SEC Form 4 · accession 0001209191-15-023086

HERBALIFE LTD. · HLF

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chairman & CEO · Director

Period of report

Mar 5, 2015

Accepted (ET)

Mar 5, 2015 · 5:55 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001180262

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Mar 5, 2015	M	250,000	$7.50	A	1,485,274	D
Common Stock	Mar 5, 2015	F	154,156	$31.79	D	1,331,118	D
Common Stock	Mar 5, 2015	M	727,340	$24.32	A	2,058,458	D
Common Stock	Mar 5, 2015	F	645,611	$31.79	D	1,412,847	D
Common Stock	Mar 5, 2015	M	792,240	$24.32	A	2,205,087	D
Common Stock	Mar 5, 2015	F	703,219	$31.79	D	1,501,868	D
Common Stock	holding	—	—		—	31,234	I	by trust for child
Common Stock	holding	—	—		—	113,122	I	Beneficially owned through Michael O. Johnson IRA

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Non-Qualified Stock Option (right to buy)	$7.50	Mar 5, 2015	M	250,000	D	Jul 27, 2010	Apr 27, 2015	Common Stock	250,000	D
Stock Appreciation Rights	$24.32	Mar 5, 2015	M	727,340	D	Mar 27, 2012	Mar 27, 2015	Common Stock	727,340	D
Stock Appreciation Rights	$24.32	Mar 5, 2015	M	792,240	D	Mar 27, 2012	Mar 27, 2015	Common Stock	792,240	D

F1Represents a "net exercise" of outstanding stock options. The reporting person received 95,844 shares of common stock upon the net exercise of the option to purchase 250,000 shares of common stock. The reporting person forfeited 154,156 shares of common stock underlying the option in payment of the exercise price and to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on March 5, 2015 of $31.79.