Business Context and Reporting Period
This Form 8-K Current Report was filed by Herbalife Ltd. on May 29, 2007. The filing discloses the entry into a material definitive agreement regarding executive compensation under the Herbalife Ltd. 2005 Stock Incentive Plan.
Key Financial Metrics
This filing does not report revenue, profit, cash flow, margins, debt, or liquidity metrics. The only financial data point provided is the Base Price for Stock Appreciation Rights, set at $40.25 per share, representing the fair market value of the Company's common stock on May 29, 2007.
Material Changes and Executive Grants
On May 29, 2007, the Compensation Committee approved and granted Restricted Stock Units (RSUs) and Stock Appreciation Rights (SARs) to five executive officers. The specific grants are detailed below:
| Executive Officer | Title | Restricted Stock Units | Stock Appreciation Rights |
|---|---|---|---|
| Michael O. Johnson | Chairman and CEO | 20,700 | 145,000 |
| Gregory L. Probert | President and COO | 15,000 | 105,000 |
| Brett R. Chapman | General Counsel | 4,398 | 26,083 |
| Richard P. Goudis | Chief Financial Officer | 4,398 | 26,083 |
| Paul Noack | Chief Strategic Officer | 4,398 | 26,083 |
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, outlook, or discussion of risks and contingencies. It is strictly a disclosure of the execution of award agreements and the specific grants made to executives.
Key Facts for Investor Verification
- Verify the total number of shares authorized under the 2005 Stock Incentive Plan to assess the impact of these new grants.
- Confirm the vesting schedules and performance conditions associated with the RSUs and SARs granted, as these are detailed in the attached exhibits (99.1 through 99.6) rather than the main text.
- Monitor the dilution impact of the 43,992 RSUs and 328,252 SARs granted to the executive team.