SEC Form 4 · accession 0001209191-17-014980
HERBALIFE LTD. · HLF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Johnson
Officer — Chairman & CEO · Director
Period of report
Feb 23, 2017
Accepted (ET)
Feb 27, 2017 · 7:14 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001180262
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightsF1 | $59.98 | Feb 23, 2017 | A | 115,473 | A | Apr 30, 2017 | Apr 30, 2024 | Common Stock | 115,473 | 192,455 | D |
| Stock Appreciation RightsF2 | $30.44 | Feb 23, 2017 | A | 81,566 | A | Mar 2, 2017 | Mar 2, 2025 | Common Stock | 81,566 | 163,132 | D |
| Stock Appreciation RightsF3 | $62.51 | Feb 23, 2017 | A | 33,591 | A | May 9, 2017 | May 9, 2026 | Common Stock | 33,591 | 33,591 | D |
Explanation of responses
- F1On April 30, 2014, the reporting person was granted an award of 192,455 stock appreciation rights ("SARs"). The amount and timing of the vesting of these SARs is dependent upon the achievement by Herbalife Ltd. (the "Company") of certain performance criteria for each of fiscal 2014, 2015 and 2016. The performance criteria for 2016 was met, resulting in 115,473 SARs which will vest on April 30, 2017.
- F2On March 2, 2015, the reporting person was granted an award of 407,830 SARs. The amount and timing of the vesting of these SARs is dependent upon the achievement by the Company of certain performance criteria for each of fiscal 2015, 2016 and 2017. The performance criteria for 2016 was met, resulting in 81,566 SARs which will vest on March 2, 2017.
- F3On May 9, 2016, the reporting person was granted an award of 167,954 SARs. The amount and timing of the vesting of these SARs is dependent upon the achievement by the Company of certain performance criteria for each of fiscal 2016, 2017 and 2018. The performance criteria for 2016 was met, resulting in 33,591 SARs which will vest on May 9, 2017.