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HERBALIFE LTD. Director's Dealing 2017

Feb 27, 2017

32337_dirs_2017-02-27_3dfc35ff-279f-4056-bd2c-09c5e4ea1bdd.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: Hienrich Edi (SVP/Managing Director EMEA)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-02-23 Stock Appreciation Rights $59.98 A 11547 Acquired 2024-04-30 Common Stock (11547) Direct
2017-02-23 Stock Appreciation Rights $30.44 A 6525 Acquired 2025-03-02 Common Stock (6525) Direct
2017-02-23 Stock Appreciation Rights $47.80 A 2500 Acquired 2025-05-07 Common Stock (2500) Direct
2017-02-23 Stock Appreciation Rights $62.51 A 3359 Acquired 2026-05-09 Common Stock (3359) Direct

Footnotes

F1: On April 30, 2014, the reporting person was granted an award of 19,245 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 11,547 SARs which will vest on April 30, 2017.

F2: On March 2, 2015, the reporting person was granted an award of 32,626 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 6,525 SARs which will vest on March 2, 2017.

F3: On May 7, 2015, the reporting person was granted an award of 12,500 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 2,500 SARs which will vest on May 7, 2017.

F4: On May 9, 2016, the reporting person was granted an award of 16,795 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 3,359 SARs which will vest on May 9, 2017.