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HERBALIFE LTD. Director's Dealing 2010

Jun 30, 2010

32337_dirs_2010-06-30_ec1309a0-79c4-4b4a-bb3c-74301b12a575.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HERBALIFE LTD. (HLF)
CIK: 0001180262
Period of Report: 2010-06-28

Reporting Person: Henig Yair Steve (Chief Scientific Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-06-28 Common Stock M 5000 $23.40 Acquired 19054 Direct
2010-06-28 Common Stock S 8313 $48.06 Disposed 10741 Direct
2010-06-28 Common Stock M 3000 $13.64 Acquired 13741 Direct
2010-06-28 Common Stock D 1755 $47.33 Disposed 11986 Direct
2010-06-28 Common Stock M 10000 $32.79 Acquired 21986 Direct
2010-06-28 Common Stock D 8209 $47.33 Disposed 13777 Direct
2010-06-29 Common Stock S 1245 $46.73 Disposed 12532 Direct
2010-06-30 Common Stock M 5000 $23.40 Acquired 17532 Direct
2010-06-30 Common Stock S 5000 $46.36 Disposed 12532 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-06-28 Non-Qualified Stock Option (Right to Buy) $23.40 M 5000 Disposed 2015-07-18 Common Stock (5000) Direct
2010-06-28 Stock Appreciation Rights $13.64 M 3000 Disposed 2019-02-27 Common Stock (3000) Direct
2010-06-28 Stock Appreciation Rights $32.79 M 10000 Disposed 2016-03-27 Common Stock (10000) Direct
2010-06-30 Non-Qualified Stock Option (Right to Buy) $23.40 M 5000 Disposed 2015-07-18 Common Stock (5000) Direct

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 19, 2009.

F2: Consists of Non-Qualified Stock Options granted under the Herbalife Ltd. 2004 Stock Incentive Plan. The options vest quarterly in 5% increments commencing 09/30/2005 through 06/30/2010.

F3: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% vested on February 27, 2010, another 20% will vest on February 27, 2011 and the remaining 60% will vest on February 27, 2012.

F4: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% vested on March 23, 2007, 20% vested on March 23, 2008 and the remaining 60% vested on March 7, 2009.