Nature's Sunshine Products (NATR) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held on May 6, 2026, with shareholders voting on director elections, executive compensation, auditor ratification, and a new stock incentive plan.

• 2025 net sales reached $480.1 million, net income was $20.5 million, and adjusted EBITDA was $48.7 million, reflecting growth over the prior year.

• Shareholders of record as of February 27, 2026, are entitled to vote, with one vote per share.

• Proxy materials are available online, and voting can be done electronically or in person.

Voting matters and shareholder proposals

• Shareholders will vote on electing eight directors, an advisory say-on-pay resolution, ratification of Deloitte & Touche LLP as auditor, and approval of the 2026 Stock Incentive Plan.

• The Board recommends voting in favor of all proposals.

• The deadline for submitting shareholder proposals for the 2026 meeting has passed; proposals for 2027 must be received by November 20, 2026.

Board of directors and corporate governance

• Seven of eight directors are independent; average tenure is over three years.

• Directors serve one-year terms, with age and term limits to ensure board refreshment.

• The Board has separate Chair and CEO roles, regular executive sessions, and 100% independent Audit and Compensation Committees.

• Four standing committees: Audit, Compensation, Governance, and Risk Management, all with independent members.

• Board and committee meetings had high attendance in 2025.