Form 4: Levi Strauss Director Sells Shares Under 10b5-1 Plan

Levi Strauss & Co. Director and 10% owner Margaret E. Haas reported the conversion of Class B shares to Class A and subsequent sale of 50,000 Class A common stock under a Rule 10b5-1 plan.

Summary

• Margaret E. Haas, a Director and 10% owner of Levi Strauss & Co., reported transactions involving the company's equity securities.
• On October 1, 2025, 50,000 shares of Class B Common Stock were converted into 50,000 shares of Class A Common Stock.
• Concurrently, 50,000 shares of Class A Common Stock were sold at a weighted average price of $24.1381 per share, with prices ranging from $24.00 to $24.41.
• The sale was executed pursuant to a Rule 10b5-1 trading plan adopted on April 14, 2025.
• Following these transactions, Ms. Haas directly holds 13,375,655 shares of Class B Common Stock.
• Ms. Haas disclaims beneficial ownership of additional shares held indirectly through the Margaret E. Haas Fund (7,024,430 Class B, 50,000 Class A), various trusts and a limited liability company (21,319,043 Class B), and the Lynx Foundation (844,680 Class B).

Sentiment

Score: 5

Explanation: The transaction is a pre-planned sale under a Rule 10b5-1 plan, which typically mitigates negative sentiment associated with insider selling. It's a routine disclosure of a planned event.

Positives

• The sale was conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a planned transaction rather than a reaction to recent company performance.

Negatives

• A director and 10% owner selling shares could be perceived negatively by some investors, even if pre-planned.

Risks

• Potential negative market perception if investors misinterpret the sale as a lack of confidence, despite the Rule 10b5-1 plan.

Future Outlook

This Form 4 filing, an insider transaction report, does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Management Comments

• "The undersigned hereby makes, constitutes and appoints each of Parker B. Phillips, Joshua S. Abern, Minna B. Baughman, Patrick R. McCabe, Christina M. Hamilton, Anthony J. Caldwell and Shartsis Friese LLP, each acting individually, as the undersigned's true and lawful attorney-in-fact, with full power and authority... to prepare, execute, acknowledge, deliver and file Forms ID, Schedules 13D and 13G, and Forms 3, 4 and 5..." (From the Limited Power of Attorney).

Industry Context

This is a routine insider transaction report (Form 4) and does not provide specific industry context. Insider sales, especially those under 10b5-1 plans, are common and generally do not reflect broader industry trends unless they are part of a larger pattern across multiple companies or significant in scale.

Corporate Governance

Stakeholder Impact

• Shareholders: May observe a director and 10% owner selling shares, but the Rule 10b5-1 plan suggests it is a planned liquidity event rather than a signal of declining confidence. The amount sold is relatively small compared to total holdings.

Next Steps

• Ms. Haas undertakes to provide full information regarding the number of shares sold at each separate price within the reported range upon request to the Issuer, any security holder, or the SEC staff.

Key Dates

Keywords

Levi Strauss & Co., LEVI, Margaret E. Haas, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, Director, 10% Owner, Class A Common Stock, Class B Common Stock