0001209191-19-021541.txt : 20190327
0001209191-19-021541.hdr.sgml : 20190327
20190327202138
ACCESSION NUMBER: 0001209191-19-021541
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190325
FILED AS OF DATE: 20190327
DATE AS OF CHANGE: 20190327
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: JAFFE SETH
CENTRAL INDEX KEY: 0001263162
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-06631
FILM NUMBER: 19709662
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
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-03-25
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
2019-03-25
4
J
0
281280
D
0
D
Class A Common Stock
2019-03-25
4
J
0
52800
A
52800
D
Class B Common Stock
2019-03-25
4
J
0
228480
0.00
A
Class A Common Stock
228480
228480
D
Stock Appreciation Rights
6.10
2019-03-25
4
J
0
453320
0.00
D
2023-02-09
Common Stock
453320
0
D
Stock Appreciation Rights
6.10
2019-03-25
4
J
0
453320
0.00
A
2023-02-09
Class B Common Stock
453320
453320
D
Stock Appreciation Rights
7.425
2019-03-25
4
J
0
339610
0.00
D
2022-02-04
Common Stock
339610
0
D
Stock Appreciation Rights
7.425
2019-03-25
4
J
0
339610
0.00
A
2022-02-04
Class B Common Stock
339610
339610
D
Stock Appreciation Rights
6.45
2019-03-25
4
J
0
279560
0.00
D
2021-02-05
Common Stock
279560
0
D
Stock Appreciation Rights
6.45
2019-03-25
4
J
0
279560
0.00
A
2021-02-05
Class B Common Stock
279560
279560
D
Stock Appreciation Rights
14.875
2019-03-25
4
J
0
44720
0.00
D
2029-01-29
Common Stock
44720
0
D
Stock Appreciation Rights
14.875
2019-03-25
4
J
0
44720
0.00
A
2029-01-29
Class B Common Stock
44720
44720
D
Stock Appreciation Rights
9.60
2019-03-25
4
J
0
74120
0.00
D
2025-01-30
Common Stock
74120
0
D
Stock Appreciation Rights
9.60
2019-03-25
4
J
0
74120
0.00
A
2025-01-30
Class B Common Stock
74120
74120
D
Stock Appreciation Rights
6.90
2019-03-25
4
J
0
108490
0.00
D
2024-02-01
Common Stock
108490
0
D
Stock Appreciation Rights
6.90
2019-03-25
4
J
0
108490
0.00
A
2024-02-01
Class B Common Stock
108490
108490
D
Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
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.
Each share is represented by an RSU. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date. Of these 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.
Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
Each stock appreciation right (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) 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 Class B Common Stock with a value equal to the increase in the fair market value of one share of Class B 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/ Cynthia Lee, Attorney-in-Fact
2019-03-27