Form 4/A for LEVI LEVI STRAUSS & CO
Accepted 2023-04-21 00:00:00 ET · period of report 2019-03-25 · accession 0001209191-23-025250 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMA | 2023-04-21 | 2019-03-25 | LEVI | Bergh Charles V | Pres, CEO, Dir | J - Other | $0.00 | -499.9K | 0 | -100% | $0 |
| DAI | 2023-04-21 | 2019-03-25 | LEVI | Bergh Charles V | Pres, CEO, Dir | J - Other | $0.00 | -1.64M | 0 | -100% | $0 |
| DMA | 2023-04-21 | 2019-03-25 | LEVI | Bergh Charles V | Pres, CEO, Dir | J - Other | $0.00 | +499.9K | 0 | New | $0 |
| DAI | 2023-04-21 | 2019-03-25 | LEVI | Bergh Charles V | Pres, CEO, Dir | J - Other | $0.00 | +1.64M | 1.64M | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2019-03-25 | J | D | 22,090 | $0.00 | 477,780 | D See footnote | — | — | (F1) 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. 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. (F4) The shares are held by Charles V. Bergh, as trustee of the Charles Bergh 2019 Trust UA 2/25/2019. |
| 2 | Common | Common Stock | 2019-03-25 | J | D | 1,638,590 | $0.00 | 0 | I | — | — | (F1) 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. 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. |
| 3 | Common | Common Stock | 2019-03-25 | J | D | 477,780 | $0.00 | 0 | D | — | — | (F1) 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. 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. (F2) This Form 4/A is being filed to correct the disclosure relating to RSUs set forth in the Form 4 filed on March 27, 2019 (the "Original Form 4"), which were inadvertently disclosed in Table I instead of Table II in the Original Form 4. As a result, certain subsequent instances of withholding of shares to satisfy tax liabilities and conversions of resulting shares of Class B common stock to Class A common stock were reported solely within Table I. (F3) Each share is represented by a restricted stock unit (RSU) that may be settled in shares of Class B Common Stock. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement. Of these RSUs, (i) 225,010 RSUs vest on February 1, 2020, (ii) 131,350 RSUs vest in four equal annual installments beginning on January 30, 2019, and (iii) 121,420 RSUs vest in four equal annual installments beginning on January 30, 2020. |
| 4 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 403,900 | $0.00 | 403,900 | D | $14.88 · — to 2029-01-29 | 403,900 Class B Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F9) 25% of the SARs vest on January 30, 2020, and 1/3 of the remaining SARs vest annually beginning on January 30, 2021. |
| 5 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 643,170 | $0.00 | 0 | D | $9.60 · — to 2025-01-30 | 643,170 Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F10) 25% of the SARs vested on January 30, 2019, and 1/3 of the remaining SARs vest annually beginning on January 30, 2020. |
| 6 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 643,170 | $0.00 | 643,170 | D | $9.60 · — to 2025-01-30 | 643,170 Class B Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F10) 25% of the SARs vested on January 30, 2019, and 1/3 of the remaining SARs vest annually beginning on January 30, 2020. |
| 7 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 1,007,430 | $0.00 | 0 | D | $6.90 · — to 2024-02-01 | 1,007,430 Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F11) 25% of the SARs vested on February 1, 2018, and 1/3 of the remaining SARs vest annually beginning on February 1, 2019. |
| 8 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 1,007,430 | $0.00 | 1,007,430 | D | $6.90 · — to 2024-02-01 | 1,007,430 Class B Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F11) 25% of the SARs vested on February 1, 2018, and 1/3 of the remaining SARs vest annually beginning on February 1, 2019. |
| 9 | Derivative | Class B Common Stock | 2019-03-25 | J | A | 22,090 | $0.00 | 22,090 | D See footnote | — · — to — | 22,090 Class A Common Stock | (F4) The shares are held by Charles V. Bergh, as trustee of the Charles Bergh 2019 Trust UA 2/25/2019. (F1) 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. 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. |
| 10 | Derivative | Class B Common Stock | 2019-03-25 | J | A | 477,780 | $0.00 | 499,870 | D | — · — to — | 477,780 Class A Common | (F2) This Form 4/A is being filed to correct the disclosure relating to RSUs set forth in the Form 4 filed on March 27, 2019 (the "Original Form 4"), which were inadvertently disclosed in Table I instead of Table II in the Original Form 4. As a result, certain subsequent instances of withholding of shares to satisfy tax liabilities and conversions of resulting shares of Class B common stock to Class A common stock were reported solely within Table I. (F3) Each share is represented by a restricted stock unit (RSU) that may be settled in shares of Class B Common Stock. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement. Of these RSUs, (i) 225,010 RSUs vest on February 1, 2020, (ii) 131,350 RSUs vest in four equal annual installments beginning on January 30, 2019, and (iii) 121,420 RSUs vest in four equal annual installments beginning on January 30, 2020. (F1) 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. 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. |
| 11 | Derivative | Class B Common Stock | 2019-03-25 | J | A | 1,638,590 | $0.00 | 1,638,590 | I | — · — to — | 1,638,590 Class A Common Stock | (F1) 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. 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. |
| 12 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 4,526,360 | $0.00 | 0 | D | $6.10 · — to 2023-02-09 | 4,526,360 Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F6) Of these SARs: (i) 2,057,430 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 (ii) 2,468,930 SARs vested as to 25% of the SARs on February 9, 2017, with the remainder vesting in 36 equal monthly installments thereafter. |
| 13 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 4,526,360 | $0.00 | 4,526,360 | D | $6.10 · — to 2023-02-09 | 4,526,360 Class B Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F6) Of these SARs: (i) 2,057,430 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 (ii) 2,468,930 SARs vested as to 25% of the SARs on February 9, 2017, with the remainder vesting in 36 equal monthly installments thereafter. |
| 14 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 3,283,010 | $0.00 | 0 | D | $7.43 · — to 2022-02-04 | 3,283,010 Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F7) Of these SARs: (i) 1,396,220 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) 1,886,790 are time-based SARs that are fully vested. |
| 15 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 3,283,010 | $0.00 | 3,283,010 | D | $7.43 · — to 2022-02-04 | 3,283,010 Class B Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F7) Of these SARs: (i) 1,396,220 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) 1,886,790 are time-based SARs that are fully vested. |
| 16 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 2,897,320 | $0.00 | 0 | D | $6.45 · — to 2021-02-05 | 2,897,320 Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F8) Of these SARs: (i) 965,780 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) 1,931,540 are time-based SARs that are fully vested. |
| 17 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 2,897,320 | $0.00 | 2,897,320 | D | $6.45 · — to 2021-02-05 | 2,897,320 Class B Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F8) Of these SARs: (i) 965,780 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) 1,931,540 are time-based SARs that are fully vested. |
| 18 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 403,900 | $0.00 | 0 | D | $14.88 · — to 2029-01-29 | 403,900 Common Stock | (F5) Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock (and, after the conversion noted in footnote (1), Class B Common Stock) with a value equal to the increase in the fair market value of one share of such stock from the date of grant of the SAR. (F9) 25% of the SARs vest on January 30, 2020, and 1/3 of the remaining SARs vest annually beginning on January 30, 2021. |