Daniel C. Norman - Mar 18, 2022 Form 3 Insider Report for NATURES SUNSHINE PRODUCTS INC (NATR)

Role: EVP & President, Asia
Signature: /s/ Nathan G. Brower as attorney-in-fact for Daniel C. Norman
Stock symbol: NATR
Transactions as of: Mar 18, 2022
Transactions value $: $0
Form type: 3
Date filed: 3/22/2022, 05:03 PM
Next filing: Mar 29, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	NATR	Common Shares						61.8K	Mar 18, 2022	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	NATR	Employee Stock Option (Right to Buy)							Mar 18, 2022	Common Shares	12.2K	$13.88	Direct	F2
holding	NATR	Performance Units							Mar 18, 2022	Common Shares	8.15K	$0.00	Direct	F3, F4
holding	NATR	Performance Units							Mar 18, 2022	Common Shares	10.3K	$0.00	Direct	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These shares are in the form of common stock in addition to 12,456 restricted stock units (RSUs) that began vesting in three annual installments on March 30, 2021 (which includes 616 shares granted in connection with a special dividend on April 12, 2021), and 7,848 RSUs that vest in three annual installments beginning on March 26, 2022.
F2	These shares are in the form of stock options (Options). Options vested in four equal annual installments over each year of service measured from February 11, 2014.
F3	These shares are in the form of performance-based restricted stock units (PRSUs). Each PRSU represents the right to receive one share of NATR common stock. The vesting of the PRSUs is contingent upon the achievement of the following share price milestones, which must be achieved within three years: $9.92; $12.20; $14.50; $16.78; $18.07; and $20.36, adjusted for a special dividend. Such milestones must be achieved as evidenced by the Volume-weighted average price (VWAP) over a period of 30-trading days. One-twelfth of the PRSUs vest upon the achievement of each milestone and an additional one-twelfth vests on the date that is one-year following the achievement of such milestone subject to the recipient's continued employment.
F4	These shares are in the form of performance-based restricted stock units (PRSUs) comprising 7,743 shares granted to the reporting Person on March 30, 2020 and 405 shares granted to the reporting person in connection with a special dividend on April 12, 2021. The vesting of these PRSUs relates to the following share price milestones: $18.07 and $20.36, as adjusted for a special dividend. The first one-twelfth for the $18.07 milestone has already vested, and the second one-twelfth will vest April 6, 2022.
F5	These shares are in the form of performance-based restricted stock units (PRSUs) granted to the reporting person on March 26, 2021. Each PRSU represents the right to receive one share of NATR common stock. The vesting of the PRSUs is contingent upon the achievement of the following share price milestones, which must be achieved within three years: $20.46; $22.68; $24.89; $27.11; $29.32; and $31.54. Such milestones must be achieved as evidenced by the Volume-weighted average price (VWAP) over a period of 30-trading days. One-twelfth of the PRSUs vest upon the achievement of each milestone and an additional one-twelfth vests on the date that is one-year following the achievement of such milestone subject to the recipient's continued employment.