Foukas Joshua 4
4 · USANA HEALTH SCIENCES INC · Filed Feb 10, 2026
Research Summary
AI-generated summary of this filing
USANA (USNA) CLO Joshua Foukas Converts RSUs; Shares Withheld
What Happened
Joshua Foukas, Chief Legal Officer of USANA Health Sciences (USNA), converted restricted stock units (RSUs) into 8,279 shares of USNA common stock across Feb 6–8, 2026. To satisfy tax withholding, 3,818 of those shares were delivered (disposed) at an effective withholding price of $21.34 per share, totaling $81,476. The RSU conversions are reported as derivative exercises (code M) with a $0.00 exercise price (typical for RSU settlements); the share disposals for tax withholding are reported under code F.
Key Details
- Transaction dates and amounts:
- Feb 6, 2026: converted 3,111 RSUs; 1,483 shares withheld at $21.34 = $31,647
- Feb 7, 2026: converted 1,571 RSUs; 749 shares withheld at $21.34 = $15,984
- Feb 8, 2026: converted 3,597 RSUs; 1,586 shares withheld at $21.34 = $33,845
- Total converted: 8,279 shares. Total withheld for taxes: 3,818 shares (~$81,476).
- Filing: Form 4 filed Feb 10, 2026 for transactions through Feb 8, 2026 — filed within the normal two-business-day window (timely).
- Shares owned after the transactions: not specified in the information provided.
- Footnotes: F1–F4 indicate these were RSUs (one RSU = one share) with scheduled vesting (25% on specified anniversaries of Feb 6, 2023; Feb 7, 2022; Feb 8, 2024).
Context
This was an RSU conversion with shares withheld to cover tax obligations — a routine corporate administration action rather than an open-market sale or a purchase. Transaction codes: M = exercise/conversion of derivative (here, RSU settlement), F = payment of exercise price or tax liability (share withholding). Such withholding does not necessarily indicate the insider's view on the stock.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-02-06+3,111→ 3,111 total - Tax Payment
Common Stock
2026-02-06$21.34/sh−1,483$31,647→ 1,628 total - Exercise/Conversion
Common Stock
[F1]2026-02-07+1,571→ 3,199 total - Tax Payment
Common Stock
2026-02-07$21.34/sh−749$15,984→ 2,450 total - Exercise/Conversion
Common Stock
[F1]2026-02-08+3,597→ 6,047 total - Tax Payment
Common Stock
2026-02-08$21.34/sh−1,586$33,845→ 4,461 total - Exercise/Conversion
Restricted Stock Units
[F1][F2]2026-02-06−3,111→ 41,776 total→ Common Stock (3,111 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F3]2026-02-07−1,571→ 40,205 total→ Common Stock (1,571 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F4]2026-02-08−3,597→ 36,608 total→ Common Stock (3,597 underlying)
Footnotes (4)
- [F1]Each restricted stock unit represents a contingent right to receive one share of USNA common stock.
- [F2]Restricted Stock Units vest 25% on the anniversary of February 6th, 2023.
- [F3]Restricted Stock Units vest 25% on the anniversary of February 7th, 2022.
- [F4]Restricted Stock Units vest 25% on the anniversary of February 8th, 2024.