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NASDAQ: NAII NATURAL ALTERNATIVES INTERNATIONAL INC 8-K

NAII CEO LeDoux takes 46% U.S. salary cut, shifts half his time to Swiss subsidiary

Filed March 20, 2026 · Period ending March 18, 2026 · ~1 min read

4 key changes 2 high relevance 2 sections

Key Changes

  • high

    CEO Mark LeDoux's U.S. base salary slashed from $475,000 to $255,000 annually, effective May 1, 2026, alongside unspecified benefit reductions. He will receive 170,000 Swiss Francs from the Swiss subsidiary as Managing Director.

  • high

    LeDoux commits to spending at least half his time in Switzerland to expand worldwide revenue and enhance the Swiss subsidiary's customer service capabilities inside and outside the U.S.

  • medium

    Combined compensation from both roles intended to approximate previous total pay, but subject to Swiss Franc currency fluctuations against the dollar.

  • low

    LeDoux retains Board Chairmanship at both the parent company and Swiss subsidiary despite the restructured dual-employment arrangement.

Summary

Natural Alternatives International restructured CEO Mark LeDoux's compensation effective May 1, 2026, cutting his U.S. base salary by 46% to $255,000 while adding a concurrent Managing Director role at the Swiss subsidiary paying 170,000 Swiss Francs annually. The arrangement requires LeDoux to dedicate at least half his time to Swiss operations, signaling a strategic pivot toward international expansion and enhanced European capabilities. Retail investors should note this creates currency exposure in executive compensation and suggests management believes growth opportunities lie outside the U.S.

The combined pay is designed to match his previous total, but forex volatility could change that calculus. Watch upcoming quarterly results for evidence that the Swiss investment is generating the promised worldwide revenue expansion—if international sales don't accelerate, this restructuring may raise questions about strategic priorities and whether the CEO's divided attention impacts U.S. operations.

Section-by-Section Diff

Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation

~300 words

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.

2 Added
Added CEO dual employment arrangement high

Added in current filing · verify on EDGAR →

The NAI Amendment was made in connection with the CEO entering into an Employment Agreement to concurrently serve as the Managing Director of the registrant's wholly owned subsidiary Natural Alternatives International, Inc. Europe, a Swiss corporation, (the "NAIE Employment Agreement"). The NAIE Employment Agreement is also effective May 1, 2026, with a base salary of 170,000 CFH per year.

Mark LeDoux will simultaneously serve as CEO of the parent company and Managing Director of the Swiss subsidiary, receiving 170,000 Swiss Francs annually from the subsidiary. The combined compensation from both roles is intended to approximate his previous total compensation, subject to currency fluctuations.

Added CEO time allocation and strategic focus medium

Added in current filing · verify on EDGAR →

In connection with the NAIE Employment Agreement the CEO has committed to spend at least half his time in Switzerland. Mr. LeDoux will continue to serve as the Chairperson of the Board of Directors of both corporations.

The CEO will dedicate at least 50% of his time to the Swiss operations while maintaining his board chairmanship at both entities. This arrangement aims to expand worldwide revenue and enhance the Swiss subsidiary's capabilities to serve customers inside and outside the U.S.

Event · Item 9.01 — Financial Statements and Exhibits

~100 words

NAII disclosed amendments to CEO Mark LeDoux's employment agreements effective May 1, 2026.

2 Added
Added CEO employment agreement amendments medium

Added in current filing · verify on EDGAR →

Third Amendment to Employment Agreement by and between NAI and Mark A. LeDoux effective May 1, 2026.

The company filed a third amendment to CEO Mark LeDoux's employment agreement with Natural Alternatives International, effective May 1, 2026. The 8-K does not disclose the specific terms of the amendment, such as compensation changes, term extensions, or other modifications.

Added CEO European subsidiary employment agreement medium

Added in current filing · verify on EDGAR →

Employment Agreement by and between Natural Alternatives International Europe and Mark A. LeDoux effective May 1, 2026.

The company entered into a new employment agreement between its European subsidiary and CEO Mark LeDoux, also effective May 1, 2026. This suggests expanded responsibilities or formalized arrangements for the CEO's role in European operations, though specific terms are not disclosed in the 8-K.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 4, 2026 · How we verify