Nixon J Scott 4

What Happened

• Nixon J. Scott, a director of USANA Health Sciences (USNA), had 1,058 restricted stock units convert to 1,058 shares on January 22, 2026 (reported as an exercise/conversion of a derivative). The filing also shows 1,058 shares disposed at $0.00, which indicates the vested shares were surrendered/withheld (commonly to cover tax withholding obligations). The Form 4 lists the acquired entry as N/A for price/value.

Key Details

• Transaction date: 2026-01-22 (reported on Form 4 filed 2026-01-26).
• Acquired: 1,058 shares via conversion of restricted stock units (derivative code M).
• Disposed: 1,058 shares @ $0.00 (derivative) — indicates share withholding for taxes rather than an open-market sale.
• Footnotes: F1 — each restricted stock unit (RSU) converts to one share; F2 — these RSUs vest 25% on July 24, 2025; Oct 23, 2025; Jan 22, 2026; and Apr 23, 2026.
• Shares owned after transaction: not specified in the provided filing details.
• Filing timeliness: Filed Jan 26, 2026 for a Jan 22, 2026 transaction — appears to be timely (within the Form 4 two-business-day rule).

Context

• This was a routine equity award vesting and tax-withholding action, not an open-market buy or sale. The $0.00 disposal price on the derivative entry reflects share surrender/withholding rather than a sale for cash. Such actions are common following RSU vesting and do not necessarily indicate a change in the insider’s view of the company.