Welcome to our dedicated page for HERBALIFE LTD. SEC filings (Ticker: HLF), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Herbalife Ltd. filings document the regulatory record of a Cayman Islands health and wellness company with common shares listed on the New York Stock Exchange under HLF. Form 8-K reports cover quarterly and annual financial results, Regulation FD materials, material definitive agreements, senior secured notes due 2033, and amendments to secured credit facilities involving company subsidiaries.
Proxy materials cover annual general meeting procedures, shareholder voting matters, and governance. The filings also describe capital-structure subjects, security registration details, and formal disclosures related to the company’s products, network marketing program, and legal or regulatory risk areas.
Herbalife Ltd. reported modest growth for Q4 and full-year 2025 and outlined 2026 guidance. Fourth-quarter net sales were $1.283 billion, up 6.3% year-over-year, with net income of $85.4 million and diluted EPS of $0.81. Full-year 2025 net sales reached $5.0375 billion, up 0.9%, and net income was $228.3 million, or $2.20 per diluted share. Adjusted EBITDA was $657.6 million with a 13.1% margin, an improvement versus 2024, and operating cash flow was $333.3 million. The company ended 2025 with a total leverage ratio of 2.8x and an undrawn revolving credit facility. Herbalife expects 2026 net sales to grow 1.0%–6.0% and adjusted EBITDA of $670–$710 million. In a notable strategic move, Cristiano Ronaldo invested $7.5 million for a 10% equity interest in Pro2col Software, Herbalife’s personalized health and wellness technology platform, and agreed to provide services and sponsorship rights.
Herbalife Ltd. is a global direct-selling health and wellness company that sells nutrition, weight management, sports, and personal care products in 95 markets through about 6.4 million Members, including 3.1 million preferred members and 2.3 million distributors as of December 31, 2025.
The business is built around science-backed products, led by its Formula 1 shake, which represented roughly 25% of 2025 net sales. Weight management products accounted for 54.5% of 2025 net sales, targeted nutrition 30.0%, and energy, sports and fitness 12.2%, illustrating a strong focus on nutrition rather than general consumer goods.
Herbalife’s model depends on a large global Member network and a detailed Marketing Plan with sales leader tiers and re-qualification requirements; worldwide sales leaders totaled 602,708 in 2025, with a 70.3% retention rate excluding China. The company emphasizes its “seed to feed” quality strategy, operating three major Herbalife Innovation and Manufacturing facilities and sourcing ingredients globally.
The filing highlights extensive regulatory oversight, including a 2016 Consent Order with the U.S. Federal Trade Commission that shapes its U.S. compensation and compliance practices. Herbalife also notes significant risks tied to regulation of multi-level marketing, product claims, global operations, indebtedness, and reliance on Member recruitment and retention. As of February 11, 2026, there were 103,365,565 common shares outstanding.
Nantahala Capital Management and its principals reported a significant stake in Herbalife Ltd. They disclosed beneficial ownership of 8,681,857 common shares, representing 8.40% of the outstanding class as of December 31, 2025. The shares are held across funds and separately managed accounts under Nantahala’s control, with shared power to vote and dispose.
Managing members Wilmot B. Harkey and Daniel Mack may each be deemed beneficial owners of the same 8,681,857 shares through their control of Nantahala. The filing states the position was acquired and is held in the ordinary course of business, not for the purpose of changing or influencing control of Herbalife, other than activities solely in connection with a nomination under Rule 240.14a-11.
Renaissance Technologies LLC and Renaissance Technologies Holdings Corporation report beneficial ownership of 5,619,568 Herbalife Ltd. common shares, representing 5.44% of the class as of the event date. They hold sole voting and dispositive power over these shares.
Certain funds managed by Renaissance Technologies LLC are entitled to receive dividends and proceeds from any sale of these securities. The filing states the position is held in the ordinary course of business and not for the purpose of changing or influencing control of Herbalife Ltd.
Herbalife Ltd. director reports open-market stock purchases
A director of Herbalife Ltd. (HLF), Sophie L'Helias, reported buying common stock in two open-market transactions. On November 26, 2025, she purchased 400 shares of Herbalife common stock at a price of $13.22 per share. On December 1, 2025, she bought an additional 800 shares at $12.70 per share. After these transactions, she directly beneficially owns 66,803 shares of Herbalife common stock. The filing is reported on a Form 4 for a single reporting person.
Herbalife Ltd. (HLF) director Lynda Cloud reported an open market purchase of the company’s common stock. On 11/18/2025, she bought 17,000 shares at a weighted average price of $8.97 per share, through multiple trades within a price range of $8.93 to $9.01. After this transaction, she beneficially owns 38,857 shares of Herbalife common stock in direct ownership.
Herbalife Ltd. (HLF) reported an equity-based compensation transaction for its Chief Commercial Officer on a Form 4. On November 14, 2025, the officer received 15,182 stock appreciation rights (SARs) under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan, each with an exercise price of $9.23 and linked to one share of common stock. These SARs became exercisable on November 14, 2025 and will expire on November 14, 2035. They are scheduled to vest in three equal one-third installments on November 14, 2026, November 14, 2027, and November 14, 2028, provided the executive continues in service through each vesting date.
Herbalife Ltd. (HLF) filed a Form 3 reporting the initial beneficial ownership of its Chief Commercial Officer. The filing lists 187,767 shares of common stock held directly. The balance includes 134,982 shares, 31,699 unvested RSUs with scheduled vesting on May 4, 2026; August 4, 2026; May 3, 2026; and May 3, 2027, and 21,086 deferred shares earned from vested RSUs.
Derivative holdings include stock appreciation rights (SARs), such as 212,550 SARs at $9.58 expiring 05/03/2034, 80,049 SARs at $13.6 expiring 05/04/2033, 64,432 SARs at $18.61 expiring 08/04/2033, and 77,433 SARs at $8.31 expiring 02/21/2035. Notes indicate earlier SAR grants became fully vested in 2019–2020, with recent grants vesting in tranches through 2028.
Herbalife Ltd. (HLF) reported that it issued a press release announcing financial results for its third fiscal quarter ended September 30, 2025. The release is attached as Exhibit 99.1.
The company also plans to reference investor slides during its earnings conference call. The presentation is available on the investor relations website under “News and Events” in the “IR Calendar.”
The information furnished under Items 2.02 and 7.01, including Exhibit 99.1, is not deemed “filed” for purposes of Section 18 of the Exchange Act.
Herbalife Ltd. filed its Q3 2025 10-Q, showing modest top-line growth and stronger year-to-date profitability. Net sales were $1,273.7 million versus $1,240.3 million a year ago. Operating income was $125.8 million, and net income attributable to Herbalife was $43.2 million, or diluted EPS of $0.42.
For the first nine months, net sales were $3,754.5 million versus $3,785.7 million, while operating income rose to $381.2 million and net income to $142.9 million, reflecting lower SG&A and stable gross margins. Cash from operations reached $235.0 million. Cash and cash equivalents were $305.5 million, and inventories were $512.5 million. Long-term debt was $1,997.2 million, and the company reported compliance with covenants under its 2024 Credit Facility.
Herbalife completed asset acquisitions related to Pruvit and Pro2col for $19 million, with additional contingent payments tied to performance milestones, and acquired 51% of Link BioSciences for $6.5 million cash. Shareholders’ deficit improved to $606.0 million. Common shares outstanding were 103,310,720 as of October 29, 2025.