Natures Sunshine (NATR) CFO receives RSUs, 878 shares withheld for tax

Rhea-AI Filing Summary

Natures Sunshine Products EVP & Chief Financial Officer Leslie Shane Jones reported equity compensation activity in company common shares. Jones received 2,002 vested shares tied to achieving a $48M adjusted EBITDA milestone over a rolling 12-month period and had 878 shares withheld at $25.06 per share to cover taxes on vesting. Jones was also granted 11,798 restricted stock units, each representing one common share, which vest in three equal annual installments through March 6, 2029, bringing direct holdings to 121,514 common shares.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Jones Leslie Shane

Role EVP & Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Common Shares	2,002	$0.00	--
Tax Withholding	Common Shares	878	$25.06	$22K
Grant/Award	Common Shares	11,798	$25.06	$296K

Holdings After Transaction: Common Shares — 110,594 shares (Direct)

Footnotes (1)

1. These shares are vested shares resulting from the achievement of an adjusted EBITDA milestone of $48M over a rolling 12-month period pursuant to a March 11, 2024, performance-based restricted stock unit grant to the reporting person. As a result, half of the target vests upon achievement of the target and another half will vest one year following the achievement of such milestone. Represents shares of NATR common stock withheld to pay taxes upon vesting of restricted stock units granted to the reporting person on March 6, 2026. The number of shares withheld was determined on March 6, 2026, based on the closing price of NATR common stock on that date. These shares are in the form of restricted stock units (RSUs). Each RSU represents the right to receive one share of NATR common stock. These RSUs vest in three equal annual installments from the initial grant date through March 6, 2029.

Form 4 Insider Transactions: What Each Field Means →

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^*

Jones Leslie Shane

(Last) (First) (Middle)

2901 W. BLUEGRASS BLVD.

(Street)

LEHI UT 84043

(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		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Financial Officer

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 Shares	03/06/2026		M		2,002	A	$0(1)	110,594	D
Common Shares	03/06/2026		F		878	D	$25.06(2)	109,716	D
Common Shares	03/06/2026		A		11,798	A	$25.06(3)	121,514	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. These shares are vested shares resulting from the achievement of an adjusted EBITDA milestone of $48M over a rolling 12-month period pursuant to a March 11, 2024, performance-based restricted stock unit grant to the reporting person. As a result, half of the target vests upon achievement of the target and another half will vest one year following the achievement of such milestone.

2. Represents shares of NATR common stock withheld to pay taxes upon vesting of restricted stock units granted to the reporting person on March 6, 2026. The number of shares withheld was determined on March 6, 2026, based on the closing price of NATR common stock on that date.

3. These shares are in the form of restricted stock units (RSUs). Each RSU represents the right to receive one share of NATR common stock. These RSUs vest in three equal annual installments from the initial grant date through March 6, 2029.

Remarks:

	/s/ Nathan G. Brower as attorney-in-fact for Leslie Shane Jones	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 equity awards did Natures Sunshine (NATR) CFO Leslie Shane Jones receive?

Leslie Shane Jones received 11,798 restricted stock units and 2,002 vested common shares. The vested shares relate to achieving a $48M adjusted EBITDA milestone, while the new RSUs vest in three equal annual installments through March 6, 2029.

How are the new restricted stock units for NATR’s CFO structured?

The 11,798 restricted stock units each represent one NATR common share. They vest in three equal annual installments starting from the grant date and continue through March 6, 2029, aligning compensation with longer-term company performance.

Why were 878 Natures Sunshine (NATR) shares disposed of in this report?

The 878 NATR shares were withheld to pay taxes upon vesting of restricted stock units granted to Leslie Shane Jones. The withholding amount was determined on March 6, 2026, using the closing NATR share price of $25.06 on that date.

What performance milestone triggered vested shares for NATR’s CFO?

The vested 2,002 shares reflect achievement of a performance-based milestone of $48M in adjusted EBITDA over a rolling 12-month period. Under a March 11, 2024 grant, half vests at target achievement and the remaining half vests one year later.

How many Natures Sunshine (NATR) shares does the CFO hold after these transactions?

After the reported equity transactions, Leslie Shane Jones directly holds 121,514 NATR common shares. This figure reflects vested shares, tax-withholding dispositions, and the new restricted stock unit grant reported in the same set of transactions.

Do the NATR CFO’s new RSUs provide immediate common shares?

The new 11,798 awards are restricted stock units, each representing the right to receive one NATR common share. Shares are delivered only as the RSUs vest in three equal annual installments through March 6, 2029, rather than immediately.