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Levi Strauss (LEVI) CEO Michelle Gass reports PRSU vesting and tax share withholding

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Levi Strauss & Co. President & CEO Michelle Gass reported equity award activity in the company’s Class A common stock. On January 22, 2026, 225,247 performance-based restricted stock units granted on January 27, 2023 vested after the Board certified that specific performance criteria were met, resulting in the issuance of the same number of Class A shares at a price of $0.00 per share. On the same date, 119,888 shares were withheld at $21.55 per share to satisfy tax obligations related to the vested units. After these transactions, Gass directly owned 665,338 shares of Levi Strauss & Co. Class A common stock.

Positive

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Negative

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Insider Gass Michelle
Role President & CEO
Type Security Shares Price Value
Grant/Award Class A Common Stock 225,247 $0.00 --
Tax Withholding Class A Common Stock 119,888 $21.55 $2.58M
Holdings After Transaction: Class A Common Stock — 785,226 shares (Direct)
Footnotes (1)
  1. On January 27, 2023, the reporting person was granted performance-based restricted stock units (PRSUs). Each PRSU represents a contingent right to receive shares of the Issuer's Class A common stock upon settlement and has no expiration date. The PRSUs vest at the end of a three-year period following the grant on the date that the Board of Directors certifies attainment, based on the Issuer's satisfaction of certain performance criteria. The performance criteria were met on January 22, 2026, resulting in the issuance of 225,247 vested PRSUs. Shares withheld to cover tax obligation from settlement of vested PRSUs.
Form 4 Insider Transactions: What Each Field Means →
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*
Gass Michelle
(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
01/22/2026
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 01/22/2026 A(1) 225,247 A $0.00 785,226 D
Class A Common Stock 01/22/2026 F(2) 119,888 D $21.55 665,338 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. On January 27, 2023, the reporting person was granted performance-based restricted stock units (PRSUs). Each PRSU represents a contingent right to receive shares of the Issuer's Class A common stock upon settlement and has no expiration date. The PRSUs vest at the end of a three-year period following the grant on the date that the Board of Directors certifies attainment, based on the Issuer's satisfaction of certain performance criteria. The performance criteria were met on January 22, 2026, resulting in the issuance of 225,247 vested PRSUs.
2. Shares withheld to cover tax obligation from settlement of vested PRSUs.
/s/ Priscilla Duncan-Tannous, Attorney-in-Fact 01/26/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did LEVI President & CEO Michelle Gass report on January 22, 2026?

Michelle Gass reported the issuance of 225,247 Levi Strauss & Co. Class A shares upon vesting of performance-based restricted stock units, and the withholding of 119,888 shares to cover taxes on the same date.

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

Following the reported equity award vesting and tax withholding, Michelle Gass directly owns 665,338 shares of Levi Strauss & Co. Class A common stock.

What triggered the issuance of 225,247 Levi Strauss (LEVI) shares to Michelle Gass?

The issuance of 225,247 shares resulted from performance-based restricted stock units granted on January 27, 2023, which vested after the Board certified that specific performance criteria were met on January 22, 2026.

Why were 119,888 Levi Strauss (LEVI) shares withheld from Michelle Gass?

The 119,888 Class A shares were withheld at $21.55 per share to satisfy tax obligations arising from the settlement of the vested performance-based restricted stock units.

What type of equity award did Michelle Gass receive from Levi Strauss (LEVI)?

Michelle Gass received performance-based restricted stock units (PRSUs), each representing a contingent right to receive shares of Levi Strauss & Co. Class A common stock upon settlement, with vesting tied to performance criteria over a three-year period.

Does the Form 4 indicate Michelle Gass’s role at Levi Strauss (LEVI)?

Yes. The Form 4 identifies Michelle Gass as both a Director and the President & CEO of Levi Strauss & Co.