Filing Details

Accession Number:
0000950170-24-018170
Form Type:
4
Zero Holdings:
No
Publication Time:
2024-02-21 17:44:42
Reporting Period:
2024-02-16
Accepted Time:
2024-02-21 17:44:42
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1180262 Herbalife Ltd. HLF Wholesale-Drugs, Proprietaries & Druggists' Sundries (5122) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1311173 Michael Johnson 800 West Olympic Blvd.
Suite 406
Los Angeles CA 90015
Chairman & Ceo No No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2024-02-16 61,725 $8.07 603,707 No 4 P Direct
Common Stock Acquisiton 2024-02-16 495,662 $0.00 1,099,369 No 4 A Direct
Common Stock Acquisiton 2024-02-16 84,839 $0.00 1,184,208 No 4 A Direct
Common Stock Disposition 2024-02-16 30,351 $8.07 1,153,857 No 4 F Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
No 4 A Direct
No 4 A Direct
No 4 F Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Stock Appreciation Rights Acquisiton 2024-02-16 982,800 $0.00 982,800 $8.07
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
982,800 2034-02-16 No 4 A Direct
Footnotes
  1. This transaction represents multiple open market purchases. The range of prices for such transactions is $7.84 to $8.20. The Reporting Person hereby undertakes to provide upon request by the Securities and Exchange Commission staff, the Issuer or a shareholder of the Issuer, full information regarding the number of shares purchased at each price.
  2. Consists of restricted stock units ("RSUs") granted under the Herbalife Ltd. 2023 Stock Incentive Plan. These RSUs will vest in two installments, 50% on February 16, 2025, and 50% on the earlier of January 3, 2026, or the date on which a new non-interim Chief Executive Officer has been appointed by the Issuer's Board of Directors (the "Board"), subject to certain conditions of his service as CEO and/or member of the Board. Provided that, in no instance shall any portion of the RSU vest prior to February 16, 2025.
  3. Consists of RSUs fully vested at the time of grant.
  4. Represents shares withheld to satisfy tax obligations due in connection with the vesting of RSUs previously granted to the Reporting Person on February 16, 2024.
  5. Consists of stock appreciation rights ("SARs") granted under the Herbalife Ltd. 2023 Stock Incentive Plan. These SARs will vest in two installments, 50% on February 16, 2025, and 50% on the earlier of January 3, 2026, or the date on which a new non-interim Chief Executive Officer has been appointed by the Board, subject to certain conditions of his service as CEO and/or member of the Board. Provided that, in no instance shall any portion of the SAR vest prior to February 16, 2025.