Statement of Changes in Beneficial Ownership (4)
27 Décembre 2021 - 6:29PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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BROADY GEORGE K |
2. Issuer Name and Ticker or Trading Symbol
NATURAL HEALTH TRENDS CORP
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NHTC
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
751 CANYON DRIVE, SUITE 100 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/15/2021 |
(Street)
COPPELL, TX 75019
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 3/15/2021 | | M | | 1296 | A | (1) | 1296 | D | |
Common Stock | 3/15/2021 | | D | | 1296 | D | $6.72 | 0 | D | |
Common Stock | | | | | | | | 690099 | I | See Footnote (3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Phantom Stock | (1) | 3/15/2021 | | A | | 10370 | | (2) | (2) | Common Stock | 10370 | $0 | 10370 | D | |
Phantom Stock | (1) | 3/15/2021 | | M | | | 1296 | 3/15/2021 | 3/15/2021 | Common Stock | 1296 | (1) | 9074 (2) | D | |
Explanation of Responses: |
(1) | Each phantom share entities the holder to receive a cash payment equal to the fair market value of one share of NHTC common stock on the applicable vesting date, subject to satisfaction of the applicable vesting conditions and a maximum payment value of $12.00 per phantom share. |
(2) | The phantom shares vest in eight (8) equal three-month increments, subject to the satisfaction of both a time-based and a performance-based vesting condition. See the Company's Current Report on Form 8-K filed March 17, 2021. Because Mr. Broady ceased serving on the Company's Board of Directors as of May 11, 2021, he forfeited all 9,074 phantom shares that were unvested on that date. |
(3) | Securities held by the George K. Broady 2012 Irrevocable Trust, of which Mr. Broady is the trustee and a beneficiary. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
BROADY GEORGE K 751 CANYON DRIVE, SUITE 100 COPPELL, TX 75019 | X |
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Signatures
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/s/ Timothy S. Davidson by Power of Attorney | | 12/27/2021 |
**Signature of Reporting Person | Date |
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