Fritz Erich A 4

What Happened
Fritz Erich A, EVP, Global Supply Chain of Natures Sunshine Products (NATR), had 1,372 performance-based restricted stock units (RSUs convert/vest) on May 5, 2026. The conversion/exercise was recorded at $0.00 per share (1,372 shares acquired). To satisfy tax withholding on the vesting, 469 shares were withheld/disposed at an implied price of $25.91 per share, totaling $12,154 — this was a tax withholding, not an open-market sale.

Key Details

• Transaction date: May 5, 2026; Form 4 filed May 7, 2026 (appears timely).
• Derivative exercise/conversion (code M): 1,372 shares acquired at $0.00 (total $0).
• Tax withholding (code F): 469 shares withheld/returned at $25.91/share = $12,154.
• Shares owned after the transaction: not specified in the provided filing.
• Footnotes:
  • F1: These vested RSUs resulted from meeting an adjusted EBITDA milestone ($52M over a rolling 12 months) under a Dec 8, 2025 performance-based RSU grant; half vested on achievement, the remainder vests one year later.
  • F2: Withholding was to pay taxes and was calculated based on the May 5, 2026 closing price.

Context
This was a vesting/conversion of performance RSUs with shares withheld to cover taxes — a routine compensation event rather than an investment purchase or open-market sale. The transaction codes reflect an exercise/conversion (M) and tax withholding (F), not a discretionary sale or purchase.