HERBALIFE LTD. — Director's Dealing 2015

Mar 27, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HERBALIFE LTD. (HLF)
CIK: 0001180262
Period of Report: 2015-02-11

Reporting Person: Friedman Mark J (General Counsel)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-11	Stock Appreciation Rights	$59.98	A	5003	Acquired	2024-04-30	Common Stock (5003)	Direct

Footnotes

F1: On April 30, 2014, the reporting person was granted an award of 25,019 stock appreciation rights (SARs). The amount and timing of the vesting of these SARs is dependent upon the Company's achievement of certain performance criteria for each of fiscal 2014, 2015 and 2016. The performance criteria was met in 2014, resulting in the vesting of 5,003 SARs subject to this award on April 30, 2015.