NAII (NAII) president uses shares for taxes, receives 15,000 restricted shares

Rhea-AI Filing Summary

NATURAL ALTERNATIVES INTERNATIONAL INC President, COO & Secretary Kenneth Wolf reported routine equity compensation activity. On March 6, 2026, 5,151 shares of common stock were transferred back to the company at $2.73 per share to cover his tax liability tied to the vesting of 9,166 restricted shares on March 7, 2026. He also received a grant of 15,000 shares of restricted stock under the company’s 2020 Omnibus Incentive Plan, which vest in three equal installments of 5,000 shares on March 7, 2027, March 7, 2028, and March 7, 2029. After these transactions, he directly holds 141,831 common shares.

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
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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^*

WOLF KENNETH

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, COO, & Sec.

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		F(1)		5,151	D	$2.73	126,831	D
Common Stock	03/06/2026		A(2)		15,000(3)	A	$0	141,831	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 resale of 5,151 shares to the Issuer as payment of the reporting person's tax liability upon vesting of 9,166 shares of restricted stock on March 7, 2026, using the closing stock price on March 6, 2026, of $2.73 per share.

2. This transaction represents a grant of restricted stock to the Officer pursuant to the Issuer's 2020 Omnibus Incentive Plan.

3. One third (5,000 shares) of the restricted stock vests on March 7, 2027; one third (5,000 shares) of the restricted stock vests on March 7, 2028, and the final third (5,000 shares) of the restricted stock vests on March 7, 2029.

	/s/ Kenneth E. Wolf	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.
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.

FAQ

What insider transactions did NAII executive Kenneth Wolf report on this Form 4?

Kenneth Wolf reported a tax-related share disposition and a restricted stock grant. He delivered 5,151 shares back to the company to satisfy tax obligations and received 15,000 restricted shares as compensation under the 2020 Omnibus Incentive Plan.

How many NATURAL ALTERNATIVES (NAII) shares were used for Kenneth Wolf’s tax withholding?

Wolf used 5,151 common shares to pay his tax liability. These shares were resold to the company at $2.73 per share in connection with the vesting of 9,166 restricted shares on March 7, 2026.

What restricted stock grant did Kenneth Wolf receive from NAII?

He received a grant of 15,000 restricted shares of common stock. The award was made under NAII’s 2020 Omnibus Incentive Plan, reflecting equity-based compensation rather than an open-market purchase of stock.

What is the vesting schedule for Kenneth Wolf’s new 15,000 NAII restricted shares?

The 15,000 restricted shares vest in three equal tranches: 5,000 shares on March 7, 2027; 5,000 shares on March 7, 2028; and 5,000 shares on March 7, 2029, subject to the terms of the grant.

How many NATURAL ALTERNATIVES (NAII) shares does Kenneth Wolf own after these transactions?

Following the reported transactions, Kenneth Wolf directly holds 141,831 shares of NAII common stock. This figure reflects his position after the tax-withholding disposition and the new restricted stock grant recorded in the filing.

Was Kenneth Wolf’s NAII Form 4 transaction an open-market buy or sell?

No, the filing shows no open-market buying or sellingrestricted stock grant, both typical compensation-related events.