8-K
Levi Strauss & Co (LEVI)
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UNITED
STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): February 11, 2025
LEVI STRAUSS & CO.
****(Exact name of registrant as specified in its charter)
| Delaware | 001-06631 | 94-0905160 |
|---|---|---|
| (State<br>or Other Jurisdiction of<br><br>Incorporation) | (Commission<br><br>File<br>Number) | (I.R.S.<br>Employer<br><br>Identification No.) |
1155 Battery StreetSan Francisco, California 94111(Address of principal executive offices) (Zip Code)
(415) 501-6000
(Registrant’s telephone number, including area code)
Not Applicable(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):
| ☐ | Written<br>communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br>material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement<br>communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement<br>communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. 13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
| Title<br> of each class | Trading<br> symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Class A Common Stock, $0.001 par value per share | LEVI | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
|---|
On February 11, 2025, Levi Strauss & Co. (the “Company”) announced that Liz O’Neill will retire as Executive Vice President and Chief Operations Officer on or about March 1, 2025.
From March 1, 2025, until August 1, 2025, Ms. O’Neill will remain employed by and be available for consultation with the Company. During that period, she will continue to be paid at her regular rates of remuneration and will be eligible for continued vesting of her outstanding and unvested equity awards. Subject to Ms. O’Neill’s execution and non-revocation of a general release agreement (the “Agreement”), she will be entitled to benefits under the Senior Executive Severance Plan (as may be amended from time to time, the “Plan”).
The Plan has previously been filed as exhibits to the Company’s filings with the Securities and Exchange Commission.
| Item 7.01 | Regulation FD Disclosure. |
|---|
The Company issued the press release attached hereto as Exhibit 99.1 with respect to the matters set forth in Item 5.02 above. The information in Item 7.01 of this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.
| Item 9.01 | Financial Statement and Exhibits. |
|---|---|
| (d) | Exhibits |
| --- | --- |
| 99.1 | Press Release dated February 11, 2025 |
| --- | --- |
| 104 | The cover page from this Current Report on Form 8-K, formatted<br>in Inline XBRL |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| LEVI STRAUSS & CO. | |||
|---|---|---|---|
| DATE: | February<br> 11, 2025 | By: | /s/ Nanci Prado |
| Name: | Nanci Prado | ||
| Title: | Deputy General Counsel |
Exhibit 99.1
FOR IMMEDIATE RELEASE
| Investor Contact: | Aida Orphan | Media Contact: | Elizabeth Owen |
|---|---|---|---|
| Levi Strauss & Co. | Levi Strauss & Co. | ||
| (415) 501-6194 | (415) 501-7777 | ||
| Investor-relations@levi.com | newsmediarequests@levi.com |
Levi Strauss & Co. Announces StrategicLeadership Changes to Accelerate Its Shift to a Best-in-Class, Denim Lifestyle Retailer
SAN FRANCISCO, CA (February 11, 2025) – Levi Strauss & Co. (LS&Co.) (NYSE: LEVI) today announced a series of strategic leadership changes aimed at accelerating the company’s shift to become a best-in-class omnichannel retailer. These changes are designed to realize the full potential of the company’s iconic Levi’s® brand and products, improve the company’s speed and agility, and further its commitment to consumer obsession and innovation. These actions will streamline decision-making, drive operational excellence and align the company’s structure with its strategic priorities.
“Over the past year, we’ve made bold moves to transform Levi Strauss & Co. into a world-class denim lifestyle retailer, and we’re seeing the results,” said Michelle Gass, president and CEO of Levi Strauss & Co. “We believe success is built on clarity of purpose and the ability to adapt, and that’s exactly what we’re doing — aligning our structure with our strategy to drive sustainable, profitable growth. We have built a team that is agile, focused and ready to execute on our strategies while keeping our consumer at the heart of it all. By putting our fans at the center of every decision, we are shaping Levi’s ^®^ not just as the denim leader but as an iconic lifestyle brand for generations to come.”
Key Organizational Changes
| · | Karyn Hillman’s role as<br> Chief Product Officer has been expanded to include Merchandising in addition to Design. Hillman<br> is now responsible for the overall vision, priorities and roadmap for Levi’s® products<br> and the brand. The architect of the Levi’s^®^design aesthetic, Hillman is a veteran merchant<br> with more than three decades of design and merchandising experience who has had a successful<br> track record in building global brands, creating compelling and innovative product assortments,<br> optimizing go-to-market strategies and driving results. |
|---|---|
| · | Jason Gowans’s role also has expanded, and he is now the company’s Chief Digital and Technology Officer. Gowans<br>will oversee both the digital and enterprise technology functions, which will help the company streamline<br>processes and unify data, enhancing LS&Co.’s digital capabilities and operational excellence across all of our platforms. |
| --- | --- |
| · | Harmit Singh’s role as Chief Financial and Growth Officer has expanded to include oversight of LS&Co.’s Transformation<br>program to accelerate improvements in the company’s structural economics, supporting our growth and profitability goals. Singh will<br>also lead the expansion of the shared services model, building global talent hubs around the world. |
| --- | --- |
| · | Gianluca Flore, Chief Commercial Officer, has expanded his scope and will now oversee Licensing and Planning, which will drive<br>tighter alignment between sales and inventory, directive assortment and accountability for inventory management. |
| --- | --- |
| · | Bernard Bedon has been appointed as Chief Human Resources Officer, effective March 3. Bedon will report to Gass and will join<br>the company’s executive leadership team. Bedon has nearly 30 years of HR experience and is known for leading complex global change<br>initiatives, effectively building and developing high-performing teams and supporting strong performance through transformations. Bedon<br>joins LS&Co. from Nike, where he most recently served as lead human resources business partner (HRBP) for the company and was responsible<br>for supporting more than 81,000 employees across the enterprise. In his role, he also served as lead HRBP for Nike’s Consumer &<br>Marketplace team, the Global Sales team and the Jordan and Converse brands. |
| --- | --- |
| · | Liz O’Neill, Chief Operations Officer, has announced her intention to retire from LS&Co. after nearly 12 years. To<br>further streamline the company’s structure and ways of working, the Chief Operations Officer position will be replaced with a new<br>Chief Supply Chain Officer, who will be responsible for supply chain agility, improving service levels,<br>fostering innovation and optimizing our cost structure. |
| --- | --- |
These organizational changes are designed to align LS&Co.’s structure with its strategy while unlocking speed, reducing complexity and fostering innovation to better serve consumers and drive profitable, sustainable long-term growth.
About Levi Strauss & Co.
Levi Strauss & Co. (LS&Co.) is one of the world's largest brand-name apparel companies and a global leader in jeanswear. The company designs and markets jeans, casual wear and related accessories for men, women and children under the Levi's^®^, Levi Strauss Signature™, Denizen®, Dockers^®^ and Beyond Yoga^®^brands. Its products are sold in approximately 120 countries worldwide through a combination of chain retailers, department stores, online sites, and a global footprint of approximately 3,400 retail stores and shop-in-shops. Levi Strauss & Co.'s reported 2024 net revenues were $6.4 billion. For more information, go to http://levistrauss.com, and for financial news and announcements go to http://investors.levistrauss.com.