Form 8-K

8-K — MANNATECH INC

Accession: 0001437749-26-017056

Filed: 2026-05-14

Period: 2026-05-14

CIK: 0001056358

SIC: 2833 (MEDICINAL CHEMICALS & BOTANICAL PRODUCTS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — mtex20260408_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ex_943065.htm)

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0001056358

2026-05-14

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): May 14, 2026

MANNATECH, INCORPORATED

(Exact Name of Registrant as Specified in its Charter)

Texas

000-24657

75-2508900

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1410 Lakeside Parkway, Suite 200

Flower Mound,

Texas

75028

(Address of Principal Executive Offices, including Zip Code)

Registrant’s Telephone Number, including Area Code:

(972)

471-7400

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

MTEX

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On May 14, 2026, Mannatech, Incorporated issued a press release announcing financial and operating results for the first quarter ended March 31, 2026. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number

Description

99.1*

Press Release, dated May 14, 2026, titled Mannatech Reports Financial Results for First Quarter 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

*Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

May 14, 2026

MANNATECH, INCORPORATED

By:

/s/ Landen Fredrick

Landen Fredrick

Chief Executive Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ex_943065.htm · Sequence: 2

ex_943065.htm

Exhibit 99.1

Mannatech Reports Financial Results for First Quarter 2026

(Flower Mound, Texas) May 14, 2026 - Mannatech, Incorporated (NASDAQ: MTEX), ("Mannatech" or "Company"), global health and wellness company committed to transforming lives to make a better world, today announced financial results for its first quarter of 2026.

First Quarter Results

•

Net sales for the three months ended March 31, 2026 were $24.9 million, a decrease of $1.6 million, as compared to the same period in 2025. On a Constant dollar basis (see Non-GAAP Measures, below) our net sales decreased $2.2 million, or 8.1%, and foreign exchange caused a $0.5 million increase in GAAP net sales as compared to the same period in 2025.

•

Gross profit as a percentage of net sales increased to 75.7% for the three months ended March 31, 2026, as compared to 74.3% for the same period in 2025.

•

For the three months ended March 31, 2026, selling and administrative expenses decreased by $0.7 million, or 7.3%, to $9.3 million, as compared to the same period in 2025. Selling and administrative expenses, as a percentage of net sales, for the three months ended March 31, 2026 decreased to 37.3% from 37.7% for the same period in 2025.

•

Loss from operations was $0.2 million for the three months ended March 31, 2026 as compared to $0.8 million in the same period in 2025.

•

Income tax expense was $0.2 million for the three months ended March 31, 2026 and 2025.

•

Net income was $1.0 million for the three months ended March 31, 2026, or $0.49 per diluted share, as compared to net loss of $1.5 million, or $0.80 per diluted share for the three months ended March 31, 2025.

•

As of March 31, 2026, the Company's cash and cash equivalents increased 13.4%, or $0.8 million, to $7.0 million from $6.2 million as of December 31, 2025.

•

The approximate number of new and continuing independent associate and preferred customer positions held by individuals in Mannatech’s network and associated with purchases of its products as of March 31, 2026 was approximately 111,000, as compared to 129,000 in the same period in 2025. Recruiting new associates and preferred customers decreased 15.6% in the first quarter of 2026 as compared to the first quarter of 2025.

Management's Statement

Changes in current trade policies, including with respect to tariffs, could affect our cost structure and profitability. While we take steps to mitigate or avoid these increased costs and disruptions, our ability to do so may be limited by operational and supply chain constraints and uncertainties, especially in the short term.

Non-GAAP Financial Measures

In addition to results presented in accordance with GAAP, this press release and related tables include certain non-GAAP financial measures, including a presentation of Constant dollar measures. The company discloses operating results that have been adjusted to exclude the impact of changes due to the translation of foreign currencies into U.S. dollars, including changes in: Net Sales, Gross Profit, and Loss from Operations.

The Company believes that these non-GAAP financial measures provide useful information to investors because they are an indicator of the strength and performance of ongoing business operations. The constant currency figures are financial measures used by management to provide investors with an additional perspective on trends. Although management believes the non-GAAP financial measures enhance investors’ understanding of their business and performance, these non-GAAP financial measures should not be considered an exclusive alternative to accompanying GAAP financial measures. Please see the accompanying table entitled "Non-GAAP Financial Measures" for a reconciliation of these non-GAAP financial measures.

Safe Harbor statement

This release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally can be identified by use of phrases or terminology such as “may,” “will,” “should,” "hope," “could,” “would,” “expects,” “plans,” “intends,” “anticipates,” “believes,” “estimates,” “approximates,” “predicts,” “projects,” “potential,” and “continues” or other similar words or the negative of such terminology. Similarly, descriptions of Mannatech’s objectives, strategies, plans, goals or targets contained herein are also considered forward-looking statements. Mannatech believes this release should be read in conjunction with all of its filings with the United States Securities and Exchange Commission and cautions its readers that these forward-looking statements are subject to certain events, risks, uncertainties, and other factors. Some of these factors include, among others, Mannatech’s inability to attract and retain associates and members, increases in competition, litigation, regulatory changes, and its planned growth into new international markets. Although Mannatech believes that the expectations, statements, and assumptions reflected in these forward-looking statements are reasonable, it cautions readers to always consider all of the risk factors and any other cautionary statements carefully in evaluating each forward-looking statement in this release, as well as those set forth in its latest Annual Report on Form 10-K, and other filings filed with the United States Securities and Exchange Commission, including its current reports on Form 8-K. All of the forward-looking statements contained herein speak only as of the date of this release.

^ Mannatech operates in China under a cross-border e-commerce platform that is separate from its network marketing model.

Individuals interested in Mannatech's products or in exploring its business opportunity can learn more at Mannatech.com.

Contact Information:

Erin K. Barta

General Counsel and Corporate Secretary

214-724-3378

ir@mannatech.com

www.mannatech.com

MANNATECH, INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS - (UNAUDITED)

(in thousands, except share and per share information)

March 31, 2026

December 31, 2025

ASSETS

Cash and cash equivalents

7,013

6,185

Restricted cash

134

550

Accounts receivable, net of allowance of $627 and $756

Income tax receivable

375

736

Inventories, net

9,674

10,123

Prepaid expenses and other current assets

2,481

1,701

Deferred commissions

1,513

1,280

Total current assets

21,200

20,576

Property and equipment, net

2,999

3,140

Operating lease right-of-use assets

2,836

3,292

Other assets

2,622

2,751

Long-term restricted cash

226

234

Total assets

29,883

29,993

LIABILITIES AND SHAREHOLDERS’ EQUITY

Commissions and incentives payable

7,111

7,118

Accrued expenses

3,263

3,128

Deferred revenue

3,270

3,086

Accounts payable

2,877

2,410

Current portion of operating lease liabilities

1,596

1,671

Taxes payable

677

1,029

Current notes payable

377

—

Current portion of finance lease liabilities

297

293

Total current liabilities

19,468

18,735

Long-term notes payable

2,750

Operating lease liabilities, excluding current portion

1,850

2,253

Other long-term liabilities

1,307

1,340

Finance lease liabilities, excluding current portion

312

388

Deferred tax liabilities, net

9,750

Total liabilities

35,437

35,216

Commitments and contingencies (Note 8)

Shareholders’ equity:

Preferred stock, $0.01 par value, 1,000,000 shares authorized, no shares issued or outstanding

—

Common stock, $0.0001 par value, 99,000,000 shares authorized, 2,742,857 shares issued and 1,929,670 shares outstanding as of March 31, 2026 and 2,742,857 shares issued and 1,900,930 shares outstanding as of December 31, 2025

—

Additional paid-in capital

32,638

33,032

Accumulated deficit

(13,074

)

(14,024

)

Accumulated other comprehensive loss

(6,224

)

(4,669

)

Treasury stock, at average cost, 813,187 shares as of March 31, 2026 and 841,927 shares as of December 31, 2025

(18,894

)

(19,562

)

Total shareholders’ equity

(5,554

)

(5,223

)

Total liabilities and shareholders’ equity

29,883

29,993

MANNATECH, INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - (UNAUDITED)

(in thousands, except per share information)

Three Months Ended

March 31,

2026

2025

Net sales

24,917

26,563

Cost of sales

6,056

6,827

Gross profit

18,861

19,736

Operating expenses:

Commissions and incentives

9,759

10,553

Selling and administrative expenses

9,282

10,016

Total operating expenses

19,041

20,569

Loss from operations

(180

)

(833

)

Interest expense, net

(104

)

(73

)

Other income (expense), net

1,395

(418

)

Income (loss) before income taxes

1,111

(1,324

)

Income tax expense

(161

)

(206

)

Net income (loss)

950

(1,530

)

Income (loss) per common share:

Basic

0.49

(0.80

)

Diluted

0.49

(0.80

)

Weighted-average common shares outstanding:

Basic

1,929

1,901

Diluted

1,931

1,901

Net sales by region for the three months ended March 31, 2026 and 2025 were as follows (in millions, except percentages):

Three Months Ended

March 31,

Region

2026

2025

Americas

6.7

26.9

9.0

33.8

Asia/Pacific

15.9

63.9

15.4

57.9

EMEA

2.3

9.2

2.2

8.3

Total net sales

24.9

100.0

26.6

100.0

Non-GAAP Financial Measures (Sales, Gross Profit and Loss from Operations in Constant Dollars)

To supplement its financial results presented in accordance with generally accepted accounting principles in the United States (“GAAP”), Mannatech discloses operating results that have been adjusted to exclude the impact of changes due to the translation of foreign currencies into U.S. dollars, including changes in: Net Sales, Gross Profit, and Loss from Operations. It refers to these adjusted financial measures as Constant dollar items, which are non-GAAP financial measures. The company believes these measures provide investors with an additional perspective on trends. To exclude the impact of changes due to the translation of foreign currencies into U.S. dollars, it calculates current year results and prior year results at a constant exchange rate, which is the prior year’s rate. Currency impact is determined as the difference between the actual GAAP results and the recalculated results for the current year at the Constant dollar rates.

The tables below reconcile first quarter 2026 Constant dollar net sales, gross profit and loss from operations to GAAP net sales, gross profit and loss from operations. (in millions, except percentages):

Three-month period ended

March 31, 2026

March 31, 2025

Constant $ Change

GAAP

Non-GAAP

GAAP

Measure:

Translation

Measure:

Total $

Adjustment

Constant $

Total $

Dollar

Percent

Net sales

24.9

(0.5

)

24.4

26.6

(2.2

)

(8.1

Gross profit

18.9

(0.4

)

18.5

19.7

(1.2

)

(6.2

Loss from operations

(0.2

)

(0.1

)

(0.3

)

(0.8

)

0.5

133.3

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