Noot Walter 4

What Happened Noot Walter, Chief Operating Officer of USANA Health Sciences (USNA), was granted 41,373 restricted stock units (RSUs) on February 19, 2026. The award is recorded at $0.00 (no cash paid) and is a derivative award representing the contingent right to receive one share of USNA common stock per RSU upon vesting. This was an award/grant (code A), not a purchase or sale.

Key Details

• Transaction date: February 19, 2026. Form 4 filed February 23, 2026 (timely filing — second business day rule).
• Award: 41,373 restricted stock units; grant price shown as $0.00 (no cash exchanged).
• Vesting: 25% vests on each February 19 thereafter (annual vesting over four years) — see footnote.
• Derivative nature: Each RSU equals a contingent right to one share upon vesting (footnote F1).
• Shares owned after transaction: Not specified in the filing excerpt provided.
• Filing code: A (award/grant). No 10b5-1 plan, tax withholding, or immediate sale noted in the filing excerpt.

Context RSU grants are a common form of executive compensation and do not involve an immediate purchase or sale of stock. They convert into actual shares only as they vest, so this award does not by itself indicate immediate insider buying or selling. For investors, vested RSUs that are retained can indicate longer-term alignment with shareholders, while unvested awards are contingent and will only become shares on the vesting dates.