Director at Natural Alternatives (NASDAQ: NAII) granted 8,000 shares

Rhea-AI Filing Summary

Ramanathan Guru reported acquisition or exercise transactions in this Form 4 filing.

Natural Alternatives International director Guru Ramanathan received a grant of 8,000 shares of restricted common stock as equity compensation under the company’s 2020 Omnibus Incentive Plan. These shares were granted at no cash cost and increase his direct holdings to 38,000 shares.

The restricted stock vests in three equal annual installments: 2,667 shares on March 7, 2027, 2,667 shares on March 7, 2028, and 2,666 shares on March 7, 2029. This structure is designed to vest over three years of continued board service.

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

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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^*

Ramanathan Guru

(Last) (First) (Middle)

1535 FARADAY AVENUE

(Street)

CARLSBAD CA 92008

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NATURAL ALTERNATIVES INTERNATIONAL INC [ NAII ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	03/06/2026		A(1)		8,000(2)	A	$0	38,000	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

Explanation of Responses:

1. This transaction represents a grant of restricted stock to an outside Director pursuant to the Issuer's 2020 Omnibus Incentive Plan.

2. One third (2,667 shares) of the restricted stock vests on March 7, 2027; one third (2,667 shares) of the restricted stock vests on March 7, 2028, and the final third (2,666 shares) of the restricted stock vests on March 7, 2029.

	/s/ Guru Ramanathan By Kenneth E. Wolf Attorney in Fact	03/10/2026
	** 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.
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FAQ

What did NAII director Guru Ramanathan report in this Form 4?

Guru Ramanathan reported receiving 8,000 restricted shares. The grant is in Natural Alternatives International common stock and was awarded at no cash cost, increasing his direct holdings to 38,000 shares following the transaction.

Is the NAII Form 4 transaction a grant or an open-market purchase?

The NAII Form 4 shows an equity grant, not a market purchase. The transaction is coded “A” for grant or award, with 8,000 restricted shares issued as director compensation at a price per share of $0.0000.

How do the 8,000 restricted NAII shares vest for director Ramanathan?

The 8,000 restricted shares vest over three years. 2,667 shares vest on March 7, 2027, another 2,667 on March 7, 2028, and the remaining 2,666 on March 7, 2029, subject to continued service as an outside director.

What is Guru Ramanathan’s NAII share ownership after this grant?

After the grant, Ramanathan directly holds 38,000 NAII shares. The Form 4 states this total includes the newly awarded 8,000 restricted shares of common stock reported in the March 6, 2026 transaction.

Under which plan was the NAII restricted stock granted to the director?

The restricted stock was granted under NAII’s 2020 Omnibus Incentive Plan. The footnotes explain that this plan governs the equity award of 8,000 restricted common shares to outside director Guru Ramanathan.