Page 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K Annual report pursuant to Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 for the fiscal year ended December 31 , 2020 OR Transition report under Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 for the transition period from to Commission file number 001-34483 NATURES SUNSHINE NATURE'S SUNSHINE PRODUCTS , INC . Utah ( State or other jurisdiction of incorporation or organization ) Securities registered pursuant to Section 12 ( b ) of the Act : Title of each class Common Stock , no par value ( Exact name of Registrant as specified in its charter ) 2901 West Bluegrass Blvd. , Suite 100 Lehi , Utah 84043 ( Address of principal executive offices and zip code ) ( 801 ) 341-7900 ( Registrant's telephone number , including area code ) Trading Symbol ( s ) NATR 87-0327982 ( IRS Employer Identification No. ) Name of each exchange on which registered Nasdaq Capital Market Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes ☐ No ☑ . Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes ☐ No ☑ . Indicate by check mark whether the registrant has ( 1 ) filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No . Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S - T ( § 232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes ☑ No ◎ Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , or a smaller reporting company . See the definitions of “ large accelerated filer , ” “ accelerated filer ” and “ smaller reporting company ” in Rule 12b - 2 of the Exchange Act . Large accelerated filer ☐ Non - accelerated filer ☐ Accelerated filer ☑ Smaller reporting company ☑ 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 . ☐ ☑ Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes ☐ No ☑ . The aggregate market value of the voting stock held by non - affiliates of the registrant on June 30 , 2020 was approximately $ 9,354,621 based on the closing price of $ 9.01 as quoted by Nasdaq Capital Market on June 28 , 2019. For the purposes of this disclosure only , the registrant has assumed that its directors , executive officers , and the beneficial owners of 10 % or more of the registrant's outstanding common stock are the affiliates of the registrant . The number of shares of Common Stock , no par value , outstanding on February 26 , 2021 is19,795,732 shares . EXPLANATORY NOTES Portions of the registrant's Definitive Proxy Statement to be filed with the Securities and Exchange Commission no later than 120 days after the end of the Registrant's year ended December 31 , 2020 , are incorporated by reference in Part III of this Annual Report on Form 10 - K .