SEC Form 4 · accession 0001144204-17-014525
NATURES SUNSHINE PRODUCTS INC · NATR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Nelson Obus
10% Owner
WYNNEFIELD CAPITAL MANAGEMENT LLC
10% Owner
WYNNEFIELD CAPITAL INC
10% Owner
Joshua Landes
10% Owner
Period of report
Mar 10, 2017
Accepted (ET)
Mar 14, 2017 · 4:35 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000275053
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F4,F5 | Mar 10, 2017 | P | 2,941 | $9.89 | A | 677,686 | D | |
| Common StockF2 | Mar 10, 2017 | P | 4,644 | $9.89 | A | 1,022,543 | I | See footnote |
| Common StockF3 | Mar 10, 2017 | P | 1,720 | $9.89 | A | 426,241 | I | See footnote |
| Common StockF1,F4,F5 | Mar 13, 2017 | P | 1,200 | $9.83 | A | 678,886 | D | |
| Common StockF2 | Mar 13, 2017 | P | 1,894 | $9.83 | A | 1,024,437 | I | See footnote |
| Common StockF3 | Mar 13, 2017 | P | 701 | $9.83 | A | 426,942 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Wynnefield Partners Small Cap Value, L.P. (the "Reporting Person") directly beneficially owns 678,886 shares of common stock, no par value per share ("Common Stock") of Nature's Sunshine Products, Inc. Wynnefield Capital Management, LLC ("WCM"), as the sole general partner of the Reporting Person, has an indirect beneficial ownership interest in the shares of Common Stock that the reporting Person directly beneficially owns. WCM, located at the same address as the Reporting Person, is filing this Form jointly with the Reporting Person. Nelson Obus and Joshua Landes as co-managing members of WCM have an indirect beneficial ownership interest in the shares of Common Stock that the Reporting Person directly beneficially owns. Mr. Obus and Mr. Landes, each located at the same address as the Reporting Person, are filing this Form jointly with the Reporting person (see footnote 5).
- F2The Reporting Person has an indirect beneficial ownership interest in 1,024,437 shares of Common Stock, which are directly beneficially owned by Wynnefield Partners Small Cap Value, L.P. I ("WPSCVI"), as members of a group (a "13D Group") under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). WPSCVI, which maintains offices at the same address as the Reporting Person, is filing this Form jointly with the Reporting Person. WCM, as the sole general partner of WPSCVI, has an indirect beneficial ownership interest in the shares of Common Stock that WPSCVI directly beneficially owns. Mr. Obus and Mr. Landes, as co-managing members of Wynnefield Capital Management, LLC, have an indirect beneficial ownership interest in the shares of Common Stock that WPSCVI directly beneficially owns.
- F3The Reporting Person has an indirect beneficial ownership interest in 426,942 shares of Common Stock, which are directly beneficially owned by Wynnefield Small Cap Value Offshore Fund, Ltd. ("Offshore"), as members of a 13D Group. Offshore, located at the same address as the Reporting Person, is filing this Form jointly with the Reporting Person. Wynnefield Capital, Inc. ("WCI"), as the sole investment manager of Offshore, has an indirect beneficial ownership interest in the shares of Common Stock that Offshore directly beneficially owns. WCI, located at the same address as the Reporting Person, is filing this Form jointly with the Reporting Person. Mr. Obus and Mr. Landes, as principal executive officers of WCI have an indirect beneficial ownership interest in the shares of Common Stock that Offshore directly beneficially owns.
- F4The Reporting Person has an indirect beneficial ownership interest in 45,311 shares of Common Stock, which are directly beneficially owned by Wynnefield Capital, Inc. Profit Sharing Plan (the "Plan"), as members of a 13D Group. The Plan, located at the same address as the Reporting Person, is filing this Form jointly with the Reporting Person. WCI, as the sole investment manager of the Plan, has an indirect beneficial ownership interest in the shares of Common Stock that the Plan directly beneficially owns. WCI, located at the same address as the Reporting Person, is filing this Form jointly with the Reporting Person. Mr. Obus and Mr. Landes, as principal executive officers of WCI have an indirect beneficial ownership interest in the shares of Common Stock that the Plan beneficially owns.
- F5Mr. Obus and Mr. Landes disclaim beneficial ownership of the securities described in this statement, except to the extent of their individual pecuniary interest in such securities. The filing of this statement shall not be deemed an admission that Mr. Obus and Mr. Landes are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any securities specified in this statement.