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0000912061
2020-01-06
2020-01-06
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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| January 6, 2020 | |
Date of Report (Date of earliest event reported) |
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NATURAL HEALTH TRENDS CORP.
(Exact name of registrant as specified in its charter)
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Delaware | 001-36849 | 59-2705336 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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Units 1205-07, 12F, Mira Place Tower A, 132 Nathan Road, Tsimshatsui, Kowloon, Hong Kong
(Address of principal executive offices, including zip code)
+852-3107-0800
(Registrant’s telephone number, including area code)
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 (see General Instruction A.2. below):
☐ 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 Exchange Act:
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, par value $0.001 per share | NHTC | The NASDAQ Stock Market LLC |
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
o 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 8.01 Other Events
Natural Health Trends Corp.’s (the “Company”) 2020 Annual Meeting of Stockholders (the “2020 Annual Meeting”) will be held on May 14, 2020 at a time and location to be set forth in the Company’s related proxy materials. The record date for the determination of stockholders entitled to receive notice of and to vote at the 2020 Annual Meeting shall be the close of business on March 18, 2020. Because the date of the 2020 Annual Meeting differs by more than thirty (30) days from the anniversary date of the 2019 Annual Meeting of Stockholders, which was held on June 19, 2019, the Company is providing this information in accordance with Rule 14a-5(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Deadline for Stockholder Proposals Submitted Pursuant to Rule 14a-8 of the Exchange Act
As noted above, the 2020 Annual Meeting date represents a change of more than thirty (30) days from the anniversary date of the 2019 Annual Meeting. As a result, pursuant to Rule 14a-8 under the Exchange Act, the Company has set a new deadline for the receipt of any stockholder proposals submitted pursuant to Rule 14a-8 of the Exchange Act. Such proposals must be received by the Company’s Corporate Secretary at the Company’s headquarters at Units 1205-07, 12F, Mira Place Tower A, 132 Nathan Road, Tsimshatsui, Kowloon, Hong Kong, Attention Timothy S. Davidson, on or before the close of business on January 18, 2020, which the Company has determined to be a reasonable time before it expects to begin to print and send its proxy materials and is also the time by which notice of proposals must be received pursuant to the Company’s Amended and Restated Bylaws. Such proposals also need to comply with the rules of the Securities and Exchange Commission regarding the inclusion of stockholder proposals in the Company’s proxy materials, as well as the Company’s Amended and Restated Bylaws, and may be omitted if not in compliance with applicable requirements.
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.
Date: January 8, 2020
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| NATURAL HEALTH TRENDS CORP. |
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| By: | /s/ Timothy S. Davidson |
| | Timothy S. Davidson |
| | Senior Vice President and Chief Financial Officer |