0001209191-16-137082.txt : 20160815
0001209191-16-137082.hdr.sgml : 20160815
20160815193123
ACCESSION NUMBER: 0001209191-16-137082
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20160811
FILED AS OF DATE: 20160815
DATE AS OF CHANGE: 20160815
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HERBALIFE LTD.
CENTRAL INDEX KEY: 0001180262
STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DRUGS PROPRIETARIES & DRUGGISTS' SUNDRIES [5122]
IRS NUMBER: 000000000
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: P.O. BOX 309GT
STREET 2: UGLAND HOUSE, SOUTH CHURCH STREET
CITY: GEORGE TOWN
STATE: E9
ZIP: 00000
BUSINESS PHONE: 310 410 9600
MAIL ADDRESS:
STREET 1: P.O. BOX 309GT
STREET 2: UGLAND HOUSE, SOUTH CHURCH STREET
CITY: GEORGE TOWN
STATE: E9
ZIP: 00000
FORMER COMPANY:
FORMER CONFORMED NAME: WH HOLDINGS CAYMAN ISLANDS LTD
DATE OF NAME CHANGE: 20020814
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Fleming Ibelis
CENTRAL INDEX KEY: 0001513887
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32381
FILM NUMBER: 161834402
MAIL ADDRESS:
STREET 1: 800 W. OLYMPIC BLVD., SUITE 406
CITY: LOS ANGELES
STATE: X1
ZIP: 90015
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-08-11
0
0001180262
HERBALIFE LTD.
HLF
0001513887
Fleming Ibelis
800 W. OLYMPIC BLVD., SUITE 406
LOS ANGELES
CA
90015
0
1
0
0
SVP/Managing Dir North America
Common Stock
2016-08-11
4
M
0
10000
6.82
A
14143
D
Common Stock
2016-08-11
4
D
0
1050
65.00
D
13093
D
Common Stock
2016-08-11
4
F
0
3364
65.00
D
9729
D
Common Stock
2016-08-11
4
S
0
4143
64.81
D
5586
D
Common Stock
2016-08-15
4
S
0
5586
64.89
D
0
D
Stock Appreciation Rights
6.82
2016-08-11
4
M
0
10000
0.00
D
2012-02-27
2019-02-27
Common Stock
10000
0
D
The total number of shares has been adjusted to include 785 shares inadvertently omitted from prior reports.
The reporting person received 5,586 shares of common stock upon the net exercise of 10,000 stock appreciation rights ("SARs"). The reporting person forfeited 1,050 shares of common stock underlying the SARs in payment of the exercise price and 3,364 shares of common stock underlying the SARs to satisfy the withholding tax obligation resulting from the exercise, using the closing stock price on August 11, 2016 of $65.00.
This transaction was executed in multiple trades at prices ranging from $64.73 to $64.95. The price reported reflects the weighted average sale price of $64.81. The reporting person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission (the "Staff"), the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
This transaction was executed in multiple trades at prices ranging from $64.82 to $65.01. The price reported reflects the weighted average sale price of $64.89. The reporting person hereby undertakes to provide upon request by the Staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
/s/ Eileen Uy, Attorney-in-Fact for Ibelis Fleming
2016-08-15
EX-24.4_671137
2
poa.txt
POA DOCUMENT
IBELIS FLEMING
LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS
Know all by these presents, that the undersigned hereby makes, constitutes and
appoints each of Mark J. Friedman and Eileen K. Uy, or either of them acting
singly, as the undersigned's true and lawful attorney-in-fact, with full power
and authority as hereinafter described on behalf of and in the name, place and
stead of the undersigned to:
(1) prepare, execute, acknowledge, deliver and file the Form ID to be filed with
the United States Securities and Exchange Commission (the "SEC"), including
amendments thereto, and any other documents necessary or appropriate to obtain a
(i) Central Index Key Code, (ii) CIK Confirmation Code, (iii) Password, (iv)
Password Modification Code or (v) any other codes, passwords and passphrases as
are required or appropriate to permit the undersigned to make electronic filings
with the SEC;
(2) prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including
any amendments thereto) with respect to the securities of Herbalife Ltd., a
Cayman Islands company (the "Company"), required to be filed with or submitted
to the SEC, any national securities exchange or similar authority and the
Company pursuant to Section 16(a) of the Securities Exchange Act of 1934 and the
rules and regulations promulgated thereunder, as amended from time to time (the
"Exchange Act"), and any other forms or reports the undersigned may be required
to file in connection with the undersigned's ownership, acquisition, or
disposition of securities of the Company;
(3) seek or obtain, as the undersigned's representative and on the undersigned's
behalf, information on transactions in the Company's securities from any third
party, including brokers and employee benefit plan administrators and trustees,
and the undersigned hereby authorizes and approves any such release of
information; and
(4) perform any and all other acts which in the discretion of such
attorney-in-fact are necessary or desirable for and on behalf of the undersigned
in connection with the foregoing.
The undersigned acknowledges that:
(1) this Limited Power of Attorney authorizes, but does not require, such
attorney-in-fact to act in his or her discretion on information provided to such
attorney-in-fact without independent verification of such information;
(2) any documents prepared and/or executed by either such attorney-in-fact on
behalf of the undersigned pursuant to this Limited Power of Attorney will be in
such form and will contain such information and disclosure as such
attorney-in-fact, in his or her discretion, deems necessary or desirable;
(3) neither the Company nor either such attorney-in-fact assumes (i) any
liability for the undersigned's responsibility to comply with the requirements
of the Exchange Act, (ii) any liability of the undersigned for any failure to
comply with such requirements or (iii) any obligation or liability of the
undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and
(4) this Limited Power of Attorney does not relieve the undersigned from
responsibility for compliance with the undersigned's obligations under the
Exchange Act, including without limitation the reporting requirements under
Section 16 of the Exchange Act.
The undersigned hereby gives and grants each of the foregoing attorneys-in-fact
full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary or appropriate to be done in and about the
foregoing matters as fully to all intents and purposes as the undersigned might
or could do if present, hereby ratifying all that each such attorney-in-fact of,
for and on behalf of the undersigned, shall lawfully do or cause to be done by
virtue of this Limited Power of Attorney.
This Limited Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to each
such attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to
be executed as of this 29th day of June 2016.
/s/ IBELIS FLEMING