Lifevantage Corp 8-K

What Happened

• LifeVantage Corporation filed an 8‑K on April 16, 2026 announcing that CEO and board member Steven R. Fife will retire effective April 30, 2026.
• The company named Terrence O. Moorehead as its new President and Chief Executive Officer, effective August 5, 2026.
• Michael Beindorff, a current director, will serve as Interim CEO from May 1, 2026 through August 4, 2026 under a consulting agreement.

Key Details

• Steven Fife transition: retirement effective April 30, 2026; will provide advisory services through September 11, 2026; eligible for up to 18 months of continued vesting on certain RSUs/PSUs and up to 18 months of medical premium payments under the Transition Agreement (subject to a release).
• Interim CEO pay: Michael Beindorff will be paid $45,833 per month under a consulting agreement from May 1 to August 4, 2026 and will forgo non‑employee director compensation during that period.
• New CEO compensation (Terrence Moorehead): $850,000 annual base salary; aggregate annual cash bonus opportunity up to 100% of salary with a guaranteed $425,000 bonus for the fiscal year ending June 30, 2027 (eligible for up to 200% of target, prorated); equity awards including $2,000,000 RSUs (vest in three equal installments), $800,000 prorated RSUs for FY2027, $3,500,000 PSUs vesting over three years, and $1,200,000 prorated PSUs for FY2027.
• Severance/notice: Moorehead’s agreement is at‑will but provides 18 months of continued base salary, 18 months health insurance reimbursement, prorated bonus and continued vesting if terminated without cause or resigns for good reason; benefits increase by 50% if termination occurs in certain Change in Control windows; he must give 180 days’ notice before voluntary resignation.

Why It Matters

• Leadership continuity: LifeVantage has set a clear transition timeline (Fife out April 30, interim CEO May 1–Aug 4, Moorehead starts Aug 5), which reduces short‑term uncertainty about who runs the company.
• Compensation and financial impact: The new CEO package and transition payments (interim consulting fees, guaranteed bonus, multi‑million dollar equity awards, and potential severance) represent a meaningful near‑term and potential longer‑term cost to the company that investors should watch when assessing future expenses and dilution.
• Experience signal: Moorehead brings over 25 years in retail and direct selling (including CEO of Nature’s Sunshine), which may influence strategy and execution going forward; the board also adjusted committee memberships to support the interim period.