---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-22-312125"
form_type: "8-K"
ticker: "HLF"
cik: "0001180262"
company_name: "HERBALIFE LTD."
filed_at: "2022-12-27T23:59:59+00:00"
generated_at: "2026-06-20T22:42:04.805942+00:00"
event_type: "leadership"
sentiment: "positive"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Herbalife appoints Michael O. Johnson as permanent CEO with $1 salary, $10M equity grant

## Summary
- Johnson's term runs through Dec 31, 2023; annual base salary of $1; eligible for annual bonus of up to $2.4M payable in common shares.
- Received equity awards with grant date fair value of $10M: 346,020 RSUs (vesting 2 years) and 783,699 SARs (base price $14.45, 10-year term).
- Signing bonus of $250,000; not eligible for executive officer severance plan.
- Half of RSUs vest on 1st anniversary, remainder on 2nd; SARs vest on 2nd anniversary with accelerated vesting upon certain termination scenarios.
- Johnson previously served as CEO from 2003-2017 and 2019-2020; company cites his leadership in quadrupling sales and expanding to 95 markets.

## SEC filing metadata
- accession: 0001193125-22-312125
- form_type: 8-K
- ticker: HLF
- cik: 0001180262
- company_name: HERBALIFE LTD.
- filed_at: 2022-12-27T23:59:59+00:00
- event_type: leadership
- sentiment: positive
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1180262/000119312522312125/0001193125-22-312125-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1180262/000119312522312125/d424142d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-22-312125
- JSON: https://secwatch.observer/filing/0001193125-22-312125.json
- Plain text: https://secwatch.observer/filing/0001193125-22-312125.txt

## Key facts
- Executive change
  Michael O. Johnson was appointed as Chief Executive Officer at HERBALIFE LTD..
  - Action: appointed
  - Role: Chief Executive Officer
  source text: On December 22, 2022, Herbalife Nutrition Ltd. (the “Company”) and Herbalife International America, Inc. entered into an employment agreement with Michael O. Johnson (the “CEO Employment Agreement”) pursuant to which he will serve as the Company’s Chief Executive Officer.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1180262/000119312522312125/0001193125-22-312125-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.