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HERBALIFE LTD. Director's Dealing 2014

Aug 4, 2014

32337_dirs_2014-08-04_edd4c4bf-c9b5-475b-88c4-50fa2ccb0f45.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: 2014-07-24

Reporting Person: Okuhara Gioji (VP, General Manager, Brazil)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 3193 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Appreciation Rights $40.68 2021-03-31 Common Stock (9400) Direct
Stock Appreciation Rights $53.29 2021-05-18 Common Stock (4514) Direct
Stock Appreciation Rights $44.79 2022-05-31 Common Stock (7868) Direct
Stock Appreciation Rights $79.58 2023-12-19 Common Stock (3995) Direct
Stock Appreciation Rights $59.98 2024-04-30 Common Stock (4128) Direct

Footnotes

F1: These stock appreciation rights were fully vested as of March 31, 2014.

F2: These stock appreciation rights were fully vested as of May 18, 2014.

F3: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% vested on May 31, 2013, 20% vested on May 31, 2014 and the remaining 60% will vest on May 31,2015.

F4: Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% vested June 21, 2014, 20% will vest June 21, 2015 and the remaining 60% will vest on June 21, 2016.

F5: Consists of stock appreciation rights granted under the Herbalife Ltd. 2014 Stock Incentive Plan, of which 20% will vest April 30, 2015, 20% will vest April 30, 2016 and the remaining 60% will vest on April 30, 2017.