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[Form 4/A] Mannatech Inc. Amended Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Erin Barta Kemmler, General Counsel of Mannatech Inc. (MTEX), reported a correction to a previously filed Form 4 and disclosed recent equity activity. The reporting person disposed of 3,000 shares of common stock and was granted 10,000 stock options with an exercise price of $10.60 that convert into 10,000 common shares. After these transactions the reporting person directly beneficially owned 19,000 shares in total.

The amendment clarifies the options' vesting schedule: one-third vests on each anniversary of the grant over three years, with immediate vesting upon a change in control. The Form identifies the transaction date as 06/03/2025 and notes the original filing contained an incorrect vesting schedule.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Amendment fixes vesting disclosure; standard multi-year vesting with change-in-control acceleration reduces ambiguity for shareholders.

The corrected vesting schedule (one-third annual vesting over three years) is a common structure for executive equity awards and clarifies the timing of potential dilution. The explicit acceleration upon a change in control is material to governance because it affects incentive alignment and potential payout timing in an M&A scenario. The disclosure correction improves transparency but does not, by itself, indicate a change in corporate strategy or financial condition.

TL;DR: Transaction is routine insider activity: modest share sale and option grant; limited direct impact on valuation.

The disposal of 3,000 shares is modest relative to typical public-company float and the 10,000-option grant at a $10.60 strike represents potential future dilution if exercised. Because the options vest over three years, near-term dilution is limited. The amendment corrects a disclosure error, which is positive for regulatory compliance, but the underlying transactions are not materially transformative for investors based on the data provided.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Barta Erin Kemmler

(Last) (First) (Middle)
1410 LAKESIDE PARKWAY
SUITE 200

(Street)
FLOWER MOUND TX 75028

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MANNATECH INC [ MTEX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
06/03/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
06/05/2025
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.0001 per share 3,000 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Right to Purchase Common Stock $10.6 06/03/2025 A 10,000 (1) 06/03/2035 Common Stock, par value $0.0001 per share 10,000 $0 19,000 D
Explanation of Responses:
1. The Form 4 that was filed on 6/5/2025 was filed with the incorrect vesting schedule. The correct vesting schedule is one-third of the stock options vest on the first anniversary of the date of grant, another one-third of the stock options vest on the second anniversary of the date of grant and the remaining one-third of the stock options vest on the third anniversary of the date of grant.
Remarks:
Options will vest immediately in the event of a change in control.
Yasir Haider, Controller, by Power of Attorney 08/28/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
Mannatech

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Food Distribution
Medicinal Chemicals & Botanical Products
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United States
FLOWER MOUND