Herbalife CFO to Retire, Successor Named; Company Reports Q2 Results

What happened

Herbalife Ltd. (NYSE: HLF) filed a Form 8-K with the SEC on August 5, 2026, covering three items: its second-quarter 2026 financial results, the planned retirement of its chief financial officer, and investor slides used on an earnings call.

The filing states that John DeSimone, the company's CFO, notified the board on July 30, 2026, of his intention to retire, effective December 31, 2026. Scott Schaefer, currently Senior Vice President of Finance and Transformation, will succeed him as CFO effective January 1, 2027.

Herbalife's stock closed at $12.35 on August 5, up 7.3% from the prior day's close of $11.51.

CFO transition and compensation

Scott Schaefer, 46, joined Herbalife in November 2025 as Senior Vice President of Finance and Transformation. Before that, he spent more than 16 years at Zappos (an Amazon subsidiary), most recently serving as its President and CEO from December 2021 to November 2024, and previously as its CFO from November 2020 to December 2021.

On July 30, 2026, the Compensation Committee approved Schaefer's compensation package, effective when he becomes CFO: an annual base salary of $650,000; eligibility in the annual cash incentive program with a target bonus of 80% of base salary (approximately $520,000); and a long-term incentive award with an aggregate grant-date fair value of approximately $1,700,000 under the 2023 Stock Incentive Plan. The specific award types and vesting terms will be determined later by the committee.

What this means

An 8-K is a form a public company files to disclose major events that shareholders should know about. Item 2.02 covers the earnings release, but the SEC rules allow companies to furnish (rather than file) that information — meaning it is not subject to liability under Section 18 of the Exchange Act and is not automatically incorporated into other SEC filings. The actual earnings numbers are in the attached press release (Exhibit 99.1), which is not included in the filing text provided here, so this filing alone does not reveal whether Herbalife beat or missed expectations.

Item 5.02 requires disclosure when a director or officer departs or is appointed. Here, Herbalife is announcing a planned CFO transition with several months' notice, which gives the company time for an orderly handoff. The compensation details for the incoming CFO must also be disclosed under this item.

Item 7.01 covers Regulation FD — fair disclosure. The company filed investor slides used during the earnings call to ensure all investors have access to the same information at the same time.

The stock's 7.3% rise on the day suggests the market reacted positively, but the filing itself does not explain the cause of the price movement. The earnings results, not included in this filing text, would typically drive such a move.