HERBALIFE LTD. — Director's Dealing 2014

Jun 16, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HERBALIFE LTD. (HLF)
CIK: 0001180262
Period of Report: 2014-06-12

Reporting Person: Bermingham Richard P (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-12	Common Stock	M	30000	$6.82	Acquired	44000	Direct
2014-06-12	Common Stock	D	3247	$63.03	Disposed	40753	Direct
2014-06-13	Common Stock	S	16000	$62.74	Disposed	24753	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-06-12	Stock Appreciation Rights	$6.82	M	30000	Disposed	2016-02-27	Common Stock (30000)	Direct

Footnotes

F1: This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 12, 2014.

F2: This transaction was executed in multiple trades at prices ranging from $62.45 to $62.99. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: These stock appreciation rights were fully vested as of February 27, 2010