Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

DATE OF REPORT (Date of earliest event reported): December 6, 2024

000-15701

(Commission file number)

NATURAL ALTERNATIVES INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Delaware		84-1007839
(State of incorporation)		(IRS Employer Identification No.)

1535 Faraday Avenue Carlsbad, California 92008		(760) 736-7700
(Address of principal executive offices)		(Registrant’s telephone number)

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common	NAII	NASDAQ

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 5.07

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

Our Annual Meeting of Stockholders was held on December 6, 2024. The following table sets forth the matters voted upon at the meeting and the results of the voting on each matter voted upon:

Matter Voted Upon	Votes For		Withheld		Votes Against		Abstentions		Broker Non-Votes
Election of two Class I directors to serve until the next annual meeting of stockholders held to elect Class I directors and until such director’s successor is elected and qualified:

Guru Ramanathan		3,144,668		547,647		—		—		1,237,675
Mark A. LeDoux		3,282,438		409,877		—		—		1,237,675

Ratification of the selection of Haskell & White LLP as our independent registered public accounting firm for the fiscal year ending June 30, 2025		4,468,314		—		447,551		14,125		—

The election of Messrs. LeDoux and Ramanathan as members of the Board of Directors in Class I, and the Ratification of Haskell & White were each approved by the stockholders at the annual meeting.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Natural Alternatives International, Inc.

Date: December 10, 2024	By:	/s/ Michael E. Fortin
		Michael E. Fortin
		Chief Financial Officer

Document And Entity Information	Dec. 06, 2024
Document Information [Line Items]
Entity, Registrant Name	NATURAL ALTERNATIVES INTERNATIONAL, INC.
Document, Type	8-K
Document, Period End Date	Dec. 06, 2024
Entity, File Number	000-15701
Entity, Incorporation, State or Country Code	DE
Entity, Tax Identification Number	84-1007839
Entity, Address, Address Line One	1535 Faraday Avenue
Entity, Address, City or Town	Carlsbad
Entity, Address, State or Province	CA
Entity, Address, Postal Zip Code	92008
City Area Code	760
Local Phone Number	736-7700
Title of 12(b) Security	Common
Trading Symbol	NAII
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000787253