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Herbalife (NYSE: HLF) COO has 6,214 shares withheld to cover RSU taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

HERBALIFE LTD. Chief Operating Officer Troy Hicks reported routine share dispositions related to tax withholding on vested equity awards. On May 3 and May 4, 2026, a total of 6,214 shares of common stock were withheld at prices of $16.28 and $15.82 per share.

The footnotes explain these shares were withheld to satisfy tax obligations triggered by the vesting of restricted stock units granted on May 3, 2024 and May 4, 2023. After these transactions, Hicks continued to hold over 44,000 shares of Herbalife common stock directly.

Positive

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Negative

  • None.
Insider Hicks Troy
Role Chief Operating Officer
Type Security Shares Price Value
Tax Withholding Common Stock 2,877 $15.82 $46K
Tax Withholding Common Stock 3,337 $16.28 $54K
Holdings After Transaction: Common Stock — 44,032 shares (Direct, null)
Footnotes (1)
  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. 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.
Tax-withheld shares total 6,214 shares Common stock withheld for tax obligations on May 3–4, 2026
Shares withheld May 3, 2026 3,337 shares at $16.28 Form 4 code F, tax-withholding disposition
Shares withheld May 4, 2026 2,877 shares at $15.82 Form 4 code F, tax-withholding disposition
Post-transaction holdings 44,032 shares Common stock directly held after May 4, 2026 transaction
Tax-withholding transactions count 2 transactions Both coded F for payment of tax liability
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 obligations financial
"shares withheld to satisfy tax obligations due in connection with the vesting"
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.
Form 4 regulatory
"INSIDER FILING DATA (Form 4):"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Hicks Troy
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating 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)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/03/2026F3,337(1)D$16.2847,369D
Common Stock05/04/2026F2,877(2)D$15.8244,032D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 Troy Hicks05/05/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Herbalife (HLF) COO Troy Hicks report in this Form 4 filing?

Troy Hicks reported routine share dispositions related to tax withholding. A total of 6,214 Herbalife common shares were withheld to cover tax obligations arising from vesting restricted stock units previously granted as part of his compensation.

How many Herbalife (HLF) shares were withheld for Troy Hicks’ tax obligations?

A total of 6,214 Herbalife common shares were withheld. This included 3,337 shares at $16.28 per share on May 3, 2026, and 2,877 shares at $15.82 per share on May 4, 2026, to satisfy tax obligations on vested equity awards.

Are Troy Hicks’ Herbalife (HLF) Form 4 transactions open-market sales?

No, the transactions are not open-market sales. They are coded “F,” meaning shares were withheld by the company to pay tax liabilities tied to vesting restricted stock units, rather than discretionary selling of shares in the open market.

How many Herbalife (HLF) shares did Troy Hicks hold after the reported transactions?

After the May 4, 2026 tax-withholding transaction, Troy Hicks directly held 44,032 Herbalife common shares. This figure reflects his remaining position after the company withheld shares to satisfy equity-related tax obligations on his vested restricted stock units.

What equity awards caused the Herbalife (HLF) tax-withholding for Troy Hicks?

The tax-withholding arose from vesting restricted stock units previously granted to Troy Hicks. Footnotes state the RSUs were granted on May 3, 2024 and May 4, 2023, and their vesting created tax liabilities settled by withholding Herbalife shares.