Herbalife (NYSE: HLF) amends filing on CCO stock rights grant

Rhea-AI Filing Summary

Herbalife Ltd. reported that Chief Commercial Officer Frank Lamberti acquired 40,437 stock appreciation rights (SARs) on February 25, 2026 under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan.

The SARs vest in three equal installments on February 25, 2027, February 25, 2028, and February 25, 2029, conditioned on his continued service through each vesting date. This amended Form 4 was filed solely to correct the SAR exercise price, which was previously reported as $10.51, with no other changes to the original report.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Lamberti Frank

Role Chief Commercial Officer

Type	Security	Shares	Price	Value
Grant/Award	Stock Appreciation Rights	40,437	$0.00	--

Holdings After Transaction: Stock Appreciation Rights — 40,437 shares (Direct)

Footnotes (1)

1. This amendment is being filed solely to correct the exercise price, which was previously reported as $10.51. No other information in the original Form 4 has been changed. Consists of stock appreciation rights ("SARs") granted under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan. These SARs will vest in one-third increments on each of February 25, 2027, February 25, 2028, and February 25, 2029, subject to continued service through such date.

Form 4 Insider Transactions: What Each Field Means →

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
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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^*

Lamberti Frank

(Last) (First) (Middle)

800 WEST OLYMPIC BLVD.

SUITE 406

(Street)

LOS ANGELES CA 90015

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HERBALIFE LTD. [ HLF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
02/27/2026

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

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	$19.26(1)	02/25/2026		A		40,437		(2)	02/25/2036	Common Stock	40,437	$0	40,437	D

Explanation of Responses:

1. This amendment is being filed solely to correct the exercise price, which was previously reported as $10.51. No other information in the original Form 4 has been changed.

2. Consists of stock appreciation rights ("SARs") granted under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan. These SARs will vest in one-third increments on each of February 25, 2027, February 25, 2028, and February 25, 2029, subject to continued service through such date.

	/s/ Alaaeddine Sahibi, as Attorney-In-Fact for Frank Lamberti	03/03/2026
	** 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).
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

What insider transaction did Herbalife (HLF) report for Frank Lamberti?

Herbalife reported that Chief Commercial Officer Frank Lamberti received a grant of 40,437 stock appreciation rights (SARs) on February 25, 2026. The award was made under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan as executive equity compensation.

Why was this Form 4/A amendment filed for Herbalife (HLF)?

The Form 4/A was filed solely to correct the exercise price of the previously reported SAR grant, which had been shown as $10.51. The amendment states that no other information from the original Form 4 has been changed or updated.

How many stock appreciation rights did Frank Lamberti receive at Herbalife (HLF)?

Frank Lamberti received 40,437 stock appreciation rights (SARs) in this award. These derivative securities give him value linked to Herbalife’s share price, subject to the vesting schedule and the corrected exercise price referenced in the amended filing.

When do Frank Lamberti’s Herbalife (HLF) stock appreciation rights vest?

Lamberti’s SARs vest in three equal one-third installments on February 25, 2027, February 25, 2028, and February 25, 2029. Vesting is explicitly conditioned on his continued service with Herbalife through each respective vesting date.

Under which plan were Frank Lamberti’s SARs granted at Herbalife (HLF)?

The stock appreciation rights were granted under the Herbalife Ltd. Amended and Restated 2023 Stock Incentive Plan. This plan governs equity-based awards, including SARs, to company executives and other eligible participants as part of their long-term incentive compensation.