Lifevantage Corp Files 8-K on Security Holder Rights

TL;DR

LIVN filed an 8-K, changes to shareholder rights and bylaws. Check it out.

AI Summary

Lifevantage Corp. filed an 8-K on November 18, 2024, reporting material modifications to the rights of security holders and amendments to its articles of incorporation or bylaws. The filing also includes financial statements and exhibits. The company is incorporated in Delaware and its fiscal year ends on June 30.

Why It Matters

This filing indicates potential changes affecting Lifevantage Corp's security holders and corporate structure, requiring investor attention.

Risk Assessment

Risk Level: medium — Filings related to modifications of security holder rights and corporate bylaws can introduce uncertainty and impact stock value.

Key Numbers

• 0630 — Fiscal Year End (Indicates the end of the company's financial reporting year.)

Key Players & Entities

• Lifevantage Corp. (company) — Registrant
• November 18, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 001-35647 (identifier) — SEC File Number
• 90-0224471 (identifier) — IRS Number

FAQ

Key Financial Figures

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

Filing Documents

• lfvn-20241118.htm (8-K) — 30KB
• lfvn-certificateofterminat.htm (EX-3.1) — 16KB
• 0000849146-24-000146.txt ( ) — 177KB
• lfvn-20241118.xsd (EX-101.SCH) — 2KB
• lfvn-20241118_lab.xml (EX-101.LAB) — 23KB
• lfvn-20241118_pre.xml (EX-101.PRE) — 13KB
• lfvn-20241118_htm.xml (XML) — 3KB

03

Item 3.03. Material Modification of Rights of Security Holders. Effective August 28, 2024, the Rights Agreement dated August 30, 2023, between LifeVantage Corporation (the "Company") and Computershare Trust Company, N.A., as Rights Agent (the "Rights Agreement") expired in accordance with its terms. The Rights Agreement provided common stockholders of the Company with the right to purchase shares of the Company's Series A Junior Participating Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock") upon the terms and subject to the conditions set forth in the Rights Agreement. As a result, the stock purchase rights under the Rights Agreement have been terminated and are no longer effective. The information set forth under Item 5.03 of this Current Report on Form 8-K is incorporated into this Item 3.03 by reference.

03

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On November 18, 2024, in connection with the expiration of the Rights Agreement described in Item 3.03 above, the Company filed a Certificate of Elimination of Series A Junior Participating Preferred Stock of LifeVantage Corporation (the "Certificate of Elimination") with the Secretary of State of the State of Delaware. The Certificate of Elimination, which was effective upon filing, eliminated all matters set forth in the Certificate of Designation of Series A Junior Participating Preferred Stock of LifeVantage Corporation filed by the Company on August 30, 2023 (the "Certificate of Designation") with respect to the Series A Preferred Stock. No shares of Series A Preferred Stock were issued and outstanding at the time of the filing of the Certificate of Elimination. Such shares previously designated Series A Preferred Stock will be returned to the authorized but undesignated shares of the Company's preferred stock. The Certificate of Elimination became effective upon filing, and a copy is filed as Exhibit 3.1 to this Current Report on Form 8-K. The above description of the Certificate of Elimination is a summary and, as such, is qualified in its entirety by reference to the full text of the Certificate of Elimination, which is incorporated herein by reference.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 3.1 Certificate of Elimination of Series A Junior Participating Preferred Stock of LifeVantage Corporation, filed November 18, 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: November 19, 2024 By: LIFEVANTAGE CORPORATION /s/ Steven R. Fife Name: Steven R. Fife Title: President and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR