Amended Statement of Beneficial Ownership (sc 13d/a)
May 18 2021 - 9:59AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
NATURAL HEALTH
TRENDS CORP.
(Name of Issuer)
Common
Stock, par value $0.001 per share
(Title of Class of Securities)
63888P406
(CUSIP Number)
David R. Earhart
Gray Reed & McGraw LLP
1601 Elm Street, Suite 4600
Dallas, Texas 75201
(214) 954-4135
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Various
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement
on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box: x
Note: Schedules filed in paper format shall
include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies
are to be sent.
* The remainder of this cover page shall be filled
out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent
amendment containing information which would alter disclosures provided in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of
the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be
subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 63888P406
|
|
|
1. Names of Reporting
Persons.
GEORGE BROADY
|
2. Check the Appropriate
Box if a Member of a Group (See Instructions)
(a) ¨
(b) ¨
|
3. SEC Use Only
|
4. Source of Funds (See Instructions)
PF; OO
|
5. Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
N/A
|
6. Citizenship or Place
of Organization
UNITED STATES
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7. Sole Voting Power
690,099
|
8. Shared Voting Power
0
|
9. Sole Dispositive Power
690,099
|
10. Shared Dispositive Power
0
|
11. Aggregate Amount Beneficially
Owned by Each Reporting Person
690,099 (1)
|
12. Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
N/A
|
13. Percent of Class Represented
by Amount in Row (11)
6.0(2)
|
14. Type of Reporting Person
(See Instructions)
IN
|
(1)
|
Includes shares held by the George K. Broady 2012 Irrevocable Trust, of which Mr. Broady is the trustee
and a beneficiary.
|
(2) Based
on 11,422,539 Shares outstanding as of April 30, 2021.
CUSIP No. 63888P406
|
|
|
1. Names
of Reporting Persons.
GEORGE K. BROADY 2012 IRREVOCABLE TRUST
|
2. Check
the Appropriate Box if a Member of a Group (See Instructions)
(a) ¨
(b) ¨
|
3. SEC
Use Only
|
4. Source
of Funds (See Instructions)
WC; OO
|
5. Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
N/A
|
6. Citizenship
or Place of Organization
UNITED STATES
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7. Sole
Voting Power
0
|
8. Shared
Voting Power
690,099
|
9. Sole
Dispositive Power
0
|
10. Shared
Dispositive Power
690,099
|
11. Aggregate
Amount Beneficially Owned by Each Reporting Person
690,099
|
12. Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
N/A
|
13. Percent
of Class Represented by Amount in Row (11)
6.0%(1)
|
14. Type
of Reporting Person (See Instructions)
OO
|
(1) Based
on 11,422,539 Shares outstanding as of April 30, 2021.
Pursuant to Rule 13d-2 promulgated under the Act,
this Schedule 13D/A (this “Amendment No. 6”) amends and restates the Schedule 13D filed on November 4, 2011 (the “Original
Schedule 13D”), as previously amended.
Item 1. Security and Issuer.
This Statement on Schedule
13D (the “Statement”) relates to the shares of common stock, $0.001 par value per share (the “Shares”), of Natural
Health Trends Corp. (the “Issuer”). The address of the principal executive offices of the Issuer is Units 1205-07, 12F, Mira
Place Tower A, 132 Nathan Road, Tsimshatsui, Kowloon, Hong Kong.
Item 2. Identity and Background.
(a) This
Statement is filed by George Broady and the George K. Broady 2012 Irrevocable Trust (the “Trust”).
(b) The
principal business address of Mr. Broady and the Trust is 751 Canyon Drive, Suite 100, Coppell, Texas 75019.
(c) Mr.
Broady’s principal occupation is Chairman of the Board of SoloProtect US, LLC, whose principal business address is as set forth
in Item 2(b).
(d) During
the last five years, neither Mr. Broady nor the Trust has been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During
the last five years, neither Mr. Broady nor the Trust has been a party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding such person was or is subject to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such
laws.
(f) Mr.
Broady is a citizen of the United States of America. The Trust is organized under the laws of Texas.
Item 3. Source and Amount of Funds or Other
Consideration.
Mr. Broady purchased the Shares
acquired by him in various open-market transactions and transactions with the Issuer, since January 2007, with an aggregate of approximately
$3,000,000 of personal funds. An additional 93,000 Shares were granted to Mr. Broady by the Issuer in consideration of his service on
its board of directors. All of the Shares held by Mr. Broady were subsequently transferred to the Trust.
The Trust purchased the Shares
acquired by it in various open-market transactions since October 2013, with approximately $1,971,300.42 of funds contributed to the Trust
by Mr. Broady.
Item 4. Purpose of Transaction.
The Trust acquired the Shares
for investment purposes. Neither Mr. Broady nor the Trust have any plans or proposals with respect to any of the matters set forth in
paragraphs (a) through (j) of Item 4 of Schedule 13D. Based on various factors such as current or anticipated trading prices for the Shares,
market and industry conditions, the financial and operating condition of the Issuer, and the composition of the Issuer’s board of
directors, Mr. Broady and/or the Trust may acquire additional Shares or sell all or part of the Trust’s Shares, in their sole discretion,
in open market or private transactions without any prior notice to the Issuer.
Item 5. Interest in Securities of the Issuer.
(a) Mr.
Broady is deemed to beneficially own 690,099 Shares. All of the 690,099 Shares are held by the Trust, of which Mr. Broady is the trustee
and a beneficiary.
The 690,099 Shares beneficially
owned by Mr. Broady, including those held by the Trust, constitute approximately 6.0% of the Shares, based on a total of 11,422,539 Shares
outstanding as of April 30, 2021.
(b) Mr.
Broady has sole power to vote and dispose of 690,099 Shares beneficially held by him.
(c) There
have been no transactions effected with respect to the Shares by Mr. Broady and the Trust within the past sixty days of the date hereof.
(d) Not
applicable.
(e) Not
applicable.
Item 6. Contracts, Arrangements, Understandings
or Relationships With Respect to Securities of the Issuer.
The Trust has pledged 570,390
shares to secure a line of credit with The PrivateBank and Trust Company.
Item 7. Materials to be filed as Exhibits.
Not Applicable.
SIGNATURE
After reasonable inquiry and
to the best of my knowledge and belief, the undersigned certify that the information set forth in this Statement is true, complete and
correct.
|
/s/ George Broady
|
|
George Broady
|
|
GEORGE K. BROADY 2012 IRREVOCABLE TRUST
|
|
By:
|
/s/ George Broady
|
|
|
George Broady
|
|
|
Trustee
|
|
|
|
Natural Health Trends (NASDAQ:NHTC)
Historical Stock Chart
From Jun 2024 to Jul 2024
Natural Health Trends (NASDAQ:NHTC)
Historical Stock Chart
From Jul 2023 to Jul 2024