USANA (USNA) files Form 144 for 5,169-share sale via Morgan Stanley

Rhea-AI Filing Summary

USANA Health Sciences (USNA) filer submitted a Form 144 proposing the sale of 5,169 common shares through Morgan Stanley Smith Barney on the NYSE. The shares have an aggregate market value of $165,408 and the issuer reports 18,271,836 shares outstanding, making the sale a small fraction of total shares. The shares were acquired as restricted stock in early February 2025 (944 on 02/07/2025, 2,805 on 02/08/2025 and 1,420 on 02/06/2025) and the approximate sale date is listed as 08/28/2025. The filing includes the standard representation that the seller is not aware of undisclosed material adverse information.

Insights

Securities Analyst

TL;DR: Routine insider notification of a planned sale; size appears immaterial relative to shares outstanding.

The Form 144 documents a proposed disposition of 5,169 USNA common shares via Morgan Stanley Smith Barney with an aggregated value of $165,408 and an approximate sale date of August 28, 2025. The underlying shares were issued as restricted stock in early February 2025. Compared with the reported 18,271,836 shares outstanding, this represents a very small percentage of the float, indicating the filing is procedural and unlikely to have material market impact. The disclosure includes the customary attestation regarding material nonpublic information, and no other transactions in the prior three months are reported.

Corporate Governance Specialist

TL;DR: Proper Rule 144 notice for planned sale; compliance appears complete but provides limited substantive detail.

The submission lists broker details, exact share counts, acquisition dates and types (restricted stock), and attests to absence of undisclosed material information. These elements satisfy Form 144 requirements for notifying the market of a proposed sale under Rule 144. There is no indication of an adopted trading plan or 10b5-1 scheduling in the remarks, and no prior sales reported in the past three months. From a governance perspective, documentation appears routine and compliant.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	5169	165408.00	18271836	08/28/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/07/2025	Restricted Stock	Issuer			944	02/07/2025	Not Applicable
Common	02/08/2025	Restricted Stock	Issuer			2805	02/08/2025	Not Applicable
Common	02/06/2025	Restricted Stock	Issuer			1420	02/06/2025	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does USNA's Form 144 disclose about the proposed sale?

The filing discloses a proposed sale of 5,169 common shares through Morgan Stanley Smith Barney with an aggregate market value of $165,408 and an approximate sale date of 08/28/2025.

How many USNA shares are outstanding according to the filing?

The Form 144 reports 18,271,836 shares outstanding.

When and how were the shares being sold acquired?

The shares were acquired as restricted stock from the issuer on 02/06/2025, 02/07/2025, and 02/08/2025 totaling 5,169 shares.

Was any sale of USNA securities reported in the past three months?

No. The filing states Nothing to Report for securities sold during the past three months by the person for whose account the securities will be sold.

Which broker is handling the proposed sale of USNA shares?

The broker listed is Morgan Stanley Smith Barney LLC Executive Financial Services located at 1 New York Plaza, 8th Floor, New York, NY 10004.