8-K

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

June 7, 2023

Date of Report (Date of earliest event reported)

NU SKIN ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-12421	87-0565309
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

75 West Center Street

Provo, Utah 84601

(Address of principal executive offices and zip code)

(801) 345-1000

(Registrant's telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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
Class A Common Stock, $.001 par value	NUS	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.

On June 7, 2023, the following proposals were approved by the stockholders of Nu Skin Enterprises, Inc. (the “Company”) at the Company’s 2023 Annual Meeting of Stockholders:

• Election of nine directors to serve until their successors are duly elected and qualified at the next annual meeting of stockholders or until their earlier death, resignation or removal;

• Advisory approval of the Company’s executive compensation; and

• Ratification of the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.

In addition, a majority of the shares that were voted at the meeting voted to conduct future stockholder advisory votes on the Company’s executive compensation annually.

The voting results were as follows:

	For		Against		Abstain		Broker Non-Votes
Election of Directors
Emma S. Battle		42,411,705		473,899		22,817		2,696,438
Daniel W. Campbell		41,748,283		1,137,199		22,939		2,696,438
Andrew D. Lipman		41,855,064		1,030,431		22,926		2,696,438
Steven J. Lund		41,626,516		1,259,507		22,398		2,696,438
Ryan S. Napierski		41,995,463		890,323		22,635		2,696,438
Laura Nathanson		42,366,437		519,167		22,817		2,696,438
Thomas R. Pisano		41,883,585		1,002,201		22,635		2,696,438
Zheqing (Simon) Shen		42,688,814		196,671		22,936		2,696,438
Edwina D. Woodbury		42,691,074		194,702		22,645		2,696,438
Advisory Approval of the Company’s Executive Compensation		42,369,023		507,952		31,446		2,696,438
Ratification of PricewaterhouseCoopers LLP		44,751,013		829,330		24,516		0

	1 Year		2 Years		3 Years		Abstain		Broker Non-Votes
Advisory Vote on the Frequency of Future Stockholder Advisory Votes on the Company’s Executive Compensation		38,657,844		1,776,736		2,458,877		14,964		2,696,438

In light of these results, the Company intends to continue holding stockholder advisory votes on its executive compensation annually.

SIGNATURE

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.

	NU SKIN ENTERPRISES, INC.
	(Registrant)
	/s/ James D. Thomas
	James D. Thomas
	Chief Financial Officer
Date:  June 8, 2023

XML

Document and Entity Information	Jun. 07, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jun. 07, 2023
Entity File Number	001-12421
Entity Registrant Name	NU SKIN ENTERPRISES, INC.
Entity Central Index Key	0001021561
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	87-0565309
Entity Address, Address Line One	75 West Center Street
Entity Address, City or Town	Provo
Entity Address, State or Province	UT
Entity Address, Postal Zip Code	84601
City Area Code	801
Local Phone Number	345-1000
Title of 12(b) Security	Class A Common Stock, $.001 par value
Trading Symbol	NUS
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false