Herbalife (NYSE: HLF) Chief Legal Officer granted 33,301 stock appreciation rights

Rhea-AI Filing Summary

Wang Henry C reported acquisition or exercise transactions in this Form 4 filing.

HERBALIFE LTD. Chief Legal Officer Henry C. Wang received a grant of 33,301 stock appreciation rights under the company’s Amended and Restated 2023 Stock Incentive Plan. These SARs vest in three equal installments on February 25, 2027, 2028, and 2029, conditioned on continued service.

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

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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^*

Wang Henry C

(Last) (First) (Middle)

800 WEST OLYMPIC BLVD.

SUITE 406

(Street)

LOS ANGELES CA 90015

(City) (State) (Zip)

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 Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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

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

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

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

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
Stock Appreciation Rights	$10.51	02/25/2026		A		33,301		(1)	02/25/2036	Common Stock	33,301	$0	33,301	D

Explanation of Responses:

1. Consists of stock appreciation rights ("SARs") granted under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan. These SARs will vest in one-third increments on each of February 25, 2027, February 25, 2028, and February 25, 2029, subject to continued service through such date.

	/s/ Alaaeddine Sahibi, as Attorney-In-Fact for Henry C. Wang	02/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did HLF report for Henry C. Wang?

HERBALIFE LTD. reported that Chief Legal Officer Henry C. Wang received 33,301 stock appreciation rights. The award was granted under the Amended and Restated 2023 Stock Incentive Plan as an incentive-based, non-cash derivative tied to the company’s share price performance over time.

How many stock appreciation rights were granted to the Herbalife CLO?

Henry C. Wang was granted 33,301 stock appreciation rights. This entire amount was acquired in a single award at a stated price of $0.00 per right, reflecting an incentive equity grant rather than an open-market purchase of Herbalife common shares.

When do Henry C. Wang’s Herbalife stock appreciation rights vest?

The 33,301 Herbalife stock appreciation rights vest in three equal tranches. One-third vests on February 25, 2027, another third on February 25, 2028, and the final third on February 25, 2029, all subject to Mr. Wang’s continued service with the company.

Under which plan were the Herbalife stock appreciation rights granted?

The stock appreciation rights were granted under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan. This plan provides equity-based awards, such as SARs, to executives and employees, aligning their potential compensation with longer-term Herbalife share price performance.

Is the Herbalife insider Form 4 transaction a purchase or an award?

The transaction is an award, not a market purchase. The Form 4 identifies the code as “A” for grant, award, or other acquisition, showing 33,301 stock appreciation rights granted at a price of $0.00 per right as part of executive compensation.

Does Henry C. Wang hold these Herbalife SARs directly or indirectly?

The Form 4 shows that Henry C. Wang holds the 33,301 stock appreciation rights directly. The ownership code is listed as “D” for direct, and no separate trust, partnership, or other indirect holding vehicle is referenced in the ownership description or footnotes.