Sec Form 4 Filing - JAFFE SETH @ LEVI STRAUSS & CO - 2019-03-25

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person JAFFE SETH 2. Issuer Name and Ticker or Trading Symbol LEVI STRAUSS & CO [ LEVI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP & General Counsel (Last) (First) (Middle) C/O LEVI STRAUSS & CO., 1155 BATTERY STREET 3. Date of Earliest Transaction (MM/DD/YY) 03/25/2019 (Street) SAN FRANCISCO, CA94111 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock ( 1 ) 03/25/2019 J 281,280 ( 1 ) ( 2 ) D 0 D Class A Common Stock 03/25/2019 J 52,800 ( 1 ) ( 3 ) A 52,800 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class B Common Stock ( 1 ) ( 4 ) ( 4 ) 03/25/2019 J 228,480 ( 4 ) ( 4 ) Class A Common Stock 228,480 $ 0 228,480 D Stock Appreciation Rights $ 6.1 03/25/2019 J 453,320 ( 5 ) ( 6 ) 02/09/2023 Common Stock ( 1 ) 453,320 $ 0 0 D Stock Appreciation Rights $ 6.1 03/25/2019 J 453,320 ( 7 ) ( 6 ) 02/09/2023 Class B Common Stock ( 1 ) ( 4 ) 453,320 $ 0 453,320 D Stock Appreciation Rights $ 7.425 03/25/2019 J 339,610 ( 5 ) ( 8 ) 02/04/2022 Common Stock ( 1 ) 339,610 $ 0 0 D Stock Appreciation Rights $ 7.425 03/25/2019 J 339,610 ( 7 ) ( 8 ) 02/04/2022 Class B Common Stock ( 1 ) ( 4 ) 339,610 $ 0 339,610 D Stock Appreciation Rights $ 6.45 03/25/2019 J 279,560 ( 5 ) ( 9 ) 02/05/2021 Common Stock ( 1 ) 279,560 $ 0 0 D Stock Appreciation Rights $ 6.45 03/25/2019 J 279,560 ( 7 ) ( 9 ) 02/05/2021 Class B Common Stock ( 1 ) ( 4 ) 279,560 $ 0 279,560 D Stock Appreciation Rights $ 14.875 03/25/2019 J 44,720 ( 5 ) ( 10 ) 01/29/2029 Common Stock ( 1 ) 44,720 $ 0 0 D Stock Appreciation Rights $ 14.875 03/25/2019 J 44,720 ( 7 ) ( 10 ) 01/29/2029 Class B Common Stock ( 1 ) ( 4 ) 44,720 $ 0 44,720 D Stock Appreciation Rights $ 9.6 03/25/2019 J 74,120 ( 5 ) ( 11 ) 01/30/2025 Common Stock ( 1 ) 74,120 $ 0 0 D Stock Appreciation Rights $ 9.6 03/25/2019 J 74,120 ( 7 ) ( 11 ) 01/30/2025 Class B Common Stock ( 1 ) ( 4 ) 74,120 $ 0 74,120 D Stock Appreciation Rights $ 6.9 03/25/2019 J 108,490 ( 5 ) ( 12 ) 02/01/2024 Common Stock ( 1 ) 108,490 $ 0 0 D Stock Appreciation Rights $ 6.9 03/25/2019 J 108,490 ( 7 ) ( 12 ) 02/01/2024 Class B Common Stock ( 1 ) ( 4 ) 108,490 $ 0 108,490 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other JAFFE SETH C/O LEVI STRAUSS & CO. 1155 BATTERY STREET SAN FRANCISCO, CA94111 EVP & General Counsel Signatures /s/ Cynthia Lee, Attorney-in-Fact 03/27/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )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. ( 2 )52,800 of the shares are represented by restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of the Issuer's Common Stock upon settlement. Of the 52,800 RSUs, (i) 24,230 RSUs vest on February 1, 2020, (ii) 15,130 RSUs represent the unvested portion of an RSU award that vests 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 )Each share is represented by an RSU. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement. 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. Of these RSUs, (i) 24,230 RSUs vest on February 1, 2020, (ii) 15,130 RSUs represent the unvested portion of an RSU award that vests 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. ( 4 )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 )Each stock appreciation right (SAR) represents the right to receive, upon exercise, shares of the Issuer's Common Stock with a value equal to the increase in the fair market value of one share of Common Stock from the date of grant of the SAR. ( 6 )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 are immediately exercisable; and (ii) 247,270 are time-based SARs that vested as to 25% of the SARs on February 9, 2017, with the remainder vesting in 36 equal monthly installments thereafter. ( 7 )Each SAR represents the right to receive, upon exercise, shares of the Issuer's Class B Common Stock with a value equal to the increase in the fair market value of one share of Class B Common Stock from the date of grant of the SAR. ( 8 )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 are immediately exercisable; and (ii) 195,180 are time-based SARs that are fully vested. ( 9 )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 are immediately exercisable; and (ii) 186,370 are time-based SARs that are fully vested. ( 10 )25% of the SARs vest on January 30, 2020, and 1/3 of the remaining SARs vest annually beginning on January 30, 2021. ( 11 )25% of the SARs vested on January 30, 2019, and 1/3 of the remaining SARs vest annually beginning on January 30, 2020. ( 12 )25% of the SARs vested on February 1, 2018, and 1/3 of the remaining SARs vest annually beginning on February 1, 2019.

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