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HERBALIFE LTD. Director's Dealing 2019

May 13, 2019

32337_dirs_2019-05-13_cf5a8db9-dd8a-4f66-86ba-fd20aa34ec67.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HERBALIFE NUTRITION LTD. (HLF)
CIK: 0001180262
Period of Report: 2019-05-09

Reporting Person: Dunn Jeff (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2019-05-09 Common Stock M 15006 $22.395 Acquired 69069 Direct
2019-05-09 Common Stock F 6934 $48.47 Disposed 62135 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-05-09 Stock Appreciation Rights $22.395 M 15006 Disposed 2019-05-31 Common Stock (15006) Direct

Footnotes

F1: The Reporting Person received 8,072 shares of common stock upon the net exercise of 15,006 stock appreciation rights ("SARS"). The Reporting Person forfeited 6,934 shares of common stock underlying the SARS in payment of the exercise price, using the closing stock price on May 9, 2019 of $48.47. The Reporting Person did not sell any shares received from this net exercise of SARS.

F2: These SARS were previously reported as covering 7,503 shares at an exercise price of $44.79 per share, but were adjusted to reflect the stock split that occurred on May 14, 2018.

F3: These SARs vested 25% on each of July 25, 2012, October 15, 2012, January 15, 2013 and April 15, 2013.