[SCHEDULE 13G] Herbalife Ltd. SEC Filing

Rhea-AI Filing Summary

Route One Investment Company and affiliated entities report collectively owning 6,159,138 common shares of Herbalife Ltd., representing 6.0% of the outstanding common stock based on 101,846,731 shares outstanding as of April 23, 2025. The filing shows shared voting and shared dispositive power for the reported shares and discloses 0 sole voting or dispositive power. Route One describes itself as an investment adviser to funds that hold the shares for their investors, identifies William F. Duhamel, Jr. and Jason E. Moment as control persons of the adviser and related entities, and states the holdings were acquired and are held in the ordinary course of business.

Positive

• Material disclosed stake: Reporting persons collectively hold 6,159,138 shares, equal to 6.0% of the outstanding common stock.
• Transparency: Filing identifies the adviser structure and control persons (William F. Duhamel, Jr. and Jason E. Moment) and includes a joint-filing agreement exhibit.
• Funds-held structure: Shares are held for investment funds' investors, and no individual fund holds more than 5% of the class.

Negative

• No sole control: Each reporting person reports 0 sole voting power and 0 sole dispositive power, limiting unilateral influence.
• Passive intent stated: Certification disclaims acquisition to influence control, indicating the stake is presented as non-activist and may not trigger governance changes.

Insights

Financial Analyst

TL;DR: Route One reports a material 6.0% stake (6,159,138 shares) in Herbalife with shared voting and dispositive power.

The disclosed position crosses the SEC 5% reporting threshold, making it a material institutional stake that investors should note for ownership concentration. The filing shows no sole voting or dispositive control, indicating the reporting persons exercise influence collectively rather than individually. Holdings are held by funds for their investors, and no single fund holds more than 5% of the class, limiting the potential for a single fund to act unilaterally.

Corporate Governance Specialist

TL;DR: A 6.0% disclosed holding with shared voting power signals meaningful ownership but no declared attempt to change control.

This joint Schedule 13G filing includes a joint-filing agreement exhibit and explicit certifications disclaiming intent to influence control, consistent with passive institutional ownership. Shared voting and dispositive power for 6,159,138 shares gives the reporting group collective influence on governance matters without sole-direction authority. The clear identification of control persons and the adviser structure supports transparency for shareholders and governance monitoring.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Herbalife Ltd.

(Name of Issuer)

Common Shares

(Title of Class of Securities)

G4412G101

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. G4412G101

1

Names of Reporting Persons

Route One Investment Company, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,159,138.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,159,138.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,159,138.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.0 %

12

Type of Reporting Person (See Instructions)

IA, PN

Comment for Type of Reporting Person: Percentage calculated based on 101,846,731 Common Shares outstanding on April 23, 2025, as reported in the Form 10-Q filed by the Issuer for the quarter ended March 31, 2025.

SCHEDULE 13G

CUSIP No. G4412G101

1

Names of Reporting Persons

ROIC, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,159,138.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,159,138.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,159,138.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.0 %

12

Type of Reporting Person (See Instructions)

HC, OO

Comment for Type of Reporting Person: Percentage calculated based on 101,846,731 Common Shares outstanding on April 23, 2025, as reported in the Form 10-Q filed by the Issuer for the quarter ended March 31, 2025.

SCHEDULE 13G

CUSIP No. G4412G101

1

Names of Reporting Persons

Route One Investment Company, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,159,138.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,159,138.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,159,138.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.0 %

12

Type of Reporting Person (See Instructions)

HC, OO

Comment for Type of Reporting Person: Percentage calculated based on 101,846,731 Common Shares outstanding on April 23, 2025, as reported in the Form 10-Q filed by the Issuer for the quarter ended March 31, 2025.

SCHEDULE 13G

CUSIP No. G4412G101

1

Names of Reporting Persons

William F. Duhamel, Jr.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,159,138.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,159,138.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,159,138.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.0 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Percentage calculated based on 101,846,731 Common Shares outstanding on April 23, 2025, as reported in the Form 10-Q filed by the Issuer for the quarter ended March 31, 2025.

SCHEDULE 13G

CUSIP No. G4412G101

1

Names of Reporting Persons

Jason E. Moment

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,159,138.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,159,138.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,159,138.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.0 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Percentage calculated based on 101,846,731 Common Shares outstanding on April 23, 2025, as reported in the Form 10-Q filed by the Issuer for the quarter ended March 31, 2025.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Herbalife Ltd.
(b)	Address of issuer's principal executive offices: P.O. Box 309, Ugland House, Grand Cayman, Cayman Islands KY1-1104
Item 2.
(a)	Name of person filing: Route One Investment Company, L.P. ("Route One") ROIC, LLC Route One Investment Company, LLC (the "General Partner") William F. Duhamel, Jr. Jason E. Moment Route One is the investment adviser to investment funds (collectively, the "Funds"), and the General Partner is the general partner of one or more of those funds. ROIC, LLC is the general partner of Route One. Mr. Duhamel and Mr. Moment are the control persons of Route One, ROIC, LLC and the General Partner. The reporting persons are filing this Schedule 13G jointly, but not as members of a group, and each disclaims membership in a group. Each reporting person also disclaims beneficial ownership of the Common Stock except to the extent of that person's pecuniary interest therein.
(b)	Address or principal business office or, if none, residence: One Letterman Drive, Building D, Suite DM 200, San Francisco, CA 94129
(c)	Citizenship: See Item 4 of the cover sheet for each reporting person.
(d)	Title of class of securities: Common Shares
(e)	CUSIP No.: G4412G101
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: Route One: 6,159,138 ROIC, LLC: 6,159,138 General Partner: 6,159,138 William F. Duhamel, Jr.: 6,159,138 Jason E. Moment: 6,159,138
(b)	Percent of class: Route One: 6.0% ROIC, LLC: 6.0% General Partner: 6.0% William F. Duhamel, Jr.: 6.0% Jason E. Moment: 6.0%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Route One: 0 ROIC, LLC: 0 General Partner: 0 William F. Duhamel, Jr.: 0 Jason E. Moment: 0
	(ii) Shared power to vote or to direct the vote: Route One: 6,159,138 ROIC, LLC: 6,159,138 General Partner: 6,159,138 William F. Duhamel, Jr.: 6,159,138 Jason E. Moment: 6,159,138
	(iii) Sole power to dispose or to direct the disposition of: Route One: 0 ROIC, LLC: 0 General Partner: 0 William F. Duhamel, Jr.: 0 Jason E. Moment: 0
	(iv) Shared power to dispose or to direct the disposition of: Route One: 6,159,138 ROIC, LLC: 6,159,138 General Partner: 6,159,138 William F. Duhamel, Jr.: 6,159,138 Jason E. Moment: 6,159,138
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. The Funds hold the Common Shares for the benefit of their investors and have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Shares. No individual Fund's holdings of Common Shares are more than five percent of the outstanding Common Shares.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Route One Investment Company, L.P.

Signature:	/s/ Jason E. Moment
Name/Title:	Managing Member of the General Partner, ROIC, LLC
Date:	08/13/2025

ROIC, LLC

Signature:	/s/ Jason E. Moment
Name/Title:	Managing Member
Date:	08/13/2025

Route One Investment Company, LLC

Signature:	/s/ Jason E. Moment
Name/Title:	Managing Member
Date:	08/13/2025

William F. Duhamel, Jr.

Signature:	/s/ William F. Duhamel, Jr.
Name/Title:	Reporting person
Date:	08/13/2025

Jason E. Moment

Signature:	/s/ Jason E. Moment
Name/Title:	Reporting person
Date:	08/13/2025

Exhibit Information

Ex. 99 - Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G

FAQ

Who filed the Schedule 13G for Herbalife (HLF)?

Route One Investment Company, L.P.; ROIC, LLC; Route One Investment Company, LLC; William F. Duhamel, Jr.; and Jason E. Moment filed the statement jointly.

How many Herbalife (HLF) shares were reported and what percent do they represent?

6,159,138 shares were reported, representing 6.0% of the outstanding common stock based on 101,846,731 shares outstanding as of April 23, 2025.

Do the reporting persons have sole voting or dispositive power over these HLF shares?

No. The filing reports 0 sole voting power and 0 sole dispositive power, with 6,159,138 shares under shared voting and shared dispositive power.

Are the shares held on behalf of funds or individual investors?

The shares are held on behalf of investment funds for their investors, and the filing states no individual Fund's holdings exceed 5% of the outstanding common shares.

Did the filers indicate an intent to influence control of Herbalife (HLF)?

No. The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.

Who are the control persons named in the filing?

William F. Duhamel, Jr. and Jason E. Moment are identified as control persons of Route One, ROIC, LLC and the General Partner entities.