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HERBALIFE LTD. Director's Dealing 2017

Feb 27, 2017

32337_dirs_2017-02-27_21f422cb-5b30-4eda-bea6-8e571c317678.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HERBALIFE LTD. (HLF)
CIK: 0001180262
Period of Report: 2017-02-23

Reporting Person: Walsh Des (President)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-02-23 Stock Appreciation Rights $59.98 A 50041 Acquired 2024-04-30 Common Stock (50041) Direct
2017-02-23 Stock Appreciation Rights $30.44 A 24470 Acquired 2025-03-02 Common Stock (24470) Direct
2017-02-23 Stock Appreciation Rights $47.80 A 16650 Acquired 2025-05-07 Common Stock (16650) Direct
2017-02-23 Stock Appreciation Rights $62.51 A 12133 Acquired 2026-05-09 Common Stock (12133) Direct

Footnotes

F1: On April 30, 2014, the reporting person was granted an award of 83,402 stock appreciation rights ("SARs"). The amount and timing of the vesting of these SARs is dependent upon the achievement by Herbalife Ltd. (the "Company") of certain performance criteria for each of fiscal 2014, 2015 and 2016. The performance criteria for 2016 was met, resulting in 50,041 SARs which will vest on April 30, 2017.

F2: On March 2, 2015, the reporting person was granted an award of 122,349 SARs. The amount and timing of the vesting of these SARs is dependent upon the achievement by the Company of certain performance criteria for each of fiscal 2015, 2016 and 2017. The performance criteria for 2016 was met, resulting in 24,470 SARs which will vest on March 2, 2017.

F3: On May 7, 2015, the reporting person was granted an award of 83,250 SARs. The amount and timing of the vesting of these SARs is dependent upon the achievement by the Company of certain performance criteria for each of fiscal 2015, 2016 and 2017. The performance criteria for 2016 was met, resulting in 16,650 SARs which will vest on May 7, 2017.

F4: On May 9, 2016, the reporting person was granted an award of 60,655 SARs. The amount and timing of the vesting of these SARs is dependent upon the achievement by the Company of certain performance criteria for each of fiscal 2016, 2017 and 2018. The performance criteria for 2016 was met, resulting in 12,133 SARs which will vest on May 9, 2017.