Hanesbrands Inc. — Director's Dealing 2012

Dec 20, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hanesbrands Inc. (HBI)
CIK: 0001359841
Period of Report: 2012-12-18

Reporting Person: Upchurch W Howard Jr (President, Innerwear)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-18	Common Stock	S	1260	$36.3915	Disposed	92257	Direct
2012-12-19	Common Stock	M	20000	$14.28	Acquired	112257	Direct
2012-12-19	Common Stock	S	20000	$36.3553	Disposed	92257	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-19	Employee Stock Option (right to buy)	$14.28	M	20000	Disposed	2018-12-09	Common Stock (20000)	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $36.25 to $36.56. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request by the SEC staff, Hanesbrands Inc. or any security holder of Hanesbrands Inc. full information regarding the number of shares sold at each separate price.

F2: The options vest in three installments of 33% on December 9, 2009, 33% on December 9, 2010, and 34% on December 9, 2011.