Hanesbrands Inc. — Director's Dealing 2013

Aug 26, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hanesbrands Inc. (HBI)
CIK: 0001359841
Period of Report: 2013-08-22

Reporting Person: Oliver Kevin (Chief Human Resources Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-22	Common Stock	M	25424	$24.33	Acquired	85178	Direct
2013-08-22	Common Stock	F	17450	$61.22	Disposed	67728	Direct
2013-08-26	Common Stock	S	7974	$61.2921	Disposed	59754	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-08-22	Employee Stock Option (right to buy)	$24.33	M	25424	Disposed	2019-12-08	Common Stock (25424)	Direct

Footnotes

F1: Represents a "net exercise" of outstanding stock options. These shares were withheld by Hanesbrands Inc. for payment of the option exercise price and applicable taxes, based on the market price of Hanesbrands Inc. common stock at the time of the option exercise on August 22, 2103 of $61.22.

F2: The transaction was executed in multiple trades at prices ranging from $61.13 to $61.50. 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.

F3: The options vest in three installments of 33% on December 8, 2010, 33% on December 8, 2011 and 34% on December 8, 2012.