Nature's Sunshine Products (NATR) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held on April 30, 2025, with shareholders voting on director elections, executive compensation, and auditor ratification.

• 2024 net sales reached $454.4 million, net income was $7.9 million, and adjusted EBITDA was $40.3 million.

• Shareholder materials are available online, and voting is encouraged either in advance or in person.

Voting matters and shareholder proposals

• Shareholders will elect eight directors, vote on a non-binding say-on-pay resolution, and ratify Deloitte & Touche LLP as the independent auditor.

• The Board recommends voting for all proposals.

• Shareholder proposals for the 2025 meeting are closed; proposals for 2026 must be submitted by November 20, 2025.

Board of directors and corporate governance

• The Board consists of ten members, with nine being independent; average tenure is over four years.

• Directors serve one-year terms, with annual elections and plurality voting.

• The Board has four standing committees: Audit, Compensation, Governance, and Risk Management, all chaired by independent directors.

• Board refreshment is supported by age and term limits, and a new independent Chair will be selected after the 2025 meeting.

• Stock ownership guidelines require directors to hold shares worth at least three times the annual equity grant value.