).* 10.1e Amendment No. 5 to Stockholders’ Agreement (filed as Exhibit 10.1e to our Form 10-K filed on September 17, 2002).* 10.1f Amendment No. 6 to Stockholders’ Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on January 27, 2005).* 10.1g Amendment No. 7 to Stockholders’ Agreement (filed as Exhibit 10.7 to our Form 10-Q filed on October 30, 2009).* 10.2 Registration Rights Agreement, dated November 22, 1995 (filed as Exhibit 10.2 to our Form 10-K filed on September 15, 2003).* 10.2a First Amendment to Registration Rights Agreement (originally filed as Exhibit 10.3 to our Form 10-K filed on September 10, 1996) (re-filed as Exhibit 10.2a to our Form 10-K filed on August 25, 2017).* 10.2b Second Amendment to Registration Rights Agreement (filed as Exhibit 10.1 to our Form 10-Q filed on April 29, 1997).* 10.2c Third Amendment to Registration Rights Agreement (filed as Exhibit 10.2c to our Form 10-K filed on September 17, 2001).* 10.2d Fourth Amendment to Registration Rights Agreement (filed as Exhibit 10.2 to our Form 10-Q filed on January 29, 2004).* Table of Contents Exhibit Number Description 10.3 The Estee Lauder Companies Retirement Growth Account Plan, as amended and restated, effective as of January 1, 2019, as further amended through January 1, 2022 (filed as Exhibit 10.2 to our Form 10-Q filed on February 3, 2022).*† 10.3a Amendment to amended and restated The Estee Lauder Companies Retirement Growth Account Plan, effective as of May 31, 2022 (filed as Exhibit 10.1 to our Form 10-Q filed on May 3, 2022).*† 10.3b The Estee Lauder Companies Retirement Growth Account Plan, as amended and restated, effective as of January 1, 2023 (filed as Exhibit 10.1 to our Form 10-Q filed on February 2, 2023).*† 10.3c Amendments to The Estée Lauder Companies Retirement Growth Account Plan, as amended and restated, effective as of January 1, 2023, as further amended effective January 1, 2025 (filed as Exhibit 10.5 to our Form 10-Q filed on February 4, 2025).*† 10.4 The Estee Lauder Inc. Retirement Benefits Restoration Plan (filed as Exhibit 10.5 to our Form 10-K filed on August 20, 2010).*† 10.5 Executive Annual Incentive Plan (filed as Exhibit 10.5a to our Form 10-K filed on August 18, 2023).*† 10.5a Executive Annual Incentive Plan (filed as Exhibit 10.5b to our Form 10-K filed on August 20, 2025).*† 10.6 Employment Agreement with William P. Lauder (filed as Exhibit 10.1 to our Form 8-K filed on September 17, 2010).*† 10.6a Amendment to Employment Agreement with William P. Lauder (filed as Exhibit 10.1 to our Form 8-K filed on February 27, 2013).*† 10.7 Employment Agreement with Jane Hertzmark Hudis (filed as Exhibit 10.13 to our Form 10-K filed on August 24, 2022).*† 10.8 Employment Agreement with Jane Lauder (filed as Exhibit 10.1 to our Form 10-Q filed on May 3, 2023).*† 10.9 Employment Agreement with Stéphane de La Faverie (filed as Exhibit 10.13 to our Form 10-K filed on August 19, 2024).*† 10.9a Amended and Restated Employment Agreement with Stéphane de La Faverie (filed as Exhibit 10.2 to our Form 10-Q filed on February 4, 2025).*† 10.10 Employment Agreement with Akhil Shrivastava (filed as Exhibit 10.1 to our Form 8-K filed on July 23, 2024).*† 10.11 Employment Agreement with Rashida La Lande (filed as Exhibit 10.15 to our Form 10-K filed on August 20, 2025).*† 10.12 Employment Agreement with Roberto Canevari.† 10.13 Form of Deferred Compensation Agreement (interest-based) with Outside Directors (filed as Exhibit 10.14 to our Form 10-K filed on September 17, 2001).*† 10.13a Form of Deferred Compensation Agreement (interest-based) with Outside Directors (including Election Form) (filed as Exhibit 10.12a to our Form 10-K filed on August 24, 2018).*† 10.14 Form of Deferred Compensation Agreement (stock-based) with Outside Directors (filed as Exhibit 10.15 to our Form 10-K filed on September 17, 2001).*† 10.14a Form of Deferred Compensation Agreement (stock-based) with Outside Directors (including Election Form) (filed as Exhibit 10.13a to our Form 10-K filed on August 24, 2018).*† 10.15 The Estee Lauder Companies Inc. Non-Employee Director Share Incentive Plan (as amended and restated on November 9, 2007) (filed as Exhibit 99.1 to our Form S-8 filed on November 9, 2007).*† 10.15a The Estee Lauder Companies Inc. Non-Employee Director Share Incentive Plan (as amended on July 14, 2011) (filed as Exhibit 10.15a to our Form 10-K filed on August 22, 2011).*† 10.15b The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (filed as Exhibit 10.2 to our Form 8-K filed on November 16, 2015).*† 10.15c The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (as of November 1, 2017) (filed as Exhibit 10.1 to our Form 10-Q filed on November 1, 2017).*† 10.15d The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (as of August 22, 2019) (filed as Exhibit 10.1 to our Form 10-Q filed on October 31, 2019).*† Table of Contents Exhibit Number Description 10.15e The Estée Lauder Companies Inc. Amended and Restated Non-Employee Director Share Incentive Plan (as of July 13, 2021) (filed as Exhibit 10.15e to our Form 10-K filed on August 27, 2021).*† 10.16 Summary of Compensation for Non-Employee Directors of the Company (filed as Exhibit 10.4 to our Form 10-Q filed on February 4, 2025).*† 10.17 Form of Stock Option Agreement for Annual Stock Option Grants under Non-Employee Director Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 99.2 to our Form S-8 filed on November 9, 2007).*† 10.17a Form of Stock Option Agreement for Annual Stock Option Grants under the Amended and Restated Non-Employee Director Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.2 to our Form 10-Q filed on October 31, 2019).*† 10.18 The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.17 to our Form 10-K filed on August 17, 2012).*† 10.18a The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.1 to our Form 8-K filed on November 16, 2015).*† 10.18b The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.16b to our Form 10-K filed on August 25, 2017).*† 10.18c The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.1 to our Form 8-K filed on November 19, 2019).*† 10.18d The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (filed as Exhibit 10.1 to our Form 8-K filed on November 13, 2024).*† 10.18e Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.16y to our Form 10-K filed on August 20, 2014).*† 10.18f Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.16m to our Form 10-K filed on August 25, 2017).*† 10.18g Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.17l to our Form 10-K filed on August 23, 2019).*† 10.18h Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.1 to our Form 8-K filed on August 21, 2025).*† 10.18i Form of Stock Option Agreement under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant).† 10.18j Form of Performance Share Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18t to our Form 10-K filed on August 27, 2021).*† 10.18k Form of Performance Share Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.3 to our Form 10-Q filed on February 4, 2025).*† 10.18l Form of Non-annual Performance Share Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant).† 10.18m Form of Restricted Stock Unit Award Agreement for Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18bb to our Form 10-K filed on August 28, 2020).*† 10.18n Form of Restricted Stock Unit Award Agreement for Employees other than Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18cc to our Form 10-K filed on August 28, 2020).*† Table of Contents Exhibit Number Description 10.18o Form of Non-annual Restricted Stock Unit Award Agreement for Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.18dd to our Form 10-K filed on August 28, 2020).*† 10.18p Form of Restricted Stock Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.21r to our Form 10-K filed on August 20, 2025).*† 10.18q Form of Non-annual Restricted Stock Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.21s to our Form 10-K filed on August 20, 2025).*† 10.18r Form of PRGP Non-annual Restricted Stock Unit Award Agreement for Employees including Executive Officers under The Estée Lauder Companies Inc. Amended and Restated Fiscal 2002 Share Incentive Plan (including Form of Notice of Grant) (filed as Exhibit 10.21t to our Form 10-K filed on August 20, 2025).*† 10.19 $2.5 Billion Credit Facility, dated as of June 7, 2024 among The Estée Lauder Companies Inc., the Eligible Subsidiaries of the Company, as defined therein, the lenders listed therein, and JPMorgan Chase Bank, N.A., as administrative agent (filed as Exhibit 10.1 to our Form 8-K filed on June 7, 2024).* 10.20 Services Agreement, dated January 1, 2003, among Estee Lauder Inc., Melville Management Corp., Leonard A. Lauder, and William P. Lauder (filed as Exhibit 10.2 to our Form 10-Q filed on January 28, 2010).* 10.20a Amended and Restated Services Agreement, dated as of August 18, 2026, by and among Estee Lauder Inc. and Melville Management Corporation. 10.20b Agreement of Sublease, dated May 18, 2022, between Editions de Parfums LLC, Sublandlord and Melville Management Corporation, Subtenant (filed as Exhibit 10.21a to our Form 10-K filed on August 24, 2022).* 10.21 Services Agreement, dated November 22, 1995, between Estee Lauder Inc. and RSL Investment Corp. (filed as Exhibit 10.3 to our Form 10-Q filed on January 28, 2010).* 10.22 Agreement of Sublease and Guarantee of Sublease, dated April 1, 2005, among Aramis Inc., RSL Management Corp., and Ronald S. Lauder (filed as Exhibit 10.4 to our Form 10-Q filed on January 28, 2010).* 10.22a First Amendment to Sublease, dated February 28, 2007, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.5 to our Form 10-Q filed on January 28, 2010).* 10.22b Second Amendment to Sublease, dated January 27, 2010, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.6 to our Form 10-Q filed on January 28, 2010).* 10.22c Third Amendment to Sublease, dated November 3, 2010, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.1 to our Form 10-Q filed on February 4, 2011).* 10.22d Fourth Amendment to Sublease, dated March 4, 2020, between Aramis Inc. and RSL Management Corp. (filed as Exhibit 10.1 to our Form 10-Q filed on May 1, 2020).* 10.23 Form of Art Loan Agreement between Lender and Estee Lauder Inc. (filed as Exhibit 10.7 to our Form 10-Q filed on January 28, 2010).* 10.24 Creative Consultant Agreement, dated April 6, 2011, between Estee Lauder Inc. and Aerin Lauder Zinterhofer (filed as Exhibit 10.1 to our Form 8-K filed on April 8, 2011).*† 10.24a First Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer dated October 28, 2014 (filed as Exhibit 10.23a to our Form 10-K filed on August 20, 2015).*† 10.24b Second Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer effective July 1, 2016 (filed as Exhibit 10.23b to our Form 10-K filed on August 24, 2016).*† 10.24c Third Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer effective July 1, 2021 (filed as Exhibit 10.24c to our Form 10-K filed on August 27, 2021).*† 10.24d Fourth Amendment to Creative Consultant Agreement between Estee Lauder Inc. and Aerin Lauder Zinterhofer effective July 1, 2024 (filed as Exhibit 10.25d to our Form 10-K filed on August 19, 2024).*† 10.25 License Agreement, dated April 6, 2011, by and among Aerin LLC, Aerin Lauder Zinterhofer and Estee Lauder Inc. (filed as Exhibit 10.2 to our Form 8-K filed on April 8, 2011).* 10.25a First Amendment to the April 6, 2011 License Agreement, dated January 22, 2019, by and among Aerin LLC, Aerin Lauder Zinterhofer and Estee Lauder Inc. (filed as Exhibit 10.1 to our Form 10-Q filed on May 1, 2019).* Table of Contents Exhibit Number Description 10.25b Second Amendment to the April 6, 2011 License Agreement, dated February 22, 2019, by and among Aerin LLC, Aerin Lauder Zinterhofer and Estee Lauder Inc. (filed as Exhibit 10.2 to our Form 10-Q filed on May 1, 2019).* 19.1 The Estée Lauder Companies Inc. Insider Trading Policies (filed as Exhibit 19.1 to our Form 10-K filed on August 19, 2024).* 21.1 List of subsidiaries. 23.1 Consent of PricewaterhouseCoopers LLP. 24.1 Power of Attorney. 31.1 Certification pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (CEO). 31.2 Certification pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (CFO). 32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (CEO). (furnished) 32.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (CFO). (furnished) 97.1 The Estée Lauder Companies Inc. Incentive-Based Compensation Recovery Policy (2023 Clawback Policy) (filed as Exhibit 97.1 to our Form 10-K filed on August 19, 2024).* 101.1 The following materials from The Estée Lauder Companies Inc.’s Form 10-K for the year ended June 30, 2026 are formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) the Consolidated Statements of Earnings (Loss), (ii) the Consolidated Statements of Comprehensive Income (Loss), (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows and (v) Notes to Consolidated Financial Statements. 104 The cover page from The Estée Lauder Companies Inc.’s Form 10-K for the year ended June 30, 2026 is formatted in iXBRL. ____________________ * Incorporated herein by reference. † Exhibit is a management contract or compensatory plan or arrangement.