HERBALIFE LTD.
For the period ended Sep 30, 2026. Filed Nov 2, 2026.
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Sep 30, 2026 · Filed Nov 2, 2026
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Unregistered Sales of Equity Securities and Use of Proceeds
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
(a) None.
(b) None.
(c) On September 7, 2026, our board of directors authorized a three-year $250 million share repurchase program that will expire on September 7, 2029. This share repurchase program allows us, which includes an indirect wholly-owned subsidiary of Herbalife Ltd., to repurchase our common shares at such times and prices as determined by management, as market conditions warrant, and to the extent Herbalife Ltd.’s distributable reserves are available under Cayman Islands law. This program does not obligate us to repurchase any specific number of shares and may be amended, suspended, or discontinued at any time. The 2026 Credit Facility permits us to repurchase our common shares as long as no default or event of default exists and other conditions, such as specified consolidated leverage ratios, are met. As of September 30, 2026, the remaining authorized capacity under our $250 million share repurchase program was $250 million. We did not repurchase any of our common shares in the open market during the three months ended September 30, 2026.
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