Tracy Layney Form 3 LEVI STRAUSS & CO / TRACY LAYNEY ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

LAYNEY TRACY

(Last) (First) (Middle)

C/O LEVI STRAUSS & CO.

1155 BATTERY STREET

(Street)

SAN FRANCISCO CA 94111

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/02/2023

3. Issuer Name and Ticker or Trading Symbol
LEVI STRAUSS & CO [ LEVI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP and Chief HR Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	33,548(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Appreciation Rights	(2)	04/15/2030	Class A Common Stock	31,512	13	D
Stock Appreciation Rights	(3)	01/26/2031	Class A Common Stock	18,977	21.35	D
Stock Appreciation Rights	(4)	01/24/2032	Class A Common Stock	29,446	21	D
Stock Appreciation Rights	(5)	01/26/2033	Class A Common Stock	38,841	17.79	D

Explanation of Responses:

1. Includes 31,661 shares that are represented by restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.

2. Original grant was for 42,016 shares, of which 10,504 shares have been exercised. Vests in four equal installments of 25% on each of April 15, 2021, April 15, 2022, April 15, 2023, and April 15, 2024, subject to participant's continuous service through each such vesting date.

3. Vests in four equal installments of 25% on each of January 28, 2022, January 27, 2023, January 26, 2024, and January 24, 2025, subject to participant's continuous service through each such vesting date.

4. Vests in four equal installments of 25% on each of January 27, 2023, January 26, 2024, January 24, 2025, and January 30, 2026, subject to participant's continuous service through each such vesting date.

5. Vests in four equal installments of 25% on each of January 26, 2024, January 24, 2025, January 30, 2026, and January 29, 2027, subject to participant's continuous service through each such vesting date.

Remarks:

	/s/ Priscilla Duncan-Tannous, Attorney-in-Fact	06/12/2023
	** 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 5 (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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