Natural Health Trends Corporation

05/07/2026 | Press release | Distributed by Public on 05/07/2026 12:39

Proxy Results, Management Change/Compensation (Form 8-K)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At the 2026 annual meeting of stockholders of Natural Health Trends Corp. (the "Company") held on May 7, 2026 and further described under Item 5.07 below, the Company's stockholders approved the Natural Health Trends Corp. 2026 Equity Incentive Plan (the "2026 Plan"). The Board of Directors of the Company adopted the 2026 Plan on March 19, 2026, subject to stockholder approval.
Under the 2026 Plan, up to 1,100,000 shares of the Company's Common Stock (subject to adjustment under certain circumstances) may be issued pursuant to awards granted thereunder in the form of incentive stock options, nonstatutory stock options, and other stock awards (including stock, stock units, stock appreciation rights, and other similar awards) to employees, officers, directors, contractors, consultants, and advisors of the Company.
The foregoing summary of the 2026 Plan is qualified in its entirety by reference to the detailed summary of the 2026 Plan set forth in the section entitled "Item Two-Approval of the Natural Health Trends Corp. 2026 Equity Incentive Plan" in the Company's Proxy Statement filed with the Securities and Exchange Commission on March 24, 2026, and to the full text of the 2026 Plan, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 7, 2026, the Company held its 2026 annual meeting of stockholders in Hong Kong. At the annual meeting, there were 8,577,848 shares entitled to vote, and 4,982,843 shares (58.1%) were represented at the meeting in person or by proxy.
At the annual meeting, Randall A. Mason, Chris T. Sharng, Ellen Sun and Ching C. Wong were elected directors by a plurality of the votes. Also at the annual meeting, the Company's stockholders approved the 2026 Plan and ratified the appointment of CBIZ CPAs P.C. as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.
The following summarizes the vote results for these matters submitted to the Company's stockholders for action at the annual meeting:
1.
The election of the following persons to serve as directors of the Company until the next annual meeting of stockholders:
Nominees
For
Withheld
Broker Non-Votes
Randall A. Mason
2,892,636
89,665
2,000,542
Chris T. Sharng 2,892,546 89,755 2,000,542
Ellen Sun
2,892,763
89,538
2,000,542
Ching C. Wong
2,203,458
778,843
2,000,542
2.
The proposal to approve the Natural Health Trends Corp. 2026 Equity Incentive Plan:
For
Against
Abstentions
Broker Non-Votes
2,838,885
118,255
25,161
2,000,542
3.
The proposal to ratify the appointment of CBIZ CPAs P.C. as the Company's independent registered public accounting firm for fiscal year ending December 31, 2026:
For
Against
Abstentions
4,851,540
115,114
16,189
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