Filing Analysis
Michael E. Fortin has resigned as Chief Financial Officer of Natural Alternatives International, Inc., effective May 15, 2026. The company's President, Kenneth E. Wolf, who previously served as CFO, will take over as the interim Principal Financial and Accounting Officer.
🚩 Red Flags
- Loss of a key executive officer (CFO).
📋 Key Facts
- Michael E. Fortin submitted his resignation as CFO on April 28, 2026.
- The resignation is effective May 15, 2026.
- Mr. Fortin is leaving to become CFO at another company for professional growth.
- President Kenneth E. Wolf will serve as interim Principal Financial and Accounting Officer.
- Kenneth E. Wolf was formerly the Company's Chief Financial Officer.
Natural Alternatives International (NAII) restructured CEO Mark A. LeDoux's employment agreement to support his dual role as Managing Director of the company's Swiss subsidiary. Effective May 1, 2026, his compensation will be split between the U.S. parent and the Swiss entity, with a requirement to spend at least 50% of his time in Switzerland.
📋 Key Facts
- CEO Mark A. LeDoux's U.S. base salary will be reduced from $475,000 to $255,000 per year effective May 1, 2026.
- LeDoux will concurrently serve as Managing Director of the Swiss subsidiary, Natural Alternatives International Europe (NAIE), with a base salary of 170,000 CHF.
- Total compensation is intended to remain approximately the same, subject to USD/CHF currency fluctuations.
- The CEO has committed to spending at least 50% of his time in Switzerland to expand worldwide revenue and Swiss operational capabilities.
- LeDoux will continue to serve as Chairperson of the Board for both the parent company and the Swiss subsidiary.
Natural Alternatives International, Inc. (NAI) entered into a Waiver and Release Agreement with Wells Fargo to address covenant defaults. The company failed to meet maximum net loss and fixed charge coverage ratio covenants during the first quarter of fiscal 2026.
🚩 Red Flags
- Covenant breach: Failure to meet net loss and fixed charge coverage ratio requirements indicates liquidity or profitability stress.
- Reliance on lender waivers to maintain credit facilities is a common precursor to restructuring or distressed financing needs.
📋 Key Facts
- Company violated maximum net loss and fixed charge coverage ratio covenants for the fiscal Q1 ended September 30, 2025.
- On December 17, 2025, NAI entered into a Waiver and Release Agreement with Wells Fargo Bank, National Association.
- The waiver covers all defaults related to the Credit Agreement (including Revolving Line of Credit Note, Term Note, Security Agreement, and Deed of Trust).
- The agreement was effective as of December 12, 2025.
Natural Alternatives International, Inc. held its Annual Meeting of Stockholders on December 5, 2025. All matters presented, including director elections and auditor ratification, were approved by stockholders.
📋 Key Facts
- Annual Meeting of Stockholders held on December 5, 2025.
- Alan G Dunn was elected to the Class II director position.
- Stockholders approved the First Amendment to the 2020 Omnibus Equity Incentive Plan.
- Haskell & White LLP was ratified as the independent registered public accounting firm for the fiscal year ending June 30, 2026.
- Advisory (non-binding) votes approved executive compensation and a three-year frequency for voting on executive compensation.
Natural Alternatives International, Inc. (NAI) entered into a new manufacturing agreement with its longtime customer, The Juice Plus+ Company, LLC. This agreement replaces an existing contract expiring in August 2025 and extends the business relationship through July 16, 2027.
📋 Key Facts
- Effective date of agreement: July 16, 2025
- Counterparty: The Juice Plus+ Company, LLC (longtime customer)
- Scope: Manufacturing and supply of products across 24 countries via NAI's European subsidiary.
- Term: Initial term expires on July 16, 2027.
- Replaces existing agreement set to expire August 6, 2025.
Natural Alternatives International, Inc. announced an amendment to the employment agreement of its Chief Financial Officer, Michael E. Fortin. The amendment primarily increases his annual base salary.
📋 Key Facts
- Effective Date: July 1, 2025
- Officer: Michael E. Fortin (CFO)
- Amendment Detail: Increased annual base salary to $365,000
- Original Agreement Date: October 1, 2015 (most recently amended July 1, 2021)
Natural Alternatives International, Inc. (NAI) has entered into a Sixth Amendment to its credit facility with Wells Fargo, extending the maturity date to December 31, 2026. The amendment reduces the maximum borrowing capacity and adds the company's Carlsbad powder processing facility as collateral.
🚩 Red Flags
- Reduction in liquidity/borrowing capacity (from $12.5M down to $10M).
- Increased collateralization: The company is pledging physical assets (powder processing facility) to secure the debt, which may limit future borrowing options.
📋 Key Facts
- Amended credit facility extension: Maturity date moved to December 31, 2026.
- Reduction in borrowing capacity: Maximum principal amount decreased from $12,500,000 to $10,000,000.
- New collateral: The company's powder processing facility in Carlsbad, CA is now added as security for the amended agreement.
- Involves multiple amendments: Sixth Amendment to Credit Agreement, Second Modification to Revolving Line of Credit Note, and First Modification of Deed of Trust.
Natural Alternatives International, Inc. held its Annual Meeting of Stockholders on December 6, 2024. The meeting resulted in the successful election of two Class I directors and the ratification of the company's independent auditor.
📋 Key Facts
- Annual Meeting of Stockholders held on December 6, 2024.
- Guru Ramanathan was elected to the Board of Directors (Class I) with 3,144,668 votes in favor.
- Mark A. LeDoux was elected to the Board of Directors (Class I) with 3,282,438 votes in favor.
- Ratification of Haskell & White LLP as independent registered public accounting firm for fiscal year ending June 30, 2025, received 4,468,314 votes in favor.