LEVI STRAUSS & CO — Director's Dealing 2019

Mar 28, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LEVI STRAUSS & CO (LEVI)
CIK: 0000094845
Period of Report: 2019-03-25

Reporting Person: O'Neill Elizabeth T (EVP & Pres.Prod., Innov. Supp.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-25	Common Stock	J	54950	—	Disposed	0	Direct
2019-03-25	Class A Common Stock	J	52190	—	Acquired	52190	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-25	Class B Common Stock	$	J	2760	Acquired		Class A Common Stock (2760)	Direct
2019-03-25	Stock Appreciation Rights	$14.875	J	55900	Disposed	2029-01-29	Common Stock (55900)	Direct
2019-03-25	Stock Appreciation Rights	$14.875	J	55900	Acquired	2029-01-29	Class B Common Stock (55900)	Direct
2019-03-25	Stock Appreciation Rights	$9.60	J	66940	Disposed	2025-01-30	Common Stock (66940)	Direct
2019-03-25	Stock Appreciation Rights	$9.60	J	66940	Acquired	2025-01-30	Class B Common Stock (66940)	Direct
2019-03-25	Stock Appreciation Rights	$6.90	J	92990	Disposed	2024-02-01	Common Stock (92990)	Direct
2019-03-25	Stock Appreciation Rights	$6.90	J	92990	Acquired	2024-02-01	Class B Common Stock (92990)	Direct

Footnotes

F1: Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.

F2: 52,190 of the shares are represented by restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon settlement. Of the 52,190 RSUs, (i) 21,730 RSUs vest on February 1, 2020, (ii) 13,660 RSUs represent the unvested portion of an RSU award that vests in four equal annual installments beginning on January 30, 2019, and (iii) 16,800 RSUs vest in four equal annual installments beginning on January 30, 2020.

F3: Each share is represented by an RSU. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date. Of these RSUs, (i) 21,730 RSUs vest on February 1, 2020, (ii) 13,660 RSUs represent the unvested portion of an RSU award that vests in four equal annual installments beginning on January 30, 2019, and (iii) 16,800 RSUs vest in four equal annual installments beginning on January 30, 2020.

F4: Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.

F5: Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock with a value equal to the increase in the fair market value of one share of Common Stock from the date of grant of the SAR.

F6: 25% of the SARs vest on January 30, 2020, and 1/3 of the remaining SARs vest annually beginning on January 30, 2021.

F7: Each SAR represents the right to receive, upon exercise, shares of the Issuer's Class B Common Stock with a value equal to the increase in the fair market value of one share of Class B Common Stock from the date of grant of the SAR.

F8: 25% of the SARs vested on January 30, 2019, and 1/3 of the remaining SARs vest annually beginning on January 30, 2020.

F9: 25% of the SARs vested on February 1, 2018, and 1/3 of the remaining SARs vest annually beginning on February 1, 2019.