SEC Form 4 · accession 0001209191-18-017847
HERBALIFE LTD. · HLF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Pezzullo
Officer — Chief Operating Officer
Period of report
Mar 5, 2018
Accepted (ET)
Mar 7, 2018 · 6:39 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, 2018 | M | 19,832 | $22.94 | A | 83,358 | D | |
| Common Stock | Mar 5, 2018 | D | 4,826 | $94.27 | D | 78,532 | D | |
| Common Stock | Mar 5, 2018 | F | 7,440 | $94.27 | D | 71,092 | D | |
| Common Stock | Mar 5, 2018 | M | 50,000 | $6.82 | A | 121,092 | D | |
| Common Stock | Mar 5, 2018 | D | 3,618 | $94.27 | D | 117,474 | D | |
| Common Stock | Mar 5, 2018 | F | 21,969 | $94.27 | D | 95,505 | 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 | $22.94 | Mar 5, 2018 | M | 19,832 | D | May 7, 2013 | May 7, 2020 | Common Stock | 19,832 | 0 | D |
| Stock Appreciation Rights | $6.82 | Mar 5, 2018 | M | 50,000 | D | Feb 27, 2012 | Feb 27, 2019 | Common Stock | 50,000 | 0 | D |
Explanation of responses
- F1The reporting person received 7,566 shares of common stock upon the net exercise of the 19,832 stock appreciation rights ("SARs"). The reporting person forfeited 4,826 shares of common stock underlying SARs in payment of the exercise price and 7,440 shares of common stock underlying the SARs to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on March 5, 2018 of $94.27.
- F2The reporting person received 24,413 shares of common stock upon the net exercise of the 50,000 SARs. The reporting person forfeited 3,618 shares of common stock underlying the SARs in payment of the exercise price and 21,969 shares of common stock underlying the SARs to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on March 5, 2018 of $94.27.