LEVI STRAUSS & CO — Major Shareholding Notification 2020

Feb 14, 2020

SC 13G 1 sc13g.htm

Field: Rule-Page

Field: /Rule-Page

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

Field: Rule-Page

Field: /Rule-Page

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Field: Rule-Page

Field: /Rule-Page

| Levi
Strauss & Co. |
| --- |
| (Name
of Issuer) |
| Class
A Common Stock |
| (Title
of Class of Securities) |
| 52736R102 |
| (CUSIP
Number) |
| December
31, 2019 |
| (Date
of Event Which Requires Filing of this Statement) |

Field: Rule-Page

Field: /Rule-Page

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[_] Rule 13d-1(b)

[_] Rule 13d-1(c)

[X] Rule 13d-1(d)

• The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes ).

Field: Rule-Page

Field: /Rule-Page

Field: Page; Sequence: 1; Options: NewSection

Field: /Page

CUSIP No.52736R102 Schedule 13G Page 2 of 5

| 1. | Names
of Reporting Persons |
| --- | --- |
| | Elise
K. Haas |
| 2. | Check
the Appropriate Box if a Member of a Group (see instructions) |
| | (a)
[ ] (b) [ ] |
| 3. | SEC
USE ONLY |
| 4. | Citizenship
or Place of Organization |
| | United
States |

| Number
of Shares Beneficially Owned by Each Reporting Person With: | Sole
Voting Power |
| --- | --- |
| | 5,113,420 |
| 6. | Shared
Voting Power |
| | 0 |
| 7. | Sole
Dispositive Power |
| | 5,113,420 |
| 8. | Shared
Dispositive Power |
| | 0 |

| 9. | Aggregate
Amount Beneficially Owned by Each Reporting Person |
| --- | --- |
| | 5,113,420 |
| 10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions) |
| | [ ] |
| 11. | Percent of Class
Represented by Amount in Row (9) |
| | 8.4%
(See Item 4(b) below) |
| 12. | Type
of Reporting Person (see instructions) |
| | IN |

Field: Page; Sequence: 2

Field: /Page

CUSIP No.52736R102 Schedule 13G Page 3 of 5

| Item
1(a). | Name
of Issuer: |
| --- | --- |
| | Levi
Strauss & Co. |
| Item
1(b). | Address
of Issuer’s Principal Executive Offices: |
| | 1155
Battery Street |
| | San
Francisco, California 94111 |

| Item
2(a). | Name
of Person Filing: |
| --- | --- |
| | Elise
K. Haas |
| Item
2(b). | Address
of Principal Business Office or, if none, Residence: |
| | c/o
Argonaut Securities Company |
| | 1155
Battery Street |
| | San
Francisco, California 94111 |
| Item
2(c). | Citizenship: |
| | United
States |
| Item
2(d). | Title
of Class of Securities: |
| | Class
A Common Stock |
| Item
2(e). | CUSIP
Number: |
| | 52736R102 |

ITEM 3. If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

| (a) | [ ] | Broker
or dealer registered under Section 15 of the Act (15 U.S.C. 78o); |
| --- | --- | --- |
| (b) | [ ] | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
| (c) | [ ] | Insurance
company as defined in section 3(a)19) of the Act (15 U.S.C. 78c); |
| (d) | [ ] | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
| (e) | [ ] | An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| (f) | [ ] | An
employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
| (g) | [ ] | A
parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
| (h) | [ ] | A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| (i) | [ ] | A
church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3); |
| (j) | [ ] | A
non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J); |

Field: Page; Sequence: 3

Field: /Page

CUSIP No.52736R102 Schedule 13G Page 4 of 5

(k)
If filing as a non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J),
please specify the type of institution:

ITEM 4. Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

| (a) | Amount
Beneficially Owned: |
| --- | --- |
| | The
shares of Class B Common Stock are convertible at the holder’s option into Class A Common Stock on a one-for-one
basis. |
| (b) | Percent
of class: 8.4% |
| | The
foregoing percentage is based on 55,957,950 shares of Class A Common Stock outstanding
as of December 31, 2019, plus 5,113,420 shares of Class B Common Stock beneficially
held by the reporting person as of December 31, 2019, which are treated as converted
into Class A Common Stock only for the purpose of computing the percentage ownership
of the reporting person. The
reporting person would beneficially own 1.3% of the total outstanding shares of the Issuer, assuming conversion of all Class B
Common Stock outstanding on December 31, 2019 into Class A Common Stock. The
holders of Class B Common Stock are entitled to ten votes per share and the holders of Class A Common Stock are entitled
to one vote per share. The percentages reported do not reflect the ten-for-one voting power of the Class B Common Stock. |

(c)
(i)	Sole
power to vote or to direct the vote: 5,113,420
(ii)	Shared
power to vote or to direct the vote: 0
(iii)	Sole
power to dispose or to direct the disposition of: 5,113,420
(iv)	Shared
power to dispose or to direct the disposition of: 0

| Item
5. | Ownership
of 5 Percent or Less of a Class |
| --- | --- |
| If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than 5 percent of the class of securities, check the following [ ]. | |
| Item
6. | Ownership
of More than 5 Percent on Behalf of Another Person |
| Not
applicable | |
| Item
7. | Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. |
| Not
applicable | |
| Item
8. | Identification
and Classification of Members of the Group |
| Not
applicable | |
| Item
9. | Notice
of Dissolution of a Group |
| Not
applicable | |
| Item
10. | Certification |
| Not
applicable | |

Field: Page; Sequence: 4

Field: /Page

CUSIP No.52736R102 Schedule 13G Page 5 of 5

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

| Dated:
February 14, 2020 |
| --- |
| /s/ Parker B. Phillips |
| Parker
B. Phillips, as attorney-in-fact for Elise K. Haas |

Field: Page; Sequence: 5

Field: /Page