Herbalife director granted 11,879 RSUs

HERBALIFE LTD. director Rodica Macadrai received a grant of 11,879 shares of Common Stock in the form of restricted stock units as compensation.

Rhea-AI Filing Summary

HERBALIFE LTD. director Rodica Macadrai received a grant of 11,879 shares of Common Stock in the form of restricted stock units as compensation. The award carries no cash exercise price. After this grant, she directly holds 67,441 shares in total.

The restricted stock units were granted under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan and will vest 100% on April 15, 2027, provided she continues to serve on the Board of Directors through that date.

Insider Trade Summary

Grant/Award: 11,879 shares

Grant/Award 1 txn

Insider Macadrai Rodica

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	11,879	$0.00	$0.00

Holdings After Transaction: Common Stock — 67,441 shares (Direct)

Footnotes (1)

1. F1. Consists of restricted stock units ("RSUs") granted under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan. The RSUs will vest 100% on April 15, 2027, subject to continued service on the Issuer's Board of Directors through such date.

Key Figures

RSU grant size: 11,879 shares Post-grant holdings: 67,441 shares Grant price per share: $0.0000 per share +1 more

4 metrics

RSU grant size 11,879 shares Restricted stock units of Common Stock granted to director

Post-grant holdings 67,441 shares Total Common Stock directly held after transaction

Grant price per share $0.0000 per share Reported transaction price for RSU grant

Vesting date April 15, 2027 RSUs vest 100% on this date, subject to continued service

Key Terms

restricted stock units ("RSUs"), Amended and Restated 2023 Stock Incentive Plan, vest, Board of Directors

4 terms

restricted stock units ("RSUs") financial

"Consists of restricted stock units ("RSUs") granted under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Amended and Restated 2023 Stock Incentive Plan financial

"granted under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan."

vest financial

"The RSUs will vest 100% on April 15, 2027, subject to continued service"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

Board of Directors financial

"subject to continued service on the Issuer's Board of Directors through such date."

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

FAQ

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

What did Herbalife (HLF) director Rodica Macadrai report on this Form 4?

Rodica Macadrai reported receiving 11,879 restricted stock units of Herbalife common stock as a compensation grant. These units were awarded at no cash cost and increase her direct holdings to a total of 67,441 shares after the transaction.

How many Herbalife (HLF) shares does Rodica Macadrai hold after this RSU grant?

After the reported grant, Rodica Macadrai directly holds 67,441 Herbalife common shares, including the newly awarded restricted stock units. This total reflects her position following the 11,879-share RSU grant disclosed in the Form 4 filing.

When do Rodica Macadrai’s Herbalife (HLF) RSUs from this grant vest?

The 11,879 restricted stock units granted to Rodica Macadrai vest 100% on April 15, 2027. Vesting is conditioned on her continued service on Herbalife’s Board of Directors through that date under the company’s 2023 Stock Incentive Plan.

What type of transaction is reported in this Herbalife (HLF) Form 4?

The Form 4 reports an acquisition coded as “A,” indicating a grant or award of securities rather than an open-market purchase. Specifically, it is a compensation-related restricted stock unit grant with no cash exercise price per share disclosed.

Under which plan were the Herbalife (HLF) RSUs granted to Rodica Macadrai?

The restricted stock units granted to Rodica Macadrai were issued under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan. This plan governs equity-based compensation awards, including RSUs, for eligible participants such as members of the Board of Directors.

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

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Accepted by SEC EDGAR 05/12/2026 - 09:57 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^*

Macadrai Rodica

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026

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	05/08/2026		A		11,879(1)	A	$0.00	67,441	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. Consists of restricted stock units ("RSUs") granted under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan. The RSUs will vest 100% on April 15, 2027, subject to continued service on the Issuer's Board of Directors through such date.

	/s/ Alaaeddine Sahibi, as Attorney-In- Fact for Rodica Macadrai	05/12/2026
	** 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)