SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Form 3 Holdings Reported.
X
 Form 4 Transactions Reported.
X
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Friedman David A
(Last) (First) (Middle)
C/O LEVI STRAUSS & CO.
1155 BATTERY STREET
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
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)
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
11/28/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Class A Common Stock 07/15/2021 G5 33,333 D $0.00 214,845 I See Footnote(1)
Class A Common Stock 07/15/2021 G5 33,333 A $0.00 235,325(2) D
Class A Common Stock 07/15/2021 S4(3) 33,333 D $28.92(4) 235,325(2) D
Class A Common Stock 09/28/2021 C4(5) 170,000 A $0.00 214,845 I See Footnote(1)
Class A Common Stock 09/28/2021 G5 170,000 D $0.00 214,845 I See Footnote(1)
Class A Common Stock 10/11/2021 C4(5) 200,000 A $0.00 214,845 I See Footnote(1)
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (6) 09/28/2021 4C(5) 170,000 (6) (6) Class A Common Stock 170,000 $0.00 1,487,540 I See Footnote(1)
Class B Common Stock (6) 10/11/2021 4C(5) 200,000 (6) (6) Class A Common Stock 200,000 $0.00 1,287,540 I See Footnote(1)
Class B Common Stock (6) (6) (6) Class A Common Stock 8,828 8,828(7) D
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.
Remarks:
/s/ Priscilla Duncan-Tannous, Attorney-in-Fact 08/11/2023
** Signature of Reporting Person Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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