Sec Form 5 Filing - Friedman David A @ LEVI STRAUSS & CO - 2021-11-28

Insider filing report for Changes in Beneficial Ownership
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FORM 5
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
Friedman David A
2. Issuer Name and Ticker or Trading Symbol
LEVI STRAUSS & CO [ LEVI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O LEVI STRAUSS & CO., 1155 BATTERY STREET
3. Date of Earliest Transaction (MM/DD/YY)
11/28/2021
(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
Class A Common Stock 07/15/2021 G V 33,333 D $ 0 214,845 I See Footnote ( 1 )
Class A Common Stock 07/15/2021 G V 33,333 A $ 0 235,325 ( 2 ) D
Class A Common Stock 07/15/2021 S( 3 ) 33,333 D $ 28.92 ( 4 ) 235,325 ( 2 ) D
Class A Common Stock 09/28/2021 C( 5 ) 170,000 A $ 0 214,845 I See Footnote ( 1 )
Class A Common Stock 09/28/2021 G V 170,000 D $ 0 214,845 I See Footnote ( 1 )
Class A Common Stock 10/11/2021 C( 5 ) 200,000 A $ 0 214,845 I See Footnote ( 1 )
Table II - Derivative Securi ties 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 ( 6 ) 09/28/2021 C( 5 ) 170,000 ( 6 ) ( 6 ) Class A Common Stock 170,000 $ 0 1,487,540 I See Footnote ( 1 )
Class B Common Stock ( 6 ) 10/11/2021 C( 5 ) 200,000 ( 6 ) ( 6 ) Class A Common Stock 200,000 $ 0 1,287,540 I See Footnote ( 1 )
Class B Common Stock ( 6 ) ( 6 ) ( 6 ) Class A Common Stock 8,828 8,828 ( 7 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Friedman David A
C/O LEVI STRAUSS & CO.
1155 BATTERY STREET
SAN FRANCISCO, CA94111
X
Signatures
/s/ Priscilla Duncan-Tannous, Attorney-in-Fact 08/11/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares are held by the David A. Friedman 1993 Revocable Trust, of which the Reporting Person is trustee.
( 2 )Includes 16,313 restricted stock units (RSUs) that may be settled in shares of Class A Common Stock, including RSUs previously issued in the form of dividend equivalent rights. Each RSU represents a contingent right to receive one share of the issuer's Class A Common Stock upon settlement. 10,828 of the RSUs vest in a series of three equal installments on the dates that are 13, 24 and 36 months following the date of grant and 5,485 of the RSUs vest in full on the first anniversary of the date of grant.
( 3 )Transaction pursuant to a previously established Rule 10b5-1 Plan.
( 4 )Represents weighted average sales price. The shares were sold at prices ranging from $28.559 to $30.00. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
( 5 )Represents the conversion of Class B Common Stock into Class A Common Stock held of record by the Reporting Person.
( 6 )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.
( 7 )Each share is represented by a restricted stock unit (RSU) that may be settled in shares of Class B Common Stock, including RSUs previously issued in the form of dividend equivalent rights (DERs). Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement. The RSUs vest in a series of three equal installments on the dates that are 13, 24 and 36 months following the date of grant. Certain of such RSUs are subject to a deferral delivery feature.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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