8-K

USANA HEALTH SCIENCES INC (USNA)

8-K 2021-05-13 For: 2021-05-10
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Added on April 06, 2026

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):

May 10, 2021

USANA HEALTH SCIENCES, INC.

(Exact name of registrant as specified in its charter)

Utah

(State or other jurisdiction of incorporation)

001-35024 87-0500306
(Commission File No.) (IRS Employer<br><br> <br>Identification No.)

3838 West Parkway Boulevard

  Salt Lake City,
    Utah 84120

  \(Address of principal executive offices, Zip Code\)

Registrant's telephone number, including area code: (801) 954-7100

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.001 per value per share USNA New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined

  in Rule 405 of the Securities Act of 1933 \(§230.405 of this chapter\) or Rule 12b-2 of the Securities Exchange Act of 1934 \(§240.12b-2 of this chapter\).

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.

The Company held its Annual Meeting of Shareholders on May 10, 2021.  A total of 17,160,426 shares (approximately 83.2%) of the issued and outstanding shares of USANA common stock were represented by proxy or in person at the meeting.  The following matters were submitted and voted upon at the Annual Meeting:

1. USANA shareholders voted to elect seven individuals to the Board of Directors for the succeeding year as set forth below:
Name Number of<br><br> <br>Shares For Number of<br><br> <br>Shares<br><br> <br>Withheld Number of<br><br> <br>Shares<br><br> <br>Abstaining Broker<br><br> <br>Non-Votes
--- --- --- --- ---
Kevin G. Guest 15,770,017 361,161 - 1,029,248
Robert Anciaux 16,063,049 68,129 - 1,029,248
John T. Fleming 16,101,464 29,714 - 1,029,248
Gilbert A. Fuller 14,634,295 1,496,883 - 1,029,248
Peggie J. Pelosi 15,812,555 318,623 - 1,029,248
Frederic Winssinger 15,727,210 403,968 - 1,029,248
Timothy E. Wood, Ph. D. 15,811,677 319,501 - 1,029,248
2. USANA shareholders voted to ratify the Board’s selection of KPMG LLP as our independent registered public accounting firm for fiscal year 2021 as<br> set forth below:
--- ---
Number of<br><br> <br>Shares For Number of<br><br> <br>Shares<br><br> <br>Against Number of<br><br> <br>Shares<br><br> <br>Abstaining Broker<br><br> <br>Non-Votes
--- --- --- ---
17,110,356 26,191 23,879 -
3. USANA shareholders voted to approve, on an advisory basis, executive compensation as set forth below:
--- ---
Number of<br><br> <br>Shares For Number of<br><br> <br>Shares<br><br> <br>Against Number of<br><br> <br>Shares<br><br> <br>Abstaining Broker<br><br> <br>Non-Votes
--- --- --- ---
15,638,663 438,613 53,902 1,029,248

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.

USANA HEALTH SCIENCES, INC.
By: G. Douglas Hekking
G. Douglas Hekking, Chief Financial Officer

Date:  May 13, 2021