HERBALIFE LTD. — Director's Dealing 2016

Dec 30, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HERBALIFE LTD. (HLF)
CIK: 0001180262
Period of Report: 2016-04-27

Reporting Person: GOUDIS RICHARD (Chief Operating Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-04-27	Stock Appreciation Rights	$79.58	A	32796	Acquired	2023-12-19	Common Stock (32796)	Direct

Footnotes

F1: On December 19, 2013, the reporting person was granted an award of 54,661 stock appreciation rights (SARs). The amount and timing of the vesting of these SARs were dependent upon Herbalife Ltd.'s achievement of certain performance criteria for each of fiscal 2013, 2014 and 2015. The performance criteria were met in 2015, resulting in the vesting of 32,796 SARs subject to this award on June 21, 2016.