Armstrong Kathryn Michelle 4

What Happened

• Kathryn Michelle Armstrong, Chief Scientific Officer of USANA Health Sciences (USNA), had 4,190 restricted stock units (RSUs) convert to common shares on February 27, 2026. Of those shares, 2,015 were withheld to cover tax liabilities, valued at $21.52 per share for a total withholding of $43,363.
• The RSU conversion/derivative exercise shows no cash exercise price (i.e., the award converted into shares rather than a paid option exercise). This is a routine vesting/event and not an open-market sale or purchase.

Key Details

• Transaction date: 2026-02-27.
• Conversion: 4,190 RSUs converted to common shares (derivative exercise, code M).
• Tax withholding: 2,015 shares withheld (code F) at $21.52 each = $43,363.
• Filing: Report filed 2026-03-03 (appears timely under Form 4 two-business-day rule).
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnotes: F1 — each restricted stock unit equals one share of USNA common stock; F2 — RSUs vest 25% on the anniversary of February 27, 2025.

Context

• This was a grant/vesting event (conversion of RSUs) with a portion of the shares withheld to satisfy tax withholding. That withholding is routine and does not represent an open-market sale driven by a decision to monetize shares.
• For retail investors, RSU vesting is a standard compensation event and shouldn’t be read as a directional insider trade (buy vs. sell).