Charles V. Bergh - Mar 25, 2019 Form 4/A - Amendment Insider Report for LEVI STRAUSS & CO (LEVI)

Role
President and CEO, Director
Signature
/s/ Priscilla Duncan-Tannous, Attorney-in-Fact
Stock symbol
LEVI
Transactions as of
Mar 25, 2019
Transactions value $
$0
Form type
4/A - Amendment
Date filed
4/21/2023, 06:28 PM
Date Of Original Report
Mar 27, 2019
Next filing
Apr 21, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LEVI Common Stock Other $0 -22.1K -4.42% $0.00 478K Mar 25, 2019 Direct F1
transaction LEVI Common Stock Other $0 -478K -100% $0.00* 0 Mar 25, 2019 Direct F1, F2, F3
transaction LEVI Common Stock Other $0 -1.64M -100% $0.00* 0 Mar 25, 2019 See footnote F1, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction LEVI Class B Common Stock Other $0 +22.1K $0.00 22.1K Mar 25, 2019 Class A Common Stock 22.1K Direct F1
transaction LEVI Class B Common Stock Other $0 +478K +2162.88% $0.00 500K Mar 25, 2019 Class A Common 478K Direct F1, F2, F3
transaction LEVI Class B Common Stock Other $0 +1.64M $0.00 1.64M Mar 25, 2019 Class A Common Stock 1.64M See footnote F1, F4
transaction LEVI Stock Appreciation Rights Other $0 -4.53M -100% $0.00* 0 Mar 25, 2019 Common Stock 4.53M $6.10 Direct F1, F5, F6
transaction LEVI Stock Appreciation Rights Other $0 +4.53M $0.00 4.53M Mar 25, 2019 Class B Common Stock 4.53M $6.10 Direct F1, F5, F6
transaction LEVI Stock Appreciation Rights Other $0 -3.28M -100% $0.00* 0 Mar 25, 2019 Common Stock 3.28M $7.43 Direct F1, F5, F7
transaction LEVI Stock Appreciation Rights Other $0 +3.28M $0.00 3.28M Mar 25, 2019 Class B Common Stock 3.28M $7.43 Direct F1, F5, F7
transaction LEVI Stock Appreciation Rights Other $0 -2.9M -100% $0.00* 0 Mar 25, 2019 Common Stock 2.9M $6.45 Direct F1, F5, F8
transaction LEVI Stock Appreciation Rights Other $0 +2.9M $0.00 2.9M Mar 25, 2019 Class B Common Stock 2.9M $6.45 Direct F1, F5, F8
transaction LEVI Stock Appreciation Rights Other $0 -404K -100% $0.00* 0 Mar 25, 2019 Common Stock 404K $14.88 Direct F1, F5, F9
transaction LEVI Stock Appreciation Rights Other $0 +404K $0.00 404K Mar 25, 2019 Class B Common Stock 404K $14.88 Direct F1, F5, F9
transaction LEVI Stock Appreciation Rights Other $0 -643K -100% $0.00* 0 Mar 25, 2019 Common Stock 643K $9.60 Direct F1, F5, F10
transaction LEVI Stock Appreciation Rights Other $0 +643K $0.00 643K Mar 25, 2019 Class B Common Stock 643K $9.60 Direct F1, F5, F10
transaction LEVI Stock Appreciation Rights Other $0 -1.01M -100% $0.00* 0 Mar 25, 2019 Common Stock 1.01M $6.90 Direct F1, F5, F11
transaction LEVI Stock Appreciation Rights Other $0 +1.01M $0.00 1.01M Mar 25, 2019 Class B Common Stock 1.01M $6.90 Direct F1, F5, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
F2 This Form 4/A is being filed to correct the disclosure relating to RSUs set forth in the Form 4 filed on March 27, 2019 (the "Original Form 4"), which were inadvertently disclosed in Table I instead of Table II in the Original Form 4. As a result, certain subsequent instances of withholding of shares to satisfy tax liabilities and conversions of resulting shares of Class B common stock to Class A common stock were reported solely within Table I.
F3 Each share is represented by a restricted stock unit (RSU) that may be settled in shares of Class B Common Stock. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement. Of these RSUs, (i) 225,010 RSUs vest on February 1, 2020, (ii) 131,350 RSUs vest in four equal annual installments beginning on January 30, 2019, and (iii) 121,420 RSUs vest in four equal annual installments beginning on January 30, 2020.
F4 The shares are held by Charles V. Bergh, as trustee of the Charles Bergh 2019 Trust UA 2/25/2019.
F5 Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR.
F6 Of these SARs: (i) 2,057,430 are performance stock appreciation rights (PSARs) that vested on January 30, 2019 based upon the achievement of certain financial targets and total stockholder return, each over a three-year period, as determined by the Issuer's board of directors; and (ii) 2,468,930 SARs vested as to 25% of the SARs on February 9, 2017, with the remainder vesting in 36 equal monthly installments thereafter.
F7 Of these SARs: (i) 1,396,220 are PSARs that vested on January 30, 2018 based upon the achievement of certain financial targets and total stockholder return, each over a three-year period, as determined by the Issuer's board of directors, and are immediately exercisable; and (ii) 1,886,790 are time-based SARs that are fully vested.
F8 Of these SARs: (i) 965,780 are PSARs that vested on February 1, 2017 based upon the achievement of certain financial targets and total stockholder return, each over a three-year period, as determined by the Issuer's board of directors, and are immediately exercisable; and (ii) 1,931,540 are time-based SARs that are fully vested.
F9 25% of the SARs vest on January 30, 2020, and 1/3 of the remaining SARs vest annually beginning on January 30, 2021.
F10 25% of the SARs vested on January 30, 2019, and 1/3 of the remaining SARs vest annually beginning on January 30, 2020.
F11 25% of the SARs vested on February 1, 2018, and 1/3 of the remaining SARs vest annually beginning on February 1, 2019.