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Hanesbrands Inc. Director's Dealing 2013

Apr 30, 2013

31566_dirs_2013-04-30_0addec2e-2311-46e1-8918-526aeff4367c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hanesbrands Inc. (HBI)
CIK: 0001359841
Period of Report: 2013-04-26

Reporting Person: Nictakis William J (Co-Chief Operating Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-04-26 Common Stock M 20187 $29.35 Acquired 224042 Direct
2013-04-26 Common Stock M 85106 $25.10 Acquired 309148 Direct
2013-04-26 Common Stock M 109091 $14.28 Acquired 418239 Direct
2013-04-26 Common Stock F 148170 $49.16 Disposed 270069 Direct
2013-04-29 Common Stock S 34512 $49.4889 Disposed 235557 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-04-26 Employee Stock Option (right to buy) $29.35 M 20187 Disposed 2017-12-11 Common Stock (20187) Direct
2013-04-26 Employee Stock Option (right to buy) $25.10 M 85106 Disposed 2018-02-04 Common Stock (85106) Direct
2013-04-26 Employee Stock Option (right to buy) $14.28 M 109091 Disposed 2018-12-09 Common Stock (109091) Direct

Footnotes

F1: Represents a "net exercise" of outstanding stock options. These shares were withheld by Hanesbrands Inc. for payment of the exercise price paid and applicable taxes, using the closing price of Hanesbrands Inc. common stock on April 26, 2013 of $49.16.

F2: The transaction was executed in multiple trades at prices ranging from $49.41 to $49.56. 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.

F3: The options vest in three installments of 33% on December 11, 2008, 33% on December 11, 2009 and 34% on December 11, 2010.

F4: The options vest in three installments of 33% on February 4, 2009, 33% on February 4, 2010 and 34% on February 4, 2011.

F5: The options vest in three installments of 33% on December 9, 2009, 33% on December 9, 2010, and 34% on December 9, 2011.