NATURAL ALTERNATIVES INTERNATIONAL, INC. (NASDAQ:NAII) Files An 8-K Other Events
ITEM 8.01 OTHER EVENTS.
On April 22, 2020 Shiva Stein (“Plaintiff”) filed a complaint in the Court of Chancery of the State of Delaware against the Company and the NAI Board, captioned Stein v. Davis et al., C.A. No. 2020-0301-AGB, alleging NAI stockholders had not approved the Company’s 2019 Omnibus Incentive Plan (the “2019 Plan”) at NAI’s most recent stockholder meeting notwithstanding the Company’s representation the 2019 Plan had received stockholder approval, and further alleged all awards issued to the 2019 Plan were invalid. Among other things, Plaintiff sought a declaration that the 2019 Plan was not approved by stockholders and is therefore void and rescinding the equity awards ostensibly granted under the 2019 Plan. While the Company and the Board deny completely all of the allegations of wrongdoing in the complaint, on April 27, 2020, NAI filed an amended Form 8-K with the Securities and Exchange Commission (“SEC”) in which it stated NAI stockholders had not approved the 2019 Plan and the defendants filed amended Forms 4 with the SEC reflecting the previously disclosed grants of stock, ostensibly to the 2019 Plan, had been canceled. As a result, Plaintiff agreed her claims were moot, and the Company agreed to pay $12,500 in fees and expenses to Plaintiff’s counsel. On July 2, 2020 the Court entered a Stipulation and Order providing Plaintiff’s action will be dismissed with prejudice only as to Plaintiff and the case will be closed. The Court has not passed on the amount of fees and expenses. Plaintiff’s Counsel are William J. Fields, of Fields Kupka & Shukurov LLP, (212) 231-1500, Gustavo Bruckner, of Pomerantz LLP (212) 661-1100, and P. Bradford deLeeuw, of deLeeuw Law LLC, (302) 274-2180. Counsel for the Company and the Board is Kristin N. Murphy, of Latham & Watkins LLP, (714) 755-8287.
About NATURAL ALTERNATIVES INTERNATIONAL, INC. (NASDAQ:NAII)
Natural Alternatives International, Inc. is a formulator, manufacturer and marketer of nutritional supplements. The Company operates through three segments: private-label contract manufacturing, patent and trademark licensing, and branded products. The private-label contract manufacturing segment primarily relates to the provision of private-label contract manufacturing services to companies that market and distribute nutritional supplements and other healthcare products. The patent and trademark licensing segment primarily includes direct raw material sales and royalty income from its license and supply agreements associated with the sale and use of beta-alanine under its CarnosSyn trade name. The branded products segment relates to the marketing and distribution of branded nutritional supplements and consists primarily of the products sold under its Pathway to Healing product line.