Nature’s Sunshine Insider Dumps 2.85M Shares; Fosun Stake Now 64k

Rhea-AI Filing Summary

Nature’s Sunshine Products Inc. (NATR) – Form 4 insider transaction filed 27 June 2025

The filing discloses that Shanghai Fosun Pharmaceutical (Group) Co., Ltd. ("Fosun Pharma") and its wholly-owned subsidiary Fosun Pharma USA Inc.—both classified as 10 % owners—sold 2,854,607 shares of NATR common stock on 27 June 2025. The disposition, coded “S”, was executed at a reported price of $11.46 per share pursuant to an Underwriting Agreement dated 25 June 2025.

• Post-transaction holdings: Fosun Pharma USA Inc. now reports 0 shares; Fosun Pharma’s remaining indirect ownership is 64,167 shares held through another wholly-owned subsidiary, Fosun Industrial Co., Limited.
• Percentage change: The sale represents > 97 % reduction in Fosun’s reported stake, effectively eliminating its direct position.
• No derivative securities were reported.

The filing signals a material reduction of a long-standing 10 % shareholder’s position, increasing NATR’s public float and potentially altering future governance dynamics. No earnings or operational data are included in this Form 4.

Positive

• Increases public float, potentially improving daily trading liquidity for NATR shares.
• Orderly distribution via underwriting agreement reduces market disruption compared with open-market block sales.

Negative

• Major insider sale: 2.85 M shares (≈97 % of Fosun’s stake) disposed, which can be perceived as reduced confidence.
• Beneficial ownership drops to 64 k shares, diminishing long-term strategic alignment between Fosun Pharma and NATR.
• Potential share-price pressure from the large supply entering the market in a single underwriting transaction.

Insights

Financial Analyst

TL;DR – 10 % owner exits ~2.85 M shares; residual stake only 64 k shares, signalling diminished strategic interest.

The transaction removes a major block of insider ownership at $11.46, a level investors can benchmark against current market quotes. Given the >97 % reduction, Fosun Pharma appears to be unwinding its investment rather than merely re-balancing. While the orderly underwritten sale adds float and may ease liquidity constraints, such a large insider exit often pressures sentiment, especially if no accompanying strategic narrative is provided. Investors should monitor subsequent ownership filings to confirm whether Fosun falls below the 10 % threshold and how the board/shareholder structure evolves.

Corporate Governance Specialist

TL;DR – Major shareholder divestment could shift voting dynamics and takeover defenses.

Fosun Pharma’s near-total divestiture materially changes NATR’s shareholder map. A drop from millions of shares to 64 k greatly reduces Fosun’s ability to influence proxy matters or block corporate actions. If no replacement strategic holder emerges, governance power disperses toward smaller institutional and retail investors, making future proxy contests or M&A approaches easier. Board vigilance on poison-pill thresholds and investor-relations messaging is advisable to pre-empt activism sparked by the altered cap table.

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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X

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^*

Shanghai Fosun Pharmaceutical (Group) Co., Ltd.

(Last) (First) (Middle)

BUILDING A,

NO. 1289 YISHAN ROAD

(Street)

SHANGHAI F4 200233

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NATURES SUNSHINE PRODUCTS INC [ NATR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/27/2025

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

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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	06/27/2025		S(1)		2,854,607	D	$11.46	0	I	by Fosun Pharma USA Inc.(2)
Common Stock								64,167	I	by Fosun Industrial Co., Limited(3)

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

1. Name and Address of Reporting Person^*

Shanghai Fosun Pharmaceutical (Group) Co., Ltd.

(Last) (First) (Middle)

BUILDING A,

NO. 1289 YISHAN ROAD

(Street)

SHANGHAI F4 200233

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Fosun Pharma USA Inc.

(Last) (First) (Middle)

104 CARNEGIE CENTER DRIVE

SUITE 204

(Street)

PRINCETON NJ 08540

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The shares were sold pursuant to that certain Underwriting Agreement. dated June 25, 2025, among Fosun Pharma USA Inc., the Issuer, and the underwriter party thereto.

2. Fosun Pharma USA Inc. is a wholly-owned subsidiary of Shanghai Fosun Pharmaceutical (Group) Co., Ltd.

3. Fosun Industrial Co., Limited is a wholly-owned subsidiary of Shanghai Fosun Pharmaceutical (Group) Co., Ltd.

	Shanghai Fosun Pharmaceutical (Group) Co., Ltd. By: /s/ Yuqing Chen, Chairman	06/27/2025
	Fosun Pharma USA Inc. By: /s/ Yuqing Wang, Chief Financial Officer	06/27/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

How many NATR shares did Fosun Pharma sell on 27 June 2025?

2,854,607 common shares were sold, as reported in the Form 4.

At what price were the Nature’s Sunshine shares sold?

The filing lists a sale price of $11.46 per share.

Does Fosun Pharma still hold any NATR shares after the sale?

Yes, an indirect holding of 64,167 shares remains through Fosun Industrial Co., Limited.

What was the transaction code shown in the Form 4?

The code was “S” for Sale, indicating shares were disposed of.

Was the sale linked to a Rule 10b5-1 trading plan?

The form does not check the 10b5-1 box; the shares were sold under an Underwriting Agreement dated 25 June 2025 instead.