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HERBALIFE LTD. Director's Dealing 2011

Feb 28, 2011

32337_dirs_2011-02-28_215245e4-7513-4586-a7a3-f24cfd1f7bd9.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: HERBALIFE LTD. (HLF)
CIK: 0001180262
Period of Report: 2011-02-18

Reporting Person: Fleming Ibelis (SVP/Managing Dir North America)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 717 Direct
Common Stock 370 Direct
Common Stock 1165 Direct
Common Stock 2688 Direct
Common Stock 1000 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Appreciation Rights $38.96 2016-11-30 Common Stock (2450) Direct
Stock Appreciation Rights $40.25 2017-05-29 Common Stock (2450) Direct
Stock Appreciation Rights $43.13 2018-02-28 Common Stock (2000) Direct
Stock Appreciation Rights $39.52 2018-09-30 Common Stock (3000) Direct
Stock Appreciation Rights $13.64 2019-02-27 Common Stock (3250) Direct
Stock Appreciation Rights $13.64 2019-02-27 Common Stock (7500) Direct
Stock Appreciation Rights $45.88 2020-05-07 Common Stock (3046) Direct
Stock Appreciation Rights $65.33 2021-01-31 Common Stock (5000) Direct

Footnotes

F1: Includes dividend equivalents accrued with respect to this award of restricted stock units under the Herbalife Ltd. 2005 Stock Incentive Plan.

F2: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan that vest in 5% increments commencing December 31, 2006 and on the last day of the nineteen subsequent calendar quarters.

F3: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, which were fully vested as of May 29, 2010.

F4: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% vested February 28, 2009, 20% vested February 28, 2010 and the remaining 60% will vest February 28, 2011.

F5: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% vested September 30, 2009, 20% vested September 30, 2010 and the remaining 60% will vest September 30, 2011.

F6: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% vested February 27, 2010, 20% will vest February 27, 2011 and the remaining 60% will vest February 27, 2012.

F7: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% will vest February 27, 2012, 20% will vest February 27, 2013 and the remaining 60% will vest February 27, 2014.

F8: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% will vest May 7, 2011, 20% will vest May 7, 2012 and the remaining 60% will vest May 7, 2013.

F9: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% will vest January 31, 2012, 20% will vest January 31, 2013 and the remaining 60% will vest January 31, 2014.