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Levi Strauss Director Reports 102 DERs; Direct Holdings Now 22,645

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Form 4 summary for LEVI: David S. Marberger, a director of Levi Strauss & Co., acquired 102 dividend equivalent rights (DERs) on 08/08/2025. Each DER represents a contingent right to receive one share of the issuer's Class A Common Stock upon settlement. The reported transaction increases the reporting person’s direct beneficial ownership to 22,645 shares following the reported transaction.

The DERs vest and are delivered consistent with the underlying awards: unvested awards and related DERs vest 100% on the earlier of the day before the next annual stockholder meeting or the first anniversary of the grant date. Certain underlying awards are fully vested but subject to deferred delivery; the same delivery terms apply to the related DERs.

Positive

  • Acquisition disclosed: Reporting person acquired 102 DERs, each representing a contingent right to one Class A share.
  • Clear beneficial ownership: Beneficial ownership after the transaction is reported as 22,645 shares (Direct).
  • Vesting terms disclosed: DERs vest consistent with underlying awards and include specific vesting triggers (earlier of next annual meeting or one-year anniversary).

Negative

  • None.

Insights

TL;DR: Routine director award transaction: 102 DERs acquired, bringing direct holdings to 22,645 shares; appears to be compensation-related.

The filing discloses a non-derivative economic interest via 102 dividend equivalent rights tied to Class A Common Stock, recorded as an acquisition on 08/08/2025. The document explicitly states the DERs vest consistent with underlying awards and that some underlying awards are fully vested but on deferred delivery. This is a standard disclosure for equity-based compensation to insiders and provides a transparent update on the director’s current direct holdings.

TL;DR: Director received equity-linked compensation with standard vesting and delivery mechanics; disclosure meets Section 16 reporting requirements.

The report identifies the reporting person as a director and shows acquisition of DERs that convert to one share each upon settlement. Vesting occurs either before the next annual meeting or one year after grant for unvested awards, while some awards are vested but subject to deferred delivery. The form is a routine, required disclosure of insider holdings and the mechanics behind the DER instruments are clearly stated.

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*
MARBERGER DAVID S

(Last) (First) (Middle)
C/O TASTY BAKING CO
2801 HUNTING PARK AVENUE

(Street)
PHILADELPHIA PA 19129

(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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/08/2025
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 08/08/2025 A 102(1) A $0.00 22,645 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. Represents dividend equivalent rights (DERs), each of which represents a contingent right to receive one share of the issuer's Class A Common Stock upon settlement. The DERs vest and are delivered consistent with the underlying awards to which they relate. Unvested awards and the related DERs vest as to 100% of the shares on the earlier of the day before the next Annual Stockholder Meeting or the first anniversary of the date of grant of the underlying award. Certain underlying awards are fully vested and are subject to a deferred delivery feature, these same terms apply to the related DERs.
/s/ Priscilla Duncan-Tannous, Attorney-in-Fact 08/12/2025
** 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.

FAQ

Who filed the Form 4 for LEVI?

The report was filed on behalf of David S. Marberger, identified as a director of Levi Strauss & Co.

What securities were acquired in the LEVI Form 4?

The reporting person acquired 102 dividend equivalent rights (DERs), each representing a contingent right to one share of Class A Common Stock upon settlement.

How many shares does the reporting person beneficially own after the transaction?

The filing reports 22,645 shares beneficially owned following the reported transaction, held directly.

When did the reported transaction occur?

The transaction date reported on the form is 08/08/2025.

What are the vesting and delivery terms for the DERs?

DERs vest and are delivered consistent with the underlying awards; unvested awards and related DERs vest 100% on the earlier of the day before the next annual stockholder meeting or the first anniversary of the grant date; some awards are fully vested but subject to deferred delivery.
Levi Strauss & Co.

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