SEC Form 4 · accession 0001209191-17-031682
HERBALIFE LTD. · HLF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Shin-Shing Bosco Chiu
Officer — Principal Accounting Officer
Period of report
May 9, 2017
Accepted (ET)
May 11, 2017 · 8:36 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 | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 9, 2017 | M | 5,000 | $6.82 | A | 5,000 | D | |
| Common Stock | May 9, 2017 | D | 469 | $72.81 | D | 4,531 | D | |
| Common Stock | May 9, 2017 | F | 1,703 | $72.81 | D | 2,828 | D | |
| Common StockF3 | May 11, 2017 | S | 2,828 | $71.65 | D | 0 | 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 | $6.82 | May 9, 2017 | M | 5,000 | D | Feb 27, 2014 | Feb 27, 2019 | Common Stock | 5,000 | 5,000 | D |
Explanation of responses
- F1This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 17, 2016.
- F2The reporting person received 2,828 shares of common stock upon the net exercise of the 5,000 stock appreciation rights ("SARs"). The reporting person forfeited 469 shares of common stock underlying the SARS in payment of the exercise price and 1,703 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.
- F3This transaction was executed in multiple trades at prices ranging from $71.30 to $72.27. The price reported above reflects the weighted average sale price of $71.65. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.