Levi Strauss (LEVI) EVP reports new RSUs, 112,833 stock appreciation rights

Rhea-AI Filing Summary

Levi Strauss & Co. executive Gianluca Flore reported new equity awards and related tax withholding. On January 30, 2026, he received 37,611 shares of Class A common stock for no cash cost, represented by restricted stock units that vest in four 25% installments from January 29, 2027 through January 25, 2030, subject to continued service. On the same date, 6,451 shares were withheld at a price of $19.88 per share to cover tax obligations from vested RSUs, leaving him with 183,641 shares of Class A common stock. He was also granted 112,833 stock appreciation rights at an exercise price of $19.88, each tied to one share of Class A common stock and vesting in four equal annual installments on the same 2027–2030 dates, with an expiration date of January 29, 2036.

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^*

Flore Gianluca

(Last) (First) (Middle)

C/O LEVI STRAUSS & CO.

1155 BATTERY STREET

(Street)

SAN FRANCISCO CA 94111

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LEVI STRAUSS & CO [ LEVI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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
Class A Common Stock	01/30/2026		A(1)		37,611	A	$0.00	189,920	D
Class A Common Stock	01/30/2026		F(2)		6,451	D	$19.88	183,641(3)	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
Stock Appreciation Rights	$19.88	01/30/2026		A		112,833		(4)	01/29/2036	Class A Common Stock	112,833	$0.00	112,833	D

Explanation of Responses:

1. The shares are represented by restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The RSUs vest in four equal installments of 25% on each of January 29, 2027, January 28, 2028, January 26, 2029, and January 25, 2030, subject to the Reporting Person's continuous service through each such vesting date.

2. Shares withheld to cover tax obligations from settlement of vested RSUs.

3. Includes 172 shares acquired on January 15, 2026 pursuant to the Issuer's employee stock purchase plan.

4. Vests in four equal installments of 25% on each of January 29, 2027, January 28, 2028, January 26, 2029, and January 25, 2030, subject to the Reporting Person's continuous service through each such vesting date.

	/s/ Priscilla Duncan-Tannous, Attorney-in-Fact	02/03/2026
	** 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 transactions did LEVI executive Gianluca Flore report on January 30, 2026?

Gianluca Flore reported receiving 37,611 shares of Levi Strauss Class A common stock for no cash cost via RSUs and 112,833 stock appreciation rights at $19.88. He also had 6,451 shares withheld to satisfy tax obligations from vested RSUs.

How many Levi Strauss (LEVI) shares does Gianluca Flore own after these Form 4 transactions?

After the reported transactions, Gianluca Flore beneficially owns 183,641 shares of Levi Strauss Class A common stock directly. This figure reflects RSU settlement and share withholding for taxes disclosed in the filing for the January 30, 2026 transactions.

What are the vesting terms of Gianluca Flore’s new RSUs at Levi Strauss (LEVI)?

The RSUs underlying the 37,611 shares vest in four equal 25% installments. Vesting dates are January 29, 2027, January 28, 2028, January 26, 2029, and January 25, 2030, and each installment requires Gianluca Flore’s continuous service through the applicable date.

What are the key details of the 112,833 stock appreciation rights granted to Gianluca Flore?

Gianluca Flore received 112,833 stock appreciation rights with an exercise price of $19.88 per right. Each right is linked to one share of Class A common stock, vests in four annual 25% installments from 2027 to 2030, and expires on January 29, 2036.

Why were 6,451 Levi Strauss (LEVI) shares reported as disposed of at $19.88?

The 6,451 Class A shares reported with transaction code “F” at $19.88 were withheld to cover tax obligations arising from the settlement of vested RSUs. This is a non-open-market, tax-related withholding rather than a discretionary sale into the market.

Does the Form 4 mention any shares acquired through Levi Strauss’s employee stock purchase plan?

Yes. The filing notes that Gianluca Flore’s holdings include 172 shares acquired on January 15, 2026 under Levi Strauss’s employee stock purchase plan. These shares are part of his total 183,641 Class A common shares beneficially owned after the reported transactions.