SEC Form SC 13G/A filed by Levi Strauss & Co (Amendment)

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

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 4)*

Levi Strauss & Co.

(Name of Issuer)

Class A Common Stock, $0.001 par value per share

(Title of Class of Securities)

52736R102

(CUSIP Number)

December 31, 2023

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[     ] Rule 13d-1(b)

[     ] Rule 13d-1(c)

[ X ] Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

* Represents shares of the Issuer’s Class B Common Stock, each share of which is convertible into one share of the Stock. Also includes shares that Mr. Haas beneficially owns directly and shares that he may be deemed to beneficially own indirectly through (1) trusts of which he is trustee, (2) custodial accounts of which he is the custodian for the benefit of others and for which he has sole voting and investment power and (3) his spouse. The percent of the class is calculated based on 102,207,999 shares outstanding of the Issuer’s Class A Common Stock as of December 31, 2023, as reported by the Issuer to the Reporting Person on January 16, 2024.

Item 1.

Item 2.

If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution _______________________________________________________________.

See Items 5-9 and 11 of the cover page for each Filer.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].

Others have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, some of the Stock covered by this Schedule 13G. No such interest relates to more than 5 percent of the outstanding Stock.

Not applicable.

Not applicable.

Not applicable.

Exhibit A Limited Power of Attorney

Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: January 31, 2024

EXHIBIT A
LIMITED POWER OF ATTORNEY

The undersigned hereby makes, constitutes and appoints each of Parker B. Phillips, Minna B. Baughman, Patrick R. McCabe, Joan L. Grant and Shartsis Friese LLP, each acting individually, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

A.       prepare, execute, acknowledge, deliver and file Forms ID, Schedules 13D and 13G, and Forms 3, 4 and 5 (including any amendments thereto and any related documents) with the United States Securities and Exchange Commission and any national securities exchanges relating to securities of Levi Strauss & Co. (“LS&Co.”), as considered necessary or advisable under Regulation S-T and Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations thereunder, as amended from time to time (the “Exchange Act”); and

B.       seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the securities of LS&Co. from any person, including brokers and transfer agents, and the undersigned hereby authorizes any such person to release any such information to any such attorney-in-fact and approves and ratifies any such release of information; and

C.       perform any and all other acts that in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

1.       this Limited Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in his or her discretion on information provided to him or her without independent verification of such information;

2.       any documents prepared and/or executed by any such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

3.       none of such attorneys-in-fact assumes (a) any liability for the undersigned’s responsibility to comply with Exchange Act requirements or the requirements of any other laws, (b) any liability of the undersigned for any failure to comply with such requirements, or (c) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and

4.       this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act or any other laws, including without limitation, the reporting requirements under Section 16 of the Exchange Act.

The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done under this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

The undersigned has executed this Limited Power of Attorney as of November 18, 2020.

/s/ Bradley J. Haas
Signature

Bradley J. Haas
Print Name