SEC Form 4 · accession 0001209191-17-031680

HERBALIFE LTD. · HLF

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

Reporting owner

Jossie Aspauza

Officer — VP, SAM/CAM

Period of report

May 9, 2017

Accepted (ET)

May 11, 2017 · 8:35 pm EDT

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
Common Stock	May 9, 2017	M	3,600	$20.14	A	5,848	D
Common Stock	May 9, 2017	D	996	$72.81	D	4,852	D
Common Stock	May 9, 2017	F	782	$72.81	D	4,070	D
Common Stock	May 9, 2017	M	600	$21.57	A	4,670	D
Common Stock	May 9, 2017	D	178	$72.81	D	4,492	D
Common Stock	May 9, 2017	F	127	$72.81	D	4,365	D
Common Stock	May 9, 2017	M	1,840	$6.82	A	6,205	D
Common Stock	May 9, 2017	D	173	$72.81	D	6,032	D
Common Stock	May 9, 2017	F	501	$72.81	D	5,531	D
Common Stock	May 9, 2017	M	1,854	$22.94	A	7,385	D
Common Stock	May 9, 2017	D	585	$72.81	D	6,800	D
Common Stock	May 9, 2017	F	381	$72.81	D	6,419	D
Common Stock	May 9, 2017	M	2,257	$53.29	A	8,676	D
Common Stock	May 9, 2017	D	1,652	$72.81	D	7,024	D
Common Stock	May 9, 2017	F	182	$72.81	D	6,842	D
Common Stock	May 9, 2017	M	5,409	$44.79	A	12,251	D
Common Stock	May 9, 2017	D	3,328	$72.81	D	8,923	D
Common Stock	May 9, 2017	F	625	$72.81	D	8,298	D
Common Stock	May 9, 2017	M	453	$48.39	A	8,751	D
Common Stock	May 9, 2017	D	302	$72.81	D	8,449	D
Common Stock	May 9, 2017	F	46	$72.81	D	8,403	D
Common Stock	May 9, 2017	M	3,914	$30.44	A	12,317	D
Common Stock	May 9, 2017	D	1,638	$72.81	D	10,679	D
Common Stock	May 9, 2017	F	684	$72.81	D	9,995	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Appreciation Rights	$20.14	May 9, 2017	M	3,600	D	Dec 31, 2010	Dec 31, 2017	Common Stock	3,600	0	D
Stock Appreciation Rights	$21.57	May 9, 2017	M	600	D	Feb 28, 2011	Feb 28, 2018	Common Stock	600	0	D
Stock Appreciation Rights	$6.82	May 9, 2017	M	1,840	D	Feb 27, 2012	Feb 27, 2019	Common Stock	1,840	0	D
Stock Appreciation Rights	$22.94	May 9, 2017	M	1,854	D	May 7, 2013	May 7, 2020	Common Stock	1,854	0	D
Stock Appreciation Rights	$53.29	May 9, 2017	M	2,257	D	May 18, 2014	May 18, 2021	Common Stock	2,257	0	D
Stock Appreciation Rights	$44.79	May 9, 2017	M	5,409	D	May 31, 2015	May 31, 2022	Common Stock	5,409	0	D
Stock Appreciation Rights	$48.39	May 9, 2017	M	453	D	Sep 1, 2015	Sep 1, 2022	Common Stock	453	0	D
Stock Appreciation Rights^F9	$30.44	May 9, 2017	M	3,914	D	Mar 2, 2017	Mar 2, 2025	Common Stock	3,914	5,873	D

Explanation of responses

F1The reporting person received 1,822 shares of common stock upon the net exercise of the 3,600 stock appreciation rights ("SARS"). The reporting person forfeited 996 shares of common stock underlying the SARS in payment of the exercise price and 782 shares of common stock underlying the SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on May 9, 2017 of $72.81.
F2The reporting person received 295 shares of common stock upon the net exercise of the 600 SARs. The reporting person forfeited 178 shares of common stock underlying the SARS in payment of the exercise price and 127 shares of common stock underlying the SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on May 9, 2017 of $72.81.
F3The reporting person received 1,166 shares of common stock upon the net exercise of the 1,840 SARs. The reporting person forfeited 173 shares of common stock underlying the SARS in payment of the exercise price and 501 shares of common stock underlying the SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on May 9, 2017 of $72.81.
F4The reporting person received 888 shares of common stock upon the net exercise of the 1,854 SARs. The reporting person forfeited 585 shares of common stock underlying the SARS in payment of the exercise price and 381 shares of common stock underlying the SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on May 9, 2017 of $72.81.
F5The reporting person received 423 shares of common stock upon the net exercise of the 2,257 SARs. The reporting person forfeited 1,652 shares of common stock underlying the SARS in payment of the exercise price and 182 shares of common stock underlying the SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on May 9, 2017 of $72.81.
F6The reporting person received 1,456 shares of common stock upon the net exercise of the 5,409 SARs. The reporting person forfeited 3,328 shares of common stock underlying the SARS in payment of the exercise price and 625 shares of common stock underlying the SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on May 9, 2017 of $72.81.
F7The reporting person received 105 shares of common stock upon the net exercise of the 453 SARS. The reporting person forfeited 302 shares of common stock underlying the SARS in payment of the exercise price and 46 shares of common stock underlying the SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on May 9, 2017 of $72.81.
F8The reporting person received 1,592 shares of common stock upon the net exercise of the 3,914 SARs. The reporting person forfeited 1,638 shares of common stock underlying the SARS in payment of the exercise price and 684 shares of common stock underlying the SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on May 9, 2017 of $72.81.
F9Consists of 9,787 stock appreciation rights granted under the Herbalife Ltd. 2014 Stock Incentive Plan of which 20% vested on March 2, 2016, 20% vested on March 2, 2017, and the remaining 60% will vest on March 2, 2018.