0001209191-19-020659.txt : 20190320
0001209191-19-020659.hdr.sgml : 20190320
20190320182214
ACCESSION NUMBER: 0001209191-19-020659
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20190320
FILED AS OF DATE: 20190320
DATE AS OF CHANGE: 20190320
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: JAFFE SETH
CENTRAL INDEX KEY: 0001263162
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-06631
FILM NUMBER: 19695545
MAIL ADDRESS:
STREET 1: 3250 VAN NESS AVE
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94109
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: LEVI STRAUSS & CO
CENTRAL INDEX KEY: 0000094845
STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300]
IRS NUMBER: 940905160
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1125
BUSINESS ADDRESS:
STREET 1: 1155 BATTERY ST
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
BUSINESS PHONE: 4155016000
MAIL ADDRESS:
STREET 1: 1155 BATTERY STREET
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94111
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2019-03-20
0
0000094845
LEVI STRAUSS & CO
LEVI
0001263162
JAFFE SETH
C/O LEVI STRAUSS & CO.
1155 BATTERY STREET
SAN FRANCISCO
CA
94111
0
1
0
0
EVP & General Counsel
Common Stock
281280
D
Stock Appreciation Rights
6.10
2023-02-09
Common Stock
453320
D
Stock Appreciation Rights
7.425
2022-02-04
Common Stock
339610
D
Stock Appreciation Rights
6.45
2021-02-05
Common Stock
279560
D
Stock Appreciation Rights
14.875
2029-01-29
Common Stock
44720
D
Stock Appreciation Rights
9.60
2025-01-30
Common Stock
74120
D
Stock Appreciation Rights
6.90
2024-02-01
Common Stock
108490
D
Each share of Common Stock shall be reclassified into one share of Class B Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock.
52,800 of the shares are represented by restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon settlement. Of the 52,800 RSUs, (i) 24,230 RSUs vest on February 1, 2020, (ii) 15,130 RSUs represent the unvested portion of an RSU award that vests in four equal annual installments beginning on January 30, 2019, and (iii) 13,440 RSUs vest in four equal annual installments beginning on January 30, 2020.
Of these stock appreciation rights (SARs): (i) 206,050 are performance stock appreciation rights (PSARs) that vested on January 30, 2019 based upon the achievement of certain financial targets and total stockholder return, each over a three-year period, as determined by the Issuer's board of directors, and are immediately exercisable; and (ii) 247,270 are time-based SARs that vested as to 25% of the SARs on February 9, 2017, with the remainder vesting in 36 equal monthly installments thereafter.
Each SAR represents the right to receive, upon exercise, shares of the Issuer's Common Stock with a value equal to the increase in the fair market value of one share of Common Stock from the date of grant of the SAR.
Of these SARs: (i) 144,430 are PSARs that vested on January 30, 2018 based upon the achievement of certain financial targets and total stockholder return, each over a three-year period, as determined by the Issuer's board of directors, and are immediately exercisable; and (ii) 195,180 are time-based SARs that are fully vested.
Of these SARs: (i) 93,190 are PSARs that vested on February 1, 2017 based upon the achievement of certain financial targets and total stockholder return, each over a three-year period, as determined by the Issuer's board of directors, and are immediately exercisable; and (ii) 186,370 are time-based SARs that are fully vested.
25% of the SARs vest on January 30, 2020, and 1/3 of the remaining SARs vest annually beginning on January 30, 2021.
25% of the SARs vested on January 30, 2019, and 1/3 of the remaining SARs vest annually beginning on January 30, 2020.
25% of the SARs vested on February 1, 2018, and 1/3 of the remaining SARs vest annually beginning on February 1, 2019.
/s/ Frank Garcia, Attorney-in-Fact
2019-03-20
EX-24.3_843699
2
poa.txt
POA DOCUMENT
POWER OF ATTORNEY
Know all by these presents that the undersigned hereby constitutes and appoints
each of David Jedrzejek, Nita Dudley, Frank Garcia and Cynthia Lee, signing
individually, the undersigned's true and lawful attorneys-in fact and agents to:
(1) execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer, director and/or more than 10% stockholder of Levi Strauss & Co.
(the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder;
(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4, or 5,
complete and execute any amendment or amendments thereto, and timely file such
form with the SEC and any stock exchange or similar authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney in fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney in fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney in fact may approve in such
attorney in fact's discretion.
The undersigned hereby grants to each such attorney in fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney in fact, or such attorney
in fact's substitute or substitutes, shall lawfully do or cause to be done by
virtue of this power of attorney and the rights and powers herein granted. The
undersigned acknowledges that the foregoing attorneys in fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect until the earliest
to occur of (a) 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, (b) revocation by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact or (c) as to any attorney-in-fact
individually, until such attorney-in-fact is no longer employed by the Company.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 5th day of February, 2019.
By: /s/ Seth R. Jaffe
Name: Seth R. Jaffe