Hanesbrands Inc. — Director's Dealing 2017

Dec 14, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hanesbrands Inc. (HBI)
CIK: 0001359841
Period of Report: 2017-12-12

Reporting Person: ZIEGLER ANN ELIZABETH (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-12-12	Common Stock	A	6683	—	Acquired	13635	Direct
2017-12-13	Common Stock	D	5652	—	Disposed	7983	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-12-13	Phantom Stock	$	A	5652	Acquired		Common Stock (5652.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7600	Indirect

Footnotes

F1: Consists of restricted stock units that upon vesting on the first anniversary of the grant date are settled on a one-for-one basis in shares of common stock.

F2: Represents a deferral by the Reporting Person of 5,652 shares of Hanesbrands Inc. common stock upon the vesting of restricted stock units granted to the Reporting Person on December 13, 2016. The amount deferred was deemed to be invested in a stock equivalent account (the "HBI Stock Fund") in the Hanesbrands Inc. Non-Employee Director Deferred Compensation Plan (the "Plan").

F3: The shares are owned by an irrevocable trust of which the Reporting Person is the sole trustee and beneficiary.

F4: The reporting person no longer has areportable beneficial interest in 1,400 shares of Hanesbrands Inc. common stock owned a child residing in her household and included in the reporting person's prior ownership reports.

F5: Represents an HBI Stock Fund balance under the Plan. Balances in the HBI Stock Fund may not be reallocated and are settled on a share-for-share basis in shares of Hanesbrands Inc. common stock.

F6: 1-for-1

F7: Balances in the HBI Stock Fund are settled on a share-for-share basis in shares of Hanesbrands Inc. common stock (i) with respect to deferrals prior to January 1, 2008, at the time specified by the Reporting Person at the time of the Reporting Person's deferral election, which in no case shall be prior to the January 1 following the first anniversary of the date the deferral election is made and (ii) with respect to deferrals on or after January 1, 2008, on the earlier of the fifth anniversary of the date of the deferral or the Reporting Person's separation from service as a member of the Hanesbrands Inc. Board of Directors.

F8: Includes acquisitions of 657.261, 625.563, 528.121 and 648.148 phantom stock units acquired through deemed dividend reinvestment on March 7, 2017, June 6, 2017, September 6, 2017 and December 5, 2017, respectively.