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HERBALIFE LTD. Director's Dealing 2018

May 1, 2018

32337_dirs_2018-05-01_a3a1b975-dbcf-4a31-bcb1-0ee4beef1537.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: HERBALIFE NUTRITION LTD. (HLF)
CIK: 0001180262
Period of Report: 2018-05-01

Reporting Person: Wang Henry C (EVP, General Counsel)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1882 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Appreciation Rights $62.51 2026-05-09 Common Stock (6026) Direct
Stock Appreciation Rights $57.19 2027-02-27 Common Stock (6144) Direct

Footnotes

F1: On February 26, 2018, the reporting person was granted 1,882 Restricted Stock Units ("RSUs"). These RSUs will vest 20% on each of February 26, 2019 and February 26, 2020, and 60% will vest on February 26, 2021.

F2: On May 9, 2016, the reporting person was granted 7,532 Stock Appreciation Rights ("SARs"). Twenty percent of these SARs vested 20% on May 9, 2017 and were exercised, 20% will vest on May 9, 2018, and the remaining 60% will vest on May 9, 2019.

F3: On February 27, 2017, the reporting person was granted 7,680 SARs. These SARs vested 20% on February 27, 2018, will vest 20% on May 9, 2018, and the remaining 60% will vest on May 9, 2019.