Ryan Hansen becomes FitLife Brands (NASDAQ: FTLF) president with new equity awards

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

FitLife Brands, Inc. appointed Ryan Hansen as President, effective May 18, 2026. Hansen, 38, had been Executive Vice President since November 2023 and previously held leadership roles at Pearl Street Dental Partners, Bain & Company, and Worthington Industries.

In connection with his promotion, Hansen received options to acquire 75,000 shares of common stock at an exercise price of $10.50 per share, vesting over three years, and 50,000 performance stock units that vest only if the 30‑day volume weighted average price reaches $20.00 within five years. His base salary increased from $275,000 to $300,000. He is an at‑will employee with no formal employment agreement, and the company reports no related‑party transactions or family relationships involving Hansen.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Figures

Stock options granted: 75,000 shares Option exercise price: $10.50 per share Performance stock units: 50,000 PSUs +3 more

6 metrics

Stock options granted 75,000 shares Options to acquire common stock granted upon appointment as President

Option exercise price $10.50 per share Exercise price of options granted to Ryan Hansen

Performance stock units 50,000 PSUs Contingent right to receive one share per PSU upon vesting

PSU VWAP hurdle $20.00 VWAP 30-day volume weighted average price required for PSU vesting

Base salary before promotion $275,000 Ryan Hansen base salary prior to May 18, 2026

Base salary after promotion $300,000 Ryan Hansen base salary effective May 18, 2026

Key Terms

performance stock units, volume weighted average price, at-will employee, related person transactions, +1 more

5 terms

performance stock units financial

"and (ii) 50,000 performance stock units (“PSUs”). Each PSU represents a contingent right"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

volume weighted average price financial

"The PSUs will vest on such date that the 30 day volume weighted average price ("VWAP")"

The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.

at-will employee financial

"Mr. Hansen serves as an at-will employee without a formal employment agreement."

Item 5.02 regulatory

"Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment"

Understanding 8-K Material Events →

05/22/2026 - 04:09 PM

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): May 18, 2026

Commission File Number: 000-52369

FitLife Brands, Inc.

(Exact name of registrant as specified in its charter.)

Nevada	20-3464383
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

5214 S. 136th Street, Omaha, Nebraska 68137

(Address of principal executive offices)

402-884-1894

(Registrant's Telephone number)

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:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of exchange on which registered
Common Stock, par value $0.01 per share	FTLF	Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2)

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 May 18, 2026, the Board of Directors (the “Board”) of FitLife Brands, Inc. (the “Company”) appointed Ryan Hansen, who was serving as the Company’s Executive Vice President, to the position of President of the Company.

Mr. Hansen, 38, has served as Executive Vice President since he joined the Company in November 2023. Prior to joining the Company, he served as Chief Operating Officer at Pearl Street Dental Partners ("Pearl Street"), a private equity backed dental platform headquartered in Dallas, TX, from February 2021 to June 2023. Prior to Pearl Street, Mr. Hansen worked at Bain & Company from July 2017 to February 2021. He earned an M.B.A. with distinction from Harvard Business School in 2017. Prior to receiving his M.B.A., he worked at Worthington Industries (NYSE: WOR) in Product Management and Business Analyst roles from 2012 to 2015. Mr. Hansen graduated with Bachelor’s and Master’s Degrees in Accounting from Brigham Young University in 2012.

In connection with his appointment as President, Mr. Hansen received (i) options to acquire 75,000 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), with an exercise price of $10.50 (the “Options”), with one-third of the options to vest on the one-year anniversary of the grant date, and the remainder vesting in equal increments on each of the second and third anniversary thereafter, subject to continued service; and (ii) 50,000 performance stock units (“PSUs”). Each PSU represents a contingent right to receive one share of the Issuer's common stock upon vesting, subject to continued service. The PSUs will vest on such date that the 30 day volume weighted average price ("VWAP") for shares of the Company’s Common Stock meets or exceeds $20.00, and expire on the fifth anniversary of the grant date if not then vested. Additionally, effective May 18, 2026, the Board approved an increase of Mr. Hansen’s base salary from $275,000 to $300,000. Mr. Hansen serves as an at-will employee without a formal employment agreement.

There are no arrangements or understandings between Mr. Hansen and any other person pursuant to which Mr. Hansen was appointed as President of the Company. Mr. Hansen does not have any family relationship with any director, executive officer or person nominated or chosen by the Company to become a director or executive officer of the Company. The Company is not aware of any related person transactions within the meaning of Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission (the “SEC”) between Mr. Hansen and the Company.

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.

	FitLife Brands, Inc.

Date: May 22, 2026	By:	/s/ Dayton Judd
		Dayton Judd

Source: View Original Filing on SEC EDGAR

FAQ

What executive change did FitLife Brands (FTLF) announce for May 2026?

FitLife Brands appointed Ryan Hansen as President effective May 18, 2026. He had served as Executive Vice President since November 2023 and brings prior experience from Pearl Street Dental Partners, Bain & Company, and Worthington Industries, plus accounting degrees and an MBA from Harvard Business School.

What equity awards did Ryan Hansen receive as FitLife Brands (FTLF) President?

Ryan Hansen received options for 75,000 FitLife Brands common shares at $10.50 per share and 50,000 performance stock units. The options vest over three years, while the PSUs vest only if the 30‑day volume weighted average share price reaches $20.00 within five years.

How did Ryan Hansen’s salary change with his promotion at FitLife Brands (FTLF)?

With his appointment as President, Ryan Hansen’s base salary increased from $275,000 to $300,000 effective May 18, 2026. This higher base pay complements his new option grant and performance stock units, aligning a larger portion of his compensation with company performance.

What are the vesting conditions for Ryan Hansen’s performance stock units at FitLife Brands (FTLF)?

Hansen’s 50,000 performance stock units vest only if the 30‑day volume weighted average price of FitLife’s common stock reaches at least $20.00. If this share‑price hurdle is not met within five years of the grant date, the PSUs expire unvested and deliver no shares.

Does Ryan Hansen have an employment agreement with FitLife Brands (FTLF)?

Ryan Hansen serves as an at‑will employee without a formal employment agreement. The company states there are no arrangements or understandings leading to his appointment, no family relationships with other executives or directors, and no related‑person transactions involving him under Item 404(a) of Regulation S‑K.

What prior experience does FitLife Brands (FTLF) President Ryan Hansen have?

Before joining FitLife, Hansen was Chief Operating Officer at Pearl Street Dental Partners from 2021 to 2023 and worked at Bain & Company from 2017 to 2021. Earlier, he held roles at Worthington Industries and holds accounting degrees plus an MBA from Harvard Business School.

Filing Exhibits & Attachments

4 documents