USANA CLO gets 6,577 shares, 2,786 withheld

USANA Health Sciences chief legal officer Joshua Foukas reported equity compensation activity tied to restricted stock units.

Accepted by SEC EDGAR 03/03/2026 - 12:01 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

USANA Health Sciences chief legal officer Joshua Foukas reported equity compensation activity tied to restricted stock units. On February 27, 2026, 6,577 restricted stock units were exercised into 6,577 shares of common stock at $0.00 per share, reflecting a vesting event rather than an open‑market purchase. On the same date, 2,786 shares of common stock were disposed of at $21.52 per share to satisfy tax obligations through share withholding, not a market sale. Following these transactions, Foukas directly held 3,791 shares of common stock and 66,693 restricted stock units, each representing a contingent right to receive one share of USANA common stock.

Insider Trade Summary

6,577 shares exercised/converted

Exercise 3 txns

Insider Foukas Joshua

Role CHIEF LEGAL OFFICER

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	6,577	$0.00	$0.00
Exercise	Common Stock	6,577	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	2,786	$21.52	$60K

Holdings After Transaction: Restricted Stock Units — 66,693 contracts (Direct); Common Stock — 3,791 shares (Direct)

Holdings Before and After: Restricted Stock Units, 73,270 to 66,693 contracts (Direct); Common Stock, 0 to 3,791 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 the anniversary of February 27th, 2025.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did USANA (USNA) report for Joshua Foukas?

USANA reported that chief legal officer Joshua Foukas exercised 6,577 restricted stock units into common shares and had 2,786 shares withheld to cover taxes. These are compensation-related transactions, not open-market buys or sells.

Did the USANA (USNA) insider buy or sell shares on the open market?

The transactions do not reflect open-market buying or selling. Shares came from RSU vesting, and 2,786 shares were disposed of at $21.52 per share to satisfy tax obligations via share withholding.

How many USANA (USNA) shares does Joshua Foukas own after this Form 4?

After the reported transactions, chief legal officer Joshua Foukas directly owned 3,791 shares of USANA common stock. He also held 66,693 restricted stock units, each representing a contingent right to receive one USANA share in the future.

What are restricted stock units in the USANA (USNA) Form 4 filing?

Each USANA restricted stock unit (RSU) represents a contingent right to receive one share of USANA common stock. In this filing, 6,577 RSUs converted into common shares as part of equity compensation for chief legal officer Joshua Foukas.

At what price were the USANA (USNA) RSUs and tax shares reported?

The 6,577 RSUs converted into common stock at a price of $0.00 per share, consistent with equity awards. The 2,786 shares used to satisfy tax obligations were valued at $21.52 per share in the Form 4 disclosure.

How do the USANA (USNA) RSUs for Joshua Foukas vest?

The filing notes that certain restricted stock units vest 25% on the anniversary of February 27, 2025. This schedule governs when portions of the RSU award convert into USANA common shares for the reporting officer.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

Foukas Joshua

(Last) (First) (Middle)

3838 WEST PARKWAY BLVD.

(Street)

SALT LAKE CITY UT 84120

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
USANA HEALTH SCIENCES INC [ USNA ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF LEGAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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 Stock	02/27/2026		M		6,577	A	(1)	6,577	D
Common Stock	02/27/2026		F		2,786	D	$21.52	3,791	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
Restricted Stock Units	(1)	02/27/2026		M			6,577	(2)	(2)	Common Stock	6,577	$0	66,693	D

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 the anniversary of February 27th, 2025.

Remarks:

	/s/ Joshua Foukas, Attorney-in-Fact	03/03/2026
	** 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.