SEC Form 4 · accession 0001209191-15-040500
NATURES SUNSHINE PRODUCTS INC · NATR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Willem Mesdag
Director · 10% Owner
RED MOUNTAIN CAPITAL PARTNERS LLC
10% Owner
RED MOUNTAIN PARTNERS, L.P.
10% Owner
RMCP GP LLC
10% Owner
RED MOUNTAIN CAPITAL MANAGEMENT INC
10% Owner
Period of report
May 6, 2015
Accepted (ET)
May 8, 2015 · 4:06 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 | May 6, 2014 | A | 3,876 | $0.00 | A | 15,075 | D | |
| Common StockF2,F3 | holding | — | — | — | 2,407,801 | I | See Footnote | |
| Common StockF2,F3 | holding | — | — | — | 28,076 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Director Stock Option (Right to Buy) | $2.35 | holding | — | — | — | Nov 6, 2009 | Sep 24, 2019 | Common Stock | 25,000 | 25,000 | D |
Explanation of responses
- F1These shares are in the form of restricted stock units, which vest in monthly installments from the initial grant date thru 05/06/2016. Each restricted stock unit represents the right to receive one share of NATR common stock.
- F2This Form 4 is jointly filed by (i) Red Mountain Partners, L.P. ("RMP"), (ii) RMCP GP LLC ("RMCP GP"), (iii) Red Mountain Capital Partners LLC ("RMCP LLC"), (iv) Red Mountain Capital Management, Inc. ("RMCM"), and (v) Mr. Mesdag. RMCP GP is the general partner of RMP. RMCP LLC is the managing member of RMCP GP. RMCM is the managing member of RMCP LLC. Mr. Mesdag is the president, sole executive officer, sole director and sole shareholder of RMCM. Mr. Mesdag is also a director of NATR. Each of Mr. Mesdag, RMCM, RMCP LLC and RMCP GP, by virtue of their direct or indirect control of RMP, may be deemed to beneficially own some or all of the securities reported as being held by RMP. Each of the reporting persons hereunder disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein.
- F3(Continued from footnote 2) This Form 4 shall not be deemed to be an admission that any reporting person hereunder is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.