Lifevantage Reports Material Agreement & Officer Changes

Ticker: LFVN · Form: 8-K · Filed: Feb 15, 2024 · CIK: 849146

Lifevantage Corp 8-K Filing Summary
FieldDetail
CompanyLifevantage Corp (LFVN)
Form Type8-K
Filed DateFeb 15, 2024
Risk Levelmedium
Pages5
Reading Time6 min
Key Dollar Amounts$0.0001
Sentimentneutral

Sentiment: neutral

Topics: material-agreement, officer-changes, compensatory-arrangements

TL;DR

🚨 **Lifevantage just reported a new material agreement and officer changes, details pending!**

AI Summary

Lifevantage Corporation filed an 8-K on February 15, 2024, reporting events that occurred on February 14, 2024. The filing indicates the company entered into a material definitive agreement and experienced changes related to the departure or election of directors or certain officers, including compensatory arrangements for officers. Specific details regarding the parties involved, financial terms, or the individuals affected are not disclosed in this initial filing snippet.

Why It Matters

Material agreements and changes in leadership or compensation can significantly impact a company's strategic direction and financial health, influencing investor confidence and future performance.

Risk Assessment

Risk Level: medium — The filing indicates significant corporate events (material agreement, officer changes) which carry inherent risks and opportunities, but without specific details, the exact impact is unknown.

Key Players & Entities

  • Lifevantage Corp (company) — registrant
  • 03 Life Sciences (company) — organization name

FAQ

What was the date of the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing occurred on February 14, 2024.

What type of SEC filing is this document?

This document is a Form 8-K, which is a Current Report.

What are the primary items of information reported in this 8-K?

The primary items reported are "Entry into a Material Definitive Agreement" and "Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers."

What is the name of the registrant company?

The registrant company is Lifevantage Corporation.

When was this 8-K filed with the SEC?

This 8-K was filed as of February 15, 2024.

Filing Stats: 1,389 words · 6 min read · ~5 pages · Grade level 11.4 · Accepted 2024-02-15 16:05:24

Key Financial Figures

  • $0.0001 — ) of the Act: Common Stock, par value $0.0001 LFVN The Nasdaq Stock Market LLC Title

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On February 14, 2024 (the "Effective Date"), LifeVantage Corporation (the "Company") entered into a Cooperation Agreement (the "Agreement") with the entities and persons listed on Exhibit A thereto (collectively, the "Radoff Parties") and the entities and persons listed on Exhibit B thereto (collectively, the "Sudbury Parties," and together with the Radoff Parties, the "Stockholder Parties"). Concurrently with the execution of the Agreement, the Stockholder Parties irrevocably withdrew their demand to inspect certain books and records of the Company pursuant to Section 220 of the Delaware General Corporation Law (the "220 Demand") and any and all related materials and notices submitted to the Company in connection therewith or related thereto. Pursuant to the Agreement, the Company increased the size of its board of directors (the "Board") by one seat and appointed Dayton Judd to the Board and to the Audit Committee and the Nominating and Corporate Governance Committee of the Board. The Company further agreed to nominate Mr. Judd for election to the Board at the Company's fiscal year 2025 annual meeting of stockholders (the "2025 Annual Meeting"), at the Company's fiscal year 2026 annual meeting of stockholders (the "2026 Annual Meeting") and at any other meeting of the Company's stockholders held prior to the Termination Date (as defined below) at which directors are to be elected. The Company also agreed not to (a) nominate any incumbent directors serving on the Board as of the Effective Date other than Michael A. Beindorff, Steven R. Fife, Raymond B. Greer, Cynthia Latham, Darwin K. Lewis and Garry Mauro at the 2025 Annual Meeting, (b) nominate any incumbent directors serving on the Board as of the Effective Date other than Messrs. Beindorff, Fife, Greer and Lewis and Ms. Latham at the 2026 Annual Meeting and (c) unless there is a vacancy on the Board, nominate any incumbent directors serving on the Boar

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On February 15, 2024, the Company issued a press release announcing its entry into the Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information furnished pursuant to this Item 7.01, including Exhibit 99.1 furnished therewith, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information, including Exhibit 99.1, be deemed incorporated by reference in any filing under the Securities Act, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. The content of any URLs referenced in the press release are not incorporated into this Current Report on Form 8-K or any other filings with the U.S. Securities and Exchange Commission.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Cooperation Agreement, by and among the Company, the entities and persons listed on Exhibit A thereto, and the entities and persons listed on Exhibit B thereto, dated February 14, 2024. 99.1 Press Release, dated February 15, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: February 15, 2024 LIFEVANTAGE CORPORATION By: /s/ Steven R. Fife Name: Steven R. Fife Title: President and Chief Executive Officer

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