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USANA Health Sciences (NYSE: USNA) director exercises RSUs and withholds shares for taxes

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Peggie Pelosi, a director of USANA Health Sciences, exercised 1,632 restricted stock units into an equal number of common shares on July 23, 2026. 935 shares of common stock were withheld at $20.92 per share to cover tax obligations. Following these transactions she directly holds 4,895 restricted stock units, which vest 25% on July 23, 2026, October 22, 2026, January 21, 2027, and April 22, 2027.

Positive

  • None.

Negative

  • None.
Insider Pelosi Peggie
Role Director
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F2 1,632 $0.00 $0.00
Exercise Common Stock F1 1,632 -- --
Exercise Price or Tax Liability Common Stock 935 $20.92 $20K
Holdings After Transaction: Restricted Stock Units — 4,895 shares (Direct); Common Stock — 6,061 shares (Direct)
Footnotes (2)
  1. F1. Each restricted stock unit represents a contingent right to receive one share of USNA common stock.
  2. F2. Restricted Stock Units vest 25% on July 23, 2026, October 22, 2026, January 21, 2027, and April 22, 2027.
RSUs converted to common stock 1,632 units Restricted Stock Units exercised into Common Stock on 2026-07-23
Common shares acquired 1,632 shares Shares received upon RSU exercise on 2026-07-23
Shares withheld for taxes 935 shares Common Stock withheld at $20.92 per share on 2026-07-23
Withholding price $20.92 per share Price used for tax-liability share withholding
RSUs held after transaction 4,895 units Restricted Stock Units directly held following RSU conversion
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
contingent right financial
"represents a contingent right to receive one share of USNA common"
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
tax liability financial
"Payment of exercise price or tax liability by delivering or withholding securities"

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FAQ

What insider activity did USANA (USNA) director Peggie Pelosi report on this Form 4?

Peggie Pelosi reported exercising 1,632 restricted stock units into common stock on July 23, 2026. In connection with this event, 935 shares of common stock were withheld to satisfy tax-related obligations, and she continues to hold additional unvested restricted stock units.

How many USANA (USNA) shares did Peggie Pelosi acquire through RSU conversion?

She acquired 1,632 shares of USANA common stock through the exercise and conversion of 1,632 restricted stock units. Each unit represents a contingent right to receive one share of common stock, so the number of shares acquired matches the number of units exercised.

How many USANA (USNA) shares were withheld for Peggie Pelosi’s taxes and at what price?

A total of 935 shares of USANA common stock were withheld to cover tax obligations at a price of $20.92 per share. This disposition was reported under transaction code F, which covers payments of exercise price or tax liability using shares.

What is Peggie Pelosi’s remaining restricted stock unit position in USANA (USNA)?

After these transactions, Peggie Pelosi directly holds 4,895 restricted stock units. These units each represent a contingent right to receive one share of USANA common stock, providing potential future share delivery as the awards continue to vest over time.

When will Peggie Pelosi’s remaining USANA (USNA) restricted stock units vest?

The restricted stock units vest in four equal installments of 25% each on July 23, 2026, October 22, 2026, January 21, 2027, and April 22, 2027. Each vesting date triggers eligibility to receive common shares corresponding to vested units.

Were Peggie Pelosi’s USANA (USNA) transactions reported under a Rule 10b5-1 trading plan?

These transactions were not reported as being under a Rule 10b5-1 trading plan. The filing’s Rule 10b5-1 checkbox is not marked as affirming a plan, indicating the trades were not designated as pre-arranged under such a plan in this report.
SEC Form 4
FORM 4UNITED 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*
Pelosi Peggie

(Last)(First)(Middle)
3838 W PARKWAY BLVD.

(Street)
SALT LAKE CITY UTAH 84120

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
USANA HEALTH SCIENCES INC [ USNA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/23/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock07/23/2026M1,632A(1)6,996D
Common Stock07/23/2026F935D$20.926,061D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)07/23/2026M1,632 (2) (2)Common Stock1,632$04,895D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of USNA common stock.
2. Restricted Stock Units vest 25% on July 23, 2026, October 22, 2026, January 21, 2027, and April 22, 2027.
Remarks:
/s/ Joshua Foukas, Attorney-in-Fact07/27/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)