Nature’S Sun SEC Filings

Nature's Sunshine Products (Nasdaq:NATR) filed an 8-K announcing a secondary public offering of 2,854,607 shares by major holder Fosun Pharma USA at $12.00 per share (≈$34.3 million to the seller). The company will not receive proceeds but may repurchase up to $15 million of these shares under its existing authorization, with any bought stock cancelled. Closing is slated for 27 June 2025; a 90-day lock-up applies to insiders and the selling stockholder. The underwriting agreement with D.A. Davidson & Co. carries standard terms and indemnities, and any buyback would be funded with cash and the credit facility.

Nature’s Sunshine Products, Inc. (Nasdaq: NATR) has filed a 424(b)(5) prospectus supplement covering the resale of 2,854,607 existing shares of common stock owned by the sole selling stockholder, Fosun Pharma USA Inc. The shares will be offered to the public at $12.00 per share, a 20.5 % discount to the last reported Nasdaq price of $15.10 on 24 June 2025.

The transaction is a secondary offering; therefore NATR will not receive any of the estimated $32.7 million in net proceeds (after $1.54 million in underwriting discounts) that will go directly to the selling stockholder.

Share-repurchase overlay. Under a previously announced authorization, the company has the option—but not the obligation—to repurchase up to $15 million of the offered shares at the public offering price through the underwriter, D.A. Davidson & Co. Management expects any buy-back to be funded with cash on hand and draws on its credit facility. The filing emphasizes that no minimum quantity is guaranteed, so there is no assurance the company will purchase any shares.

Key terms

• Offering size: 2,854,607 shares
• Public offering price: $12.00 per share
• Gross proceeds to selling stockholder: $34,255,284
• Underwriting discount: $0.54 per share (total $1,541,488)
• Net proceeds to selling stockholder (before expenses): $32,713,796
• Expected settlement: on or about 27 June 2025 via DTC book-entry

Strategic context. The filing does not involve the issuance of new shares, so there is no dilution to existing shareholders. However, the discounted pricing and block size could create near-term market supply pressure. Management’s discretionary buy-back authority may partially offset this pressure and signals confidence, but the lack of a binding commitment leaves uncertainty.

Form 144 Notice of Proposed Sale filed for Nature's Sunshine Products (NASDAQ: NATR) indicates a planned sale of 2,000 common shares with an aggregate market value of $29,801.88. The securities were acquired on May 2, 2025, through restricted share grants and compensation.

The filing reveals significant recent selling activity by Richard D Moss and the Richard D Moss Revocable Trust over the past 3 months, totaling 37,734 shares sold between May 9, 2025, and June 23, 2025, with gross proceeds of approximately $545,500. Notable transactions include:

• Largest single sale: 10,000 shares on May 9, 2025 ($137,426.61)
• Most recent sale: 3,000 shares on June 23, 2025 ($44,155.45)
• Average sale price: approximately $14.46 per share

The proposed sale will be executed through Wells Fargo Clearing Services, with an approximate sale date of June 25, 2025. The company currently has 18,350,801 shares outstanding.

Form 144 filing by Richard D Moss, Director of Nature's Sunshine Products, indicates planned sale of 3,000 common shares valued at $44,155.57 on NASDAQ. Moss acquired these shares on May 2, 2025, through restricted share grants. Notable recent trading activity shows Moss has sold 34,734 shares totaling approximately $501,344 through his Revocable Trust between May-June 2025, with individual transactions ranging from 250 to 10,000 shares. The largest single sale was 10,000 shares for $137,426 on May 9, 2025. Current filing represents continued liquidation pattern, with total shares outstanding at 18,350,801. Transaction executed through Wells Fargo Clearing Services, with seller affirming no knowledge of undisclosed material adverse information.