SEC Form 4 · accession 0001209191-18-018633
HERBALIFE LTD. · HLF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert Levy
Officer — EVP, The Americas
Period of report
Mar 9, 2018
Accepted (ET)
Mar 9, 2018 · 7:16 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 9, 2018 | M | 33,146 | $6.82 | A | 221,457 | D | |
| Common Stock | Mar 9, 2018 | D | 2,272 | $99.53 | D | 219,185 | D | |
| Common Stock | Mar 9, 2018 | F | 16,163 | $99.53 | D | 203,022 | D | |
| Common Stock | Mar 9, 2018 | M | 100,000 | $6.82 | A | 303,022 | D | |
| Common Stock | Mar 9, 2018 | D | 6,853 | $99.53 | D | 296,169 | D | |
| Common Stock | Mar 9, 2018 | F | 48,763 | $99.53 | D | 247,406 | D | |
| Common Stock | Mar 9, 2018 | M | 24,788 | $6.82 | A | 272,194 | D | |
| Common Stock | Mar 9, 2018 | D | 5,714 | $99.53 | D | 266,480 | D | |
| Common Stock | Mar 9, 2018 | F | 9,986 | $99.53 | D | 256,494 | 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 | Mar 9, 2018 | M | 33,146 | D | Feb 27, 2012 | Feb 27, 2019 | Common Stock | 33,146 | 0 | D |
| Stock Appreciation Rights | $6.82 | Mar 9, 2018 | M | 100,000 | D | Feb 27, 2014 | Feb 27, 2019 | Common Stock | 100,000 | 0 | D |
| Stock Appreciation Rights | $22.94 | Mar 9, 2018 | M | 24,788 | D | May 7, 2013 | May 7, 2020 | Common Stock | 24,788 | 0 | D |
Explanation of responses
- F1The reporting person received 14,711 shares of common stock upon the net exercise of 33,146 stock appreciation rights ("SARs"). The reporting person forfeited 2,272 shares of common stock underlying such SARS in payment of the exercise price and 16,163 shares of common stock underlying such SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on March 9, 2018 of $99.53.
- F2The reporting person received 44,384 shares of common stock upon the net exercise of 100,000 SARs. The reporting person forfeited 6,853 shares of common stock underlying such SARS in payment of the exercise price and 48,763 shares of common stock underlying such SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on March 9, 2018 of $99.53.
- F3The reporting person received 9,088 shares of common stock upon the net exercise of 24,788 SARs. The reporting person forfeited 5,714 shares of common stock underlying such SARS in payment of the exercise price and 9,986 shares of common stock underlying such SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on March 9, 2018 of $99.53.