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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

FORM 8-K/A

(Amendment No. 1)

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): June 25, 2024

 

 

 

Herbalife Ltd. 

(Exact Name of Registrant as Specified in Charter)

 

 

 

Cayman Islands   1-32381   98-0377871

(State or Other Jurisdiction

of Incorporation)

  

(Commission File Number)

  

(IRS Employer

Identification No.)

 

P.O. Box 309, Ugland House,

Grand Cayman

Cayman Islands

   KY1-1104
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: c/o (213) 745-0500

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Shares, par value $0.0005 per share   HLF   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Explanatory Note

 

On June 26, 2024, Herbalife Ltd. (the “Company”) filed a Current Report on Form 8-K (the “Original 8-K”) under Item 5.02 disclosing that the Board of Directors of the Company (the “Board”) appointed Perkins Miller as a director of the Company. No committee assignment for Mr. Miller was determined as of the filing of the Original 8-K. This Amendment No. 1 to the Original 8-K should be read in conjunction with the Original 8-K. 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

In accordance with Instruction 2 to Item 5.02 of Form 8-K, on October 24, 2024, the Board appointed Mr. Miller as a member of its Compensation Committee, effective as of such date.

 

1

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Herbalife Ltd.
     
October 30, 2024 By:

/s/ Henry C. Wang

  Name: Henry C. Wang
  Title: Chief Legal Officer and Corporate Secretary

 

 

2

 

v3.24.3
Cover
Jun. 25, 2024
Cover [Abstract]  
Document Type 8-K/A
Amendment Flag true
Amendment Description On June 26, 2024, Herbalife Ltd. (the “Company”) filed a Current Report on Form 8-K (the “Original 8-K”) under Item 5.02 disclosing that the Board of Directors of the Company (the “Board”) appointed Perkins Miller as a director of the Company. No committee assignment for Mr. Miller was determined as of the filing of the Original 8-K. This Amendment No. 1 to the Original 8-K should be read in conjunction with the Original 8-K. 
Document Period End Date Jun. 25, 2024
Entity File Number 1-32381
Entity Registrant Name Herbalife Ltd.
Entity Central Index Key 0001180262
Entity Tax Identification Number 98-0377871
Entity Incorporation, State or Country Code E9
Entity Address, Address Line One P.O. Box 309
Entity Address, City or Town Ugland House
Entity Address, Country KY
Entity Address, Postal Zip Code KY1-1104
City Area Code 213
Local Phone Number 745-0500
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Shares, par value $0.0005 per share
Trading Symbol HLF
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Address, Region Grand Cayman
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