Levi Strauss (NYSE: LEVI) CEO receives RSUs and 377,289 stock rights

Rhea-AI Filing Summary

Levi Strauss & Co. President and CEO Michelle Gass reported new equity awards and related share activity. On January 30, 2026, she received 125,763 shares of Class A Common Stock for $0.00, represented by restricted stock units that convert into one share each upon settlement, bringing her directly held Class A stake to 741,775 shares after tax withholding.

On the same date, 49,326 Class A shares were withheld at $19.88 per share to cover taxes from vested RSUs. She was also granted 377,289 stock appreciation rights with a $19.88 exercise price, expiring January 29, 2036, tied to an equal number of Class A shares. Both the RSUs and stock appreciation rights vest in four equal 25% installments from January 29, 2027 through January 25, 2030, contingent on her continuous service.

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^*

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)
01/30/2026

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)		125,763	A	$0.00	791,101	D
Class A Common Stock	01/30/2026		F(2)		49,326	D	$19.88	741,775	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		377,289		(3)	01/29/2036	Class A Common Stock	377,289	$0.00	377,289	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 obligation from settlement of vested RSUs.

3. 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.
* 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).
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FAQ

What did LEVI CEO Michelle Gass report in this Form 4 filing?

Michelle Gass reported new equity awards and related share activity. She received 125,763 Class A shares via restricted stock units and 377,289 stock appreciation rights, plus had 49,326 shares withheld to cover tax obligations from vested RSUs.

How many Levi Strauss (LEVI) shares does Michelle Gass hold after these transactions?

After these transactions, Michelle Gass directly holds 741,775 shares of Levi Strauss Class A Common Stock. This figure reflects the net amount following the issuance of 125,763 shares and the withholding of 49,326 shares to satisfy tax obligations.

What are the terms of Michelle Gass’s new restricted stock units at LEVI?

The new restricted stock units each represent a contingent right to one Class A share. They vest in four equal 25% installments on January 29, 2027, January 28, 2028, January 26, 2029, and January 25, 2030, subject to her continuous service with the company.

Why were 49,326 Levi Strauss shares withheld in Michelle Gass’s Form 4?

The 49,326 Class A shares were withheld to cover tax obligations arising from the settlement of vested restricted stock units. The withholding price was $19.88 per share, reducing the gross shares delivered to a net amount that reflects required tax payments.

What are the key terms of the 377,289 stock appreciation rights granted to LEVI’s CEO?

Michelle Gass was granted 377,289 stock appreciation rights with a $19.88 exercise price. These rights are linked to an equal number of Class A shares, vest in four 25% installments from 2027 to 2030, and expire on January 29, 2036, assuming continuous service.

How do the Levi Strauss RSU and stock appreciation right vesting schedules compare?

Both the restricted stock units and stock appreciation rights share the same vesting schedule. Each vests in four equal 25% installments on January 29, 2027, January 28, 2028, January 26, 2029, and January 25, 2030, contingent on Michelle Gass’s continued service.