Michael O Johnson - 16 Feb 2024 Form 4 Insider Report for HERBALIFE LTD. (HLF)

Reporting relationship: Chairman & CEO, Director
Issuer ticker: HLF
Reported as of: 16 Feb 2024
Net transaction value: +$253,367
SEC form: 4
Accepted by SEC: 21 Feb 2024, 17:44:42 UTC
Prior SEC filing: 27 Dec 2023
Next SEC filing: 26 Dec 2024
Source filing: View source filing
Reporting owner signature: Alaaeddine Sahibi, as Attorney-In-Fact for Michael O. Johnson

Key filing fact

Michael O Johnson filed Form 4 for HERBALIFE LTD. (HLF) on 21 Feb 2024.

Key facts

This page summarizes Michael O Johnson's Form 4 filing for HERBALIFE LTD. (HLF).
5 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 21 Feb 2024, 17:44.

Change

Previous filing in this sequence was filed on 27 Dec 2023.
Current net transaction value: +$253,367.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

HLF transaction

Common Stock

Purchase

Transaction value: $498,300
Shares: +61,725
Change %: +11%
Price: $8.07
Shares after: 603,707
Date: 16 Feb 2024
Ownership: Direct
Footnotes: F1

HLF transaction

Common Stock

Award

Transaction value: $0
Shares: +495,662
Change %: +82%
Price: $0.000000
Shares after: 1,099,369
Date: 16 Feb 2024
Ownership: Direct
Footnotes: F2

HLF transaction

Common Stock

Award

Transaction value: $0
Shares: +84,839
Change %: +7.7%
Price: $0.000000
Shares after: 1,184,208
Date: 16 Feb 2024
Ownership: Direct
Footnotes: F3

HLF transaction

Common Stock

Tax liability

Transaction value: $244,933
Shares: -30,351
Change %: -2.6%
Price: $8.07
Shares after: 1,153,857
Date: 16 Feb 2024
Ownership: Direct
Footnotes: F4

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

HLF transaction Derivative

Stock Appreciation Rights

Award

Transaction value: $0
Shares: +982,800
Change %
Price: $0.000000
Shares after: 982,800
Date: 16 Feb 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 982,800
Exercise price: $8.07
Footnotes: F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

This transaction represents multiple open market purchases. The range of prices for such transactions is $7.84 to $8.20. The Reporting Person hereby undertakes to provide upon request by the Securities and Exchange Commission staff, the Issuer or a shareholder of the Issuer, full information regarding the number of shares purchased at each price.

Footnote F2

Consists of restricted stock units ("RSUs") granted under the Herbalife Ltd. 2023 Stock Incentive Plan. These RSUs will vest in two installments, 50% on February 16, 2025, and 50% on the earlier of January 3, 2026, or the date on which a new non-interim Chief Executive Officer has been appointed by the Issuer's Board of Directors (the "Board"), subject to certain conditions of his service as CEO and/or member of the Board. Provided that, in no instance shall any portion of the RSU vest prior to February 16, 2025.

Footnote F3

Consists of RSUs fully vested at the time of grant.

Footnote F4

Represents shares withheld to satisfy tax obligations due in connection with the vesting of RSUs previously granted to the Reporting Person on February 16, 2024.

Footnote F5

Consists of stock appreciation rights ("SARs") granted under the Herbalife Ltd. 2023 Stock Incentive Plan. These SARs will vest in two installments, 50% on February 16, 2025, and 50% on the earlier of January 3, 2026, or the date on which a new non-interim Chief Executive Officer has been appointed by the Board, subject to certain conditions of his service as CEO and/or member of the Board. Provided that, in no instance shall any portion of the SAR vest prior to February 16, 2025.