Nu Skin (NUS) CFO gains 57,283 performance-based shares as RSUs vest

Rhea-AI Filing Summary

Nu Skin Enterprises’ Chief Financial Officer James D. Thomas reported equity awards tied to performance goals being met. On February 10, 2026, he acquired 9,847 Class A common shares at $0.00 when 2024 performance-based restricted stock units became eligible to vest.

On the same date, 2025 performance-based restricted stock units also met their criteria, adding a further 47,436 Class A shares at $0.00. Following these grants, Thomas directly owned 192,723 Class A common shares, reflecting increased alignment with shareholders through stock-based compensation.

Insights

Equity Compensation Analyst

CFO reported routine performance-based stock grants increasing direct share holdings.

The filing shows CFO James D. Thomas acquiring 9,847 and 47,436 Class A common shares at $0.00 per share. These result from performance-based restricted stock units whose criteria were satisfied on February 10, 2026, converting into share awards.

Such grants are a standard part of executive pay, tying compensation to performance targets and share value. While they modestly increase the share count held by this officer, they represent routine equity incentives rather than a directional bet, so overall impact on the investment case appears limited.

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

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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^*

Thomas James D

(Last) (First) (Middle)

C/O NU SKIN ENTERPRISES, INC.

75 W CENTER STREET

(Street)

PROVO UT 84601

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NU SKIN ENTERPRISES, INC. [ NUS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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
Class A Common Stock	02/10/2026		A		9,847(1)	A	$0.00	145,287	D
Class A Common Stock	02/10/2026		A		47,436(2)	A	$0.00	192,723	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. On February 27, 2024, the reporting person was granted restricted stock units, the vesting of which was contingent on Nu Skin Enterprises, Inc.'s satisfaction of certain performance criteria. On February 10, 2026, the performance criteria were met, resulting in the amount shown above becoming eligible for vesting.

2. On February 26, 2025, the reporting person was granted restricted stock units, the vesting of which was contingent on Nu Skin Enterprises, Inc.'s satisfaction of certain performance criteria. On February 10, 2026, the performance criteria were met, resulting in the amount shown above becoming eligible for vesting.

	/s/ Gregory Belliston as Attorney-in-Fact for James D. Thomas	02/12/2026
	** 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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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Nu Skin (NUS) report for its CFO?

Nu Skin reported that CFO James D. Thomas acquired Class A common shares through equity awards. Two tranches of performance-based restricted stock units became eligible to vest on February 10, 2026, increasing his directly owned Nu Skin shares as part of his compensation.

How many Nu Skin (NUS) shares did the CFO acquire in this Form 4?

The CFO acquired 9,847 and 47,436 Class A common shares, totaling 57,283 shares. Both awards were recorded at a price of $0.00 per share, reflecting the vesting of performance-based restricted stock units granted in 2024 and 2025.

What is the CFO’s Nu Skin (NUS) share ownership after these grants?

After the reported transactions, CFO James D. Thomas directly owned 192,723 Class A common shares. This total reflects the addition of 9,847 shares from 2024 performance-based units and 47,436 shares from 2025 performance-based units that became eligible to vest.

Were the Nu Skin (NUS) CFO’s new shares purchased in the market?

No, the shares were not market purchases. The Form 4 shows the CFO acquired the shares at $0.00 per share, indicating they arose from restricted stock unit awards that vested upon Nu Skin meeting specified performance criteria rather than open-market buying.

What performance conditions affected the Nu Skin (NUS) CFO’s stock awards?

The awards were restricted stock units whose vesting depended on Nu Skin meeting defined performance criteria. For grants made on February 27, 2024, and February 26, 2025, those criteria were met on February 10, 2026, making the reported share amounts eligible to vest into Class A common stock.

Is this Nu Skin (NUS) Form 4 a buy or sell signal by the CFO?

The Form 4 reflects acquisitions via equity awards, not open-market buying or selling. Transaction code “A” indicates grants or awards of stock at no cash cost to the officer when performance-based restricted stock units satisfy their conditions and convert into shares.