HERBALIFE LTD. — Director's Dealing 2016

May 10, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HERBALIFE LTD. (HLF)
CIK: 0001180262
Period of Report: 2016-05-06

Reporting Person: Lamberti Frank (SVP, Managing Dir. -North Asia)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-06	Common Stock	M	2222	$6.82	Acquired	11504	Direct
2016-05-06	Common Stock	D	239	$63.62	Disposed	11265	Direct
2016-05-06	Common Stock	F	746	$63.62	Disposed	10519	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-06	Stock Appreciation Rights	$6.82	M	2222	Disposed	2019-02-27	Common Stock (2222)	Direct

Footnotes

F1: The reporting person received 2,222 shares of common stock upon the net exercise of the stock appreciation rights ("SARS"). The reporting person forfeited 239 shares of common stock underlying the SARS in payment of the exercise price and 746 shares of common stock underlying the SARS to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on May 6, 2016 of $63.62.