Herbalife CCO reports tax-withholding share dispositions

Rhea-AI Filing Summary

HERBALIFE LTD. Chief Commercial Officer Frank Lamberti reported routine tax-related share dispositions tied to restricted stock unit vesting. On May 3 and May 4, 2026, a total of 8,224 Common Stock shares were withheld at prices of $16.28 and $15.82 per share to satisfy tax obligations. After these non-market transactions, he directly holds 179,543 shares of Herbalife common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 8,224 shares

Exercise Price or Tax Liability 2 txns

Insider Lamberti Frank

Role Chief Commercial Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	2,027	$15.82	$32K
Exercise Price or Tax Liability	Common Stock	6,197	$16.28	$101K

Holdings After Transaction: Common Stock — 179,543 shares (Direct)

Footnotes (2)

1. F1. Represents shares withheld to satisfy tax obligations due in connection with the vesting of restricted stock units previously granted to the Reporting Person on May 3, 2024.
2. F2. Represents shares withheld to satisfy tax obligations due in connection with the vesting of restricted stock units previously granted to the Reporting Person on May 4, 2023.

Key Figures

Tax-withholding shares (total): 8,224 shares Tax-withholding on May 3, 2026: 6,197 shares at $16.28/share Tax-withholding on May 4, 2026: 2,027 shares at $15.82/share +2 more

5 metrics

Tax-withholding shares (total) 8,224 shares Shares withheld to satisfy tax obligations from RSU vesting

Tax-withholding on May 3, 2026 6,197 shares at $16.28/share Common Stock withheld for tax obligations

Tax-withholding on May 4, 2026 2,027 shares at $15.82/share Common Stock withheld for tax obligations

Shares held after transactions 179,543 shares Directly held Herbalife common stock after tax-withholding dispositions

Tax-withholding transactions count 2 transactions Both coded F for payment of tax liability

Key Terms

restricted stock units, tax-withholding disposition, Common Stock, tax obligations

4 terms

restricted stock units financial

"vesting of restricted stock units previously granted to the Reporting Person"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Common Stock financial

""security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

tax obligations financial

"shares withheld to satisfy tax obligations due in connection with the vesting"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Herbalife (HLF) Chief Commercial Officer Frank Lamberti report?

Frank Lamberti reported tax-related share dispositions, not open-market trades. A total of 8,224 Herbalife common shares were withheld to cover tax obligations arising from vesting restricted stock units, while he continues to hold 179,543 shares directly after these routine transactions.

How many Herbalife (HLF) shares were withheld for Frank Lamberti’s tax obligations?

In total, 8,224 Herbalife common shares were withheld for tax obligations. This includes 6,197 shares at $16.28 per share and 2,027 shares at $15.82 per share, all connected to the vesting of previously granted restricted stock units.

Does the Herbalife (HLF) Form 4 show Frank Lamberti selling shares on the open market?

The Form 4 does not show open-market sales by Frank Lamberti. Both transactions are coded “F,” indicating shares were surrendered to satisfy tax liabilities from restricted stock unit vesting rather than discretionary buying or selling in the open market.

How many Herbalife (HLF) shares does Frank Lamberti hold after the reported Form 4 transactions?

After the reported tax-withholding dispositions, Frank Lamberti directly holds 179,543 Herbalife common shares. These holdings remain after 8,224 shares were withheld to pay taxes tied to the vesting of restricted stock units granted in 2023 and 2024.

What restricted stock unit grants triggered Frank Lamberti’s Herbalife (HLF) tax-withholding transactions?

The tax-withholding transactions relate to restricted stock units granted on May 4, 2023 and May 3, 2024. When these units vested, Herbalife withheld 8,224 common shares in total to satisfy Lamberti’s associated tax obligations instead of requiring separate cash payments.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 05/05/2026 - 09:37 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lamberti Frank

(Last) (First) (Middle)

800 WEST OLYMPIC BLVD.

SUITE 406

(Street)

LOS ANGELES CALIFORNIA 90015

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HERBALIFE LTD. [ HLF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Commercial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/03/2026		F		6,197(1)	D	$16.28	181,570	D
Common Stock	05/04/2026		F		2,027(2)	D	$15.82	179,543	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares withheld to satisfy tax obligations due in connection with the vesting of restricted stock units previously granted to the Reporting Person on May 3, 2024.

2. Represents shares withheld to satisfy tax obligations due in connection with the vesting of restricted stock units previously granted to the Reporting Person on May 4, 2023.

	Alaaeddine Sahibi, as Attorney-In-Fact for Frank Lamberti	05/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)