LEVI STRAUSS & CO — Director's Dealing 2019

Mar 20, 2019

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: LEVI STRAUSS & CO (LEVI)
CIK: 0000094845
Period of Report: 2019-03-20

Reporting Person: Bergh Charles V (Director, President and CEO)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	499870	Direct
Common Stock	1638590	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Appreciation Rights	$6.10	2023-02-09	Common Stock (4526360)		Direct
Stock Appreciation Rights	$7.425	2022-02-04	Common Stock (3283010)		Direct
Stock Appreciation Rights	$6.45	2021-02-05	Common Stock (2897320)		Direct
Stock Appreciation Rights	$14.875	2029-01-29	Common Stock (403900)		Direct
Stock Appreciation Rights	$9.60	2025-01-30	Common Stock (643170)		Direct
Stock Appreciation Rights	$6.90	2024-02-01	Common Stock (1007430)		Direct

Footnotes

F1: Each share of Common Stock shall be reclassified into one share of Class B Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock.

F2: 477,780 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 477,780 RSUs, (i) 225,010 RSUs vest on February 1, 2020, (ii) 131,350 RSUs represent the unvested portion of an RSU award that vests in four equal annual installments beginning on January 30, 2019, and (iii) 121,420 RSUs vest in four equal annual installments beginning on January 30, 2020.

F3: The shares are held by the Charles V Bergh Tr Ua 02/25/2019 Charles Bergh 2019 Trust.

F4: Of these stock appreciation rights (SARs): (i) 2,057,430 are performance stock appreciation rights (PSARs) that vested on January 30, 2019 based upon the achievement of certain financial targets and total stockholder return, each over a three-year period, as determined by the Issuer's board of directors, and are immediately exercisable; and (ii) 2,468,930 are time-based SARs that vested as to 25% of the SARs on February 9, 2017, with the remainder vesting in 36 equal monthly installments thereafter.

F5: Each 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: Of these SARs: (i) 1,396,220 are PSARs that vested on January 30, 2018 based upon the achievement of certain financial targets and total stockholder return, each over a three-year period, as determined by the Issuer's board of directors, and are immediately exercisable; and (ii) 1,886,790 are time-based SARs that are fully vested.

F7: Of these SARs: (i) 965,780 are PSARs that vested on February 1, 2017 based upon the achievement of certain financial targets and total stockholder return, each over a three-year period, as determined by the Issuer's board of directors, and are immediately exercisable; and (ii) 1,931,540 are time-based SARs that are fully vested.

F8: 25% of the SARs vest on January 30, 2020, and 1/3 of the remaining SARs vest annually beginning on January 30, 2021.

F9: 25% of the SARs vested on January 30, 2019, and 1/3 of the remaining SARs vest annually beginning on January 30, 2020.

F10: 25% of the SARs vested on February 1, 2018, and 1/3 of the remaining SARs vest annually beginning on February 1, 2019.