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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Natural Health Trends Corporation | NASDAQ:NHTC | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.08 | -1.13% | 7.00 | 6.60 | 7.98 | 7.10 | 7.00 | 7.00 | 13,119 | 23:41:13 |
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þ
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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59-2705336
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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Title of each class
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Name of each exchange on which registered
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Common Stock, par value $0.001 per share
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The NASDAQ Stock Market LLC
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Large accelerated filer
o
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Accelerated filer
þ
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Non-accelerated filer
o
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Smaller reporting company
þ
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Emerging growth company
o
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Plan Category
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Number of securities to be issued upon exercise of outstanding options, warrants and rights
(a)
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Weighted-average exercise price of outstanding options, warrants and rights
(b)
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Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
(c)
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||||
Equity compensation plans approved by security holders
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—
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$
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—
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2,359,671
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Equity compensation plans not approved by security holders
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—
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$
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—
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—
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Total
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—
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$
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—
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2,359,671
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Name and Address of Beneficial Owner
(1)
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Amount and Nature of Beneficial Ownership
(2)
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Percent of
Class
(2)
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Executive Officers and Directors:
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Chris T. Sharng
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478,574
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(3)
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4.2
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%
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Timothy S. Davidson
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234,517
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(4)
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2.1
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%
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George K. Broady
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866,423
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(5)
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7.6
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%
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Yiu T. Chan
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—
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—
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Kin Y. Chung
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3,058
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*
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Randall A. Mason
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252,733
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(6)
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2.2
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%
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All executive officers and directors as a group (6 persons)
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1,835,305
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(7)
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16.1
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%
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Stockholders Beneficially Owning 5% or More
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The Jane Eleanor Broady Irrevocable Trust
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2,245,128
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(8)
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19.7
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%
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Renaissance Technologies LLC
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894,010
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(9)
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7.8
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%
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*
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Less than 1% of the Company’s outstanding common stock.
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(1)
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Unless otherwise indicated, the address of each beneficial owner is c/o Natural Health Trends Corp., 609 Deep Valley Drive, Suite 395, Rolling Hills Estates, California 90274.
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(2)
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Any securities not outstanding that are subject to conversion privileges exercisable within 60 days of April 22, 2019 are deemed outstanding for the purpose of computing the percentage of outstanding securities of the class owned by any person holding such securities, but are not deemed outstanding for the purpose of computing the percentage of the class owned by any other person in accordance with Item 403 of Regulation S-K promulgated under the Securities Exchange Act of 1934 (as amended, the “Exchange Act”) and Rules 13(d)-3 of the Exchange Act, and based upon 11,398,695 shares of common stock outstanding as of April 22, 2019.
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(3)
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Includes 6,183 shares of restricted stock subject to vesting. Mr. Sharng shares voting and investment power over 2,375 of the shares with his wife.
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(4)
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Includes 5,569 shares of restricted stock subject to vesting.
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(5)
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All shares of stock are held by the George K. Broady 2012 Irrevocable Trust, of which Mr. Broady is the trustee and a beneficiary. The George K. Broady 2012 Irrevocable Trust pledged 570,390 shares to secure a line of credit.
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(6)
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Includes (i) 23,899 shares owned by Marden Rehabilitation Associates, Inc., an entity controlled by Mr. Mason.
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(7)
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Includes 11,752 shares of restricted stock subject to vesting.
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(8)
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Jane Eleanor Broady, the spouse of George K. Broady, is a beneficiary of The Jane Eleanor Broady 2012 Irrevocable Trust. The Jane Eleanor Broady 2012 Irrevocable Trust pledged 2,129,610 shares to secure a line of credit.
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(9)
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The information regarding the beneficial ownership of Renaissance Technologies LLC (“RTC”) is based on the Schedule 13G filed jointly with Renaissance Technologies Holdings Corporation (“RTHC”) with the SEC on February 13, 2019. According to this Schedule 13G, RTHC owns a majority of RTC and therefore each of RTC and RTHC is deemed to have sole voting and dispositive power over all 894,010 common shares. The address for each of RTC and RTHC is 800 Third Avenue, New York, New York 10022.
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NATURAL HEALTH TRENDS CORP.
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Date: June 18, 2019
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/s/ Chris T. Sharng
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Chris T. Sharng
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President
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(Principal Executive Officer)
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Exhibit
Number
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Exhibit Description
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3.1
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3.3
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Amended and Restated Bylaws of Natural Health Trends Corp. effective March 27, 2018 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on March 28, 2018).
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4.1
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+10.1
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+10.2
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+10.3
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+10.4
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+10.5
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+10.6
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+10.7
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+10.8
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+10.9
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21.1
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24.1
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31.1
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31.2
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32.1
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101
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Interactive Data Files (previously filed as Exhibit 101 with the Form 10-K on April 26, 2019).
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+ Management contract or compensatory plan
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1 Year Natural Health Trends Chart |
1 Month Natural Health Trends Chart |
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