LEVI STRAUSS & CO — Director's Dealing 2020

Jan 24, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LEVI STRAUSS & CO (LEVI)
CIK: 0000094845
Period of Report: 2020-01-21

Reporting Person: Bagattini Roy (EVP & President, Americas)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-01-22	Class A Common Stock	C	54037	$0.00	Acquired	133457	Direct
2020-01-22	Class A Common Stock	S	2300	$20.0004	Disposed	131157	Direct
2020-01-23	Class A Common Stock	S	51737	$20.0155	Disposed	79420	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-01-21	Stock Appreciation Rights	$7.425	M	8130	Disposed	2022-02-04	Class B Common Stock (8130)	Direct
2020-01-21	Class B Common Stock	$	M	8130	Acquired		Class A Common Stock (8130)	Direct
2020-01-21	Class B Common Stock	$	D	4997	Disposed		Class A Common Stock (4997)	Direct
2020-01-21	Stock Appreciation Rights	$6.10	M	41870	Disposed	2023-02-09	Class B Common Stock (41870)	Direct
2020-01-21	Class B Common Stock	$	M	41870	Acquired		Class A Common Stock (41870)	Direct
2020-01-21	Class B Common Stock	$	D	23030	Disposed		Class A Common Stock (23030)	Direct
2020-01-21	Stock Appreciation Rights	$6.85	M	75000	Disposed	2023-07-13	Class B Common Stock (75000)	Direct
2020-01-21	Class B Common Stock	$	M	75000	Acquired		Class A Common Stock (75000)	Direct
2020-01-21	Class B Common Stock	$	D	42936	Disposed		Class A Common Stock (42936)	Direct
2020-01-22	Class B Common Stock	$	C	54037	Disposed		Class A Common Stock (54037)	Direct

Footnotes

F1: The transaction being reported was effected pursuant to a previously established Rule 10b5-1 trading plan.

F2: Represents the conversion of Class B Common Stock into Class A Common Stock held of record by the Reporting Person.

F3: Price represents the weighted average sale price of the shares sold. The sale price ranged from $20.00 to $20.01 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.

F4: Price represents the weighted average sale price of the shares sold. The sale price ranged from $20.00 to $20.08 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.

F5: 100% of these SARs are fully vested.

F6: 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.

F7: Of these SARs: (i) 229,830 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) 55,810 are time-based SARs from an original grant of 275,800 SARs, of which 219,990 have been exercised, that vested as to 25% of the SARs on February 9, 2017, with the remainder vesting in 36 equal monthly installments thereafter.

F8: Of these SARs: (i) 544,820 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, of which 75,000 have been exercised; and (ii) 299,660 from an original grant of 653,790 SARs, of which 354,130 have been exercised, are time-based SARs that vested as to 25% of the SARs on July 13, 2017, with the remainder vesting in 36 equal monthly installments thereafter.