Item 2.02. Results of Operations and Financial Condition.

On February 17, 2021, Herbalife Nutrition Ltd. (the "Company") issued a press release announcing its financial results for its fourth fiscal quarter and fiscal year ended December 31, 2020. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information contained in this Item 2.02 and Exhibit 99.1 attached to this report shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 8.01. Other Events.

On February 17, 2021, the Company announced that its Board of Directors approved a new three-year $1.5 billion share repurchase program that will expire on February 9, 2024.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.





  99.1     Press Release issued by Herbalife Nutrition Ltd. on February 17, 2021.

104      Cover Page Interactive Data File - The cover page from the Company's
         Current Report on Form 8-K filed on February 17, 2021 is formatted in
         Inline XBRL (included as Exhibit 101).

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