Form 4/A for LEVI LEVI STRAUSS & CO
Accepted 2023-04-21 00:00:00 ET · period of report 2019-03-25 · accession 0001209191-23-025251 · 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 | JAFFE SETH | EVP, GC | J - Other | $0.00 | -281.3K | 0 | -100% | $0 |
| DMA | 2023-04-21 | 2019-03-25 | LEVI | JAFFE SETH | EVP, GC | J - Other | $0.00 | +281.3K | 339.6K | +482% | $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 | 228,480 | $0.00 | 52,800 | 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. |
| 2 | Common | Common Stock | 2019-03-25 | J | D | 52,800 | $0.00 | 0 | D | — | — | (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 were reported solely within Table 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. (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) 24,230 RSUs vest on February 1, 2020, (ii) 15,130 RSUs vest 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. |
| 3 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 108,490 | $0.00 | 108,490 | D | $6.90 · — to 2024-02-01 | 108,490 Class B Common Stock | (F4) 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 February 1, 2018, and 1/3 of the remaining SARs vest annually beginning on February 1, 2019. |
| 4 | Derivative | Class B Common Stock | 2019-03-25 | J | A | 228,480 | $0.00 | 228,480 | D | — · — to — | 228,480 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. |
| 5 | Derivative | Class B Common Stock | 2019-03-25 | J | A | 52,800 | $0.00 | 281,280 | D | — · — to — | 52,800 Class A Common Stock | (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 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) 24,230 RSUs vest on February 1, 2020, (ii) 15,130 RSUs vest 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. (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. |
| 6 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 453,320 | $0.00 | 0 | D | $6.10 · — to 2023-02-09 | 453,320 Common Stock | (F4) 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. (F5) 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 (ii) 247,270 SARs that vested as to 25% of the SARs on February 9, 2017, with the remainder vesting in 36 equal monthly installments thereafter. |
| 7 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 453,320 | $0.00 | 453,320 | D | $6.10 · — to 2023-02-09 | 453,320 Class B Common Stock | (F4) 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. (F5) 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 (ii) 247,270 SARs that vested as to 25% of the SARs on February 9, 2017, with the remainder vesting in 36 equal monthly installments thereafter. |
| 8 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 339,610 | $0.00 | 0 | D | $7.43 · — to 2022-02-04 | 339,610 Common Stock | (F4) 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) 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 (ii) 195,180 SARs that are fully vested. |
| 9 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 74,120 | $0.00 | 74,120 | D | $9.60 · — to 2025-01-30 | 74,120 Class B Common Stock | (F4) 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 vested on January 30, 2019, and 1/3 of the remaining SARs vest annually beginning on January 30, 2020. |
| 10 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 279,560 | $0.00 | 0 | D | $6.45 · — to 2021-02-05 | 279,560 Common Stock | (F4) 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) 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 (ii) 186,370 SARs that are fully vested. |
| 11 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 279,560 | $0.00 | 279,560 | D | $6.45 · — to 2021-02-05 | 279,560 Class B Common Stock | (F4) 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) 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 (ii) 186,370 SARs that are fully vested. |
| 12 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 44,720 | $0.00 | 0 | D | $14.88 · — to 2029-01-29 | 44,720 Common Stock | (F4) 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) 25% of the SARs vest on January 30, 2020, and 1/3 of the remaining SARs vest annually beginning on January 30, 2021. |
| 13 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 44,720 | $0.00 | 44,720 | D | $14.88 · — to 2029-01-29 | 44,720 Class B Common Stock | (F4) 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) 25% of the SARs vest on January 30, 2020, and 1/3 of the remaining SARs vest annually beginning on January 30, 2021. |
| 14 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 74,120 | $0.00 | 0 | D | $9.60 · — to 2025-01-30 | 74,120 Common Stock | (F4) 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 vested on January 30, 2019, and 1/3 of the remaining SARs vest annually beginning on January 30, 2020. |
| 15 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | D | 108,490 | $0.00 | 0 | D | $6.90 · — to 2024-02-01 | 108,490 Common Stock | (F4) 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 February 1, 2018, and 1/3 of the remaining SARs vest annually beginning on February 1, 2019. |
| 16 | Derivative | Stock Appreciation Rights | 2019-03-25 | J | A | 339,610 | $0.00 | 339,610 | D | $7.43 · — to 2022-02-04 | 339,610 Class B Common Stock | (F4) 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) 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 (ii) 195,180 SARs that are fully vested. |