0001209191-12-014166.txt : 20120229
0001209191-12-014166.hdr.sgml : 20120229
20120229190712
ACCESSION NUMBER: 0001209191-12-014166
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120227
FILED AS OF DATE: 20120229
DATE AS OF CHANGE: 20120229
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CHAPMAN BRETT
CENTRAL INDEX KEY: 0001311177
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32381
FILM NUMBER: 12655089
MAIL ADDRESS:
STREET 1: C/O HERBALIFE INTERNATIONAL, INC.
STREET 2: 1800 CENTURY PARK EAST
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HERBALIFE LTD.
CENTRAL INDEX KEY: 0001180262
STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DRUGS PROPRIETARIES & DRUGGISTS' SUNDRIES [5122]
IRS NUMBER: 000000000
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: P.O. BOX 309GT
STREET 2: UGLAND HOUSE, SOUTH CHURCH STREET
CITY: GEORGE TOWN
STATE: E9
ZIP: 00000
BUSINESS PHONE: 310 410 9600
MAIL ADDRESS:
STREET 1: P.O. BOX 309GT
STREET 2: UGLAND HOUSE, SOUTH CHURCH STREET
CITY: GEORGE TOWN
STATE: E9
ZIP: 00000
FORMER COMPANY:
FORMER CONFORMED NAME: WH HOLDINGS CAYMAN ISLANDS LTD
DATE OF NAME CHANGE: 20020814
4
1
doc4.xml
FORM 4 SUBMISSION
X0304
4
2012-02-27
0
0001180262
HERBALIFE LTD.
HLF
0001311177
CHAPMAN BRETT
800 W. OLYMPIC BOULEVARD, #406
LOS ANGELES
CA
90015
0
1
0
0
General Counsel
Common Stock
2012-02-27
4
F
0
1252
66.45
D
69246
D
Common Stock
2012-02-27
4
F
0
8581
66.50
D
60665
D
Common Stock
2012-02-27
4
M
0
26634
6.82
A
87299
D
Common Stock
2012-02-27
4
D
0
12724
66.50
D
74575
D
Common Stock
2012-02-27
4
M
0
33334
6.82
A
107909
D
Common Stock
2012-02-27
4
D
0
17384
66.50
D
90525
D
Common Stock
2012-02-28
4
S
0
29860
65.95
D
60665
D
Common Stock
2012-02-29
4
S
0
11929
66.50
D
48736
D
Common Stock
200
I
By Children
Stock Appreciation Rights
6.82
2012-02-27
4
M
0
26634
0.00
D
2019-02-27
Common Stock
26634
0
D
Stock Appreciation Rights
6.82
2012-02-27
4
M
0
33334
0.00
D
2019-02-27
Common Stock
33334
66666
D
Pursuant to the Issuer's 2005 Stock Incentive Plan and the terms of the related award agreement, shares of the Issuer's common stock are issued to the Reporting Person as his restricted stock units vest, with a portion of the newly issued shares automatically withheld by the Issuer to satisfy the resulting withholding tax obligation. This Statement of Changes of Beneficial Ownership has been filed to reflect that withholding of shares due to a recent vesting of restricted stock units held by the Reporting Person. The withholding of the newly issued shares occurred automatically upon the vesting of the restricted stock units, and as such, no investment decision was made by the Reporting Person in connection with this transfer.
The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 9, 2011.
This transaction was executed in multiple trades at prices ranging from $65.67 to $66.53. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed as an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or any other purpose.
These stock appreciation rights were fully vested as of February 27, 2012.
Consists of stock appreciation rights granted under the Herbalife Ltd. 2005 Stock Incentive Plan, of which 20% vested February 27, 2012, 20% will vest February 27, 2013 and the remaining 60% will vest February 27, 2014.
Brett R. Chapman
2012-02-29