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Rashida La Lande

Executive Vice President and General Counsel at ESTEE LAUDER COMPANIESESTEE LAUDER COMPANIES
Executive

About Rashida La Lande

Executive Vice President and General Counsel of The Estée Lauder Companies, leading global Legal, Privacy and Global Security, and advising the Board and senior leadership on acquisitions, divestitures and governance. She joined ELC on August 19, 2024 after serving as EVP and Global Chief Legal & Corporate Affairs Officer at The Kraft Heinz Company; previously a partner at Gibson, Dunn & Crutcher and an associate at Chadbourne & Parke. She holds a B.A. from Harvard University and a J.D. from Columbia Law School . Company performance context in FY2025: Compensation “Pay Versus Performance” shows net earnings of $(1,133) million and adjusted diluted EPS down 42% YoY, informing below-target annual incentive outcomes .

Past Roles

OrganizationRoleYearsStrategic impact
The Kraft Heinz CompanyEVP & Global Chief Legal & Corporate Affairs Officer; Global General Counsel & Corporate Secretary2018–2024Led global legal, corporate governance, ESG and government affairs; advised across transactions and regulatory risk
Gibson, Dunn & Crutcher LLPPartner (M&A, PE, LBOs, JVs)2007–2018Advised corporates and PE sponsors; built transactional leadership that now informs corporate counsel role
Gibson, Dunn & Crutcher LLPAssociate2000–2007Complex transactions training and client advisory
Chadbourne & Parke LLPAssociate1998–2000Early career corporate law experience

External Roles

OrganizationRoleYearsNotes
Harvard UniversityB.A., African American StudiesEducation credential
Columbia Law SchoolJ.D.Education credential

Fixed Compensation

MetricFY 2025 (Actual)FY 2026 (Target)
Base Salary ($)$784,091 $927,000
Target Incentive Bonus ($)$1,400,000 (EAIP target) $1,440,000
Target Equity Opportunity ($)Annual awards granted FY2025; see Performance Compensation and Equity tables $2,500,000
Sign-on/Make-whole Cash ($)$2,800,000 (Sep 2024) $1,000,000 (Aug 2025)
Executive PerqsPerquisite reimbursement up to $15,000; financial counseling up to $5,000; auto program ($40,000 vehicle or $1,100/mo); $5 million term life insurance; limited spouse travel

Performance Compensation

ComponentMetricWeightingTargetActual FY2025Payout
EAIP – Enterprise ModifierDiluted EPS25%$2.9052.0% of target0.0% payout factor
EAIP – Enterprise ModifierOI Margin %25%11.3%71.0% of target0.0% payout factor
EAIP – Enterprise ModifierNet Sales30%$15.79B90.9% of target69.5% payout factor
EAIP – Enterprise ModifierROIC %20%8.0%68.8% of target56.9% payout factor
EAIP – Enterprise ModifierAggregate modifier80.0% (minimum)
EAIP – Business Unit MultiplierNet Sales, NOP Margin, Weighted Forecast Accuracy, Strategic GoalsFixed per roleSee payout matrixDrives BU percentage; design and criteria described
EAIP – Individual OutcomeEAIP Target ($)$1,400,00053.8% payout; $752,550
Annual PSUs (FY2025 grant; 3-year perf to FY2027)Net Sales CAGR40%94.4%–100% of target50%–160% payout scale
Annual PSUs (FY2025 grant)Diluted EPS CAGR40%89.6%–100% of target50%–160% payout scale
Annual PSUs (FY2025 grant)ROIC CAGR20%91.6%–100% of target50%–160% payout scale
Prior Annual PSUs (FY2023 grant)AggregateBelow threshold0% payout (all forfeited)

Equity Ownership & Alignment

ItemDetail
Beneficial Ownership (Class A)14,357 shares; <0.1% voting power
Ownership Guidelines3x salary for executive officers; CEO 6x; all NEOs in compliance as of record date
What CountsCommon stock, unvested RSUs, vested PSUs/PVUs; pledged or hedged shares do NOT count
Pledging/HedgingNo pledging disclosed for Ms. La Lande; company prohibits hedging of outstanding equity grants and maintains insider trading and clawback policies

Equity Grants and Vesting

Grant TypeGrant DateShares/UnitsExercise PriceVestingGrant-Date Fair Value ($)
Annual PSU (FY2025)Aug 27, 202410,768 target; 5,384 threshold; 17,229 max 3-year performance to FY2027; contingent on Net Sales, EPS, ROIC; dividend equivalents paid on payout; cumulative positive net earnings required $1,000,024
Annual RSU (FY2025)Aug 27, 202410,768 3 equal installments ~14, 26, 38 months from grant; dividend equivalents paid at vest $1,000,024
Non-annual RSU (Make-whole)Aug 202443,071 Vest in equal thirds beginning Aug 2025 and annually thereafter $4,000,004
Stock Options (FY2025)Aug 27, 202416,693 $92.873 equal installments ~14, 26, 38 months; 10-year term; performance-based value realization above strike $499,955
Option/Stock Vested FY2025No option exercises or stock vesting reported for Ms. La Lande in FY2025

Employment Terms

  • Status: At-will under employment agreement effective August 1, 2024 .
  • Non-compete: Company may enforce a two-year non-compete post-termination; if enforced, post-termination payments and benefits continue during the period .
  • Severance (termination without cause/material breach): Two years of base salary; one-time bonus equal to 50% of average EAIP bonus for prior two years; continued benefits and pension replacement for two years; financial counseling reimbursement up to $10,000 over two years .
  • Change of Control (CoC): “Double-trigger” for options/RSUs (accelerate on CoC plus qualifying termination); PSUs granted prior to Nov 8, 2024 have “single-trigger” on CoC based on greater of target or actual-to-date; PSUs granted on/after Nov 8, 2024 require both CoC and qualifying termination .
  • Potential Payments as of June 30, 2025 (illustrative):
    • Base Salary: $900,000 (two-year total) under both termination without cause/material breach and CoC scenarios .
    • Bonus: $538,138 (50% prior EAIP average) .
    • RSUs: $3,974,650; PSUs: $444,234 under CoC treatment; health care $66,735; pension participation $35,000; other benefits/perqs $56,400 .
    • Total illustrative amounts: $6,895,156 (termination without cause/material breach); $6,915,156 (CoC + qualifying termination) .
  • Clawbacks/Policies: Company maintains clawbacks, prohibits option repricing/buyouts, prohibits hedging; robust insider trading preclearance and blackout requirements .

Compensation Structure Notes

  • FY2025 NEO equity mix: 40% PSUs, 40% RSUs, 20% Stock Options; maximum individual performance percentage reduced from 125% to 120% for annual LTI grants .
  • EAIP pool: Limited to 3% of net operating profit plan; payouts applied through Enterprise Modifier and Business Unit Multiplier; FY2025 EAIP payout percentages ranged 47.5%–59.2% across NEOs, below target .
  • FY2026 decisions: Ms. La Lande’s FY2026 package set at $927k base, $1.44m target bonus, $2.5m target equity; FY2026 annual equity granted at ~$2.64m, allocated 60% options, 40% RSUs; plus RSU under PRGP Incentive Program .

Say-on-Pay & Governance

  • 2024 Say-on-Pay approval: ~93% in favor; compensation policies continue to prioritize pay-for-performance alignment .
  • Controlled company: Lauder family controls ~84% of voting power; committees structured with independent leadership; Stock Plan Subcommittee composed solely of independent directors .

Investment Implications

  • Pay-for-performance alignment: FY2025 EAIP payout for Ms. La Lande at 53.8% of target reflects below-threshold enterprise results on EPS and margin; prior annual PSUs (FY2023 grant) forfeited at 0%—a signal of discipline in long-term performance vesting .
  • Retention and selling pressure: Significant make-whole RSU (43,071 shares) plus annual RSUs vest through 2027–2028, suggesting multi-year retention hooks; no FY2025 vesting or option exercises reported for Ms. La Lande, and no pledging disclosed—limited near-term selling pressure .
  • Change-of-control economics: Material RSU/PSU acceleration values under CoC scenarios; structure has migrated to double-trigger for recent PSUs, mitigating windfall risk while preserving retention in strategic transactions .
  • Ownership alignment: Executives must maintain 3x salary in qualifying equity; all NEOs in compliance, with hedging/pledging excluded—aligns incentives with shareholder outcomes .