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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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NATURAL HEALTH TRENDS CORP (Name of Issuer) |
Common Stock, $0.001 par value (Title of Class of Securities) |
63888P406 (CUSIP Number) |
Chris Tahjiun Sharng c/o Natural Health Trends Corp., 609 Deep Valley Drive, Suite 395 Rolling Hills Estates, CA, 90274 310-541-0888 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
02/17/2026 (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.
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).
SCHEDULE 13D
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| CUSIP No. | 63888P406 |
| 1 |
Name of reporting person
Sharng Chris Tahjiun | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO, PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
443,323.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
5.2 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock, $0.001 par value |
| (b) | Name of Issuer:
NATURAL HEALTH TRENDS CORP |
| (c) | Address of Issuer's Principal Executive Offices:
609 DEEP VALLEY DRIVE, SUITE 395, ROLLING HILLS ESTATES,
CALIFORNIA
, 90274. |
| Item 2. | Identity and Background |
| (a) | This Schedule 13D is filed by Chris Tahjiun Sharng (the "Reporting Person") |
| (b) | The Reporting Person currently serves as President and as a member of the Board of Directors of the Issuer. The address of the principal office of the Reporting Person is c/o Natural Health Trends Corp., 609 Deep Valley Drive, Suite 395, Rolling Hills Estates, California 90274. |
| (c) | The Reporting Person currently serves as President and as a member of the Board of Directors of the Issuer. The address of the principal office of the Reporting Person is c/o Natural Health Trends Corp., 609 Deep Valley Drive, Suite 395, Rolling Hills Estates, California 90274. |
| (d) | During the last five years, Reporting Person has not (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding 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. |
| (e) | During the last five years, Reporting Person has not (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding 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) | The Reporting Person is a citizen of the United States of America. |
| Item 3. | Source and Amount of Funds or Other Consideration |
On February 17, 2016, the Issuer repurchased 2,935,227 shares of its Common Stock from the George K. Broady 2012 Irrevocable Trust and the Eleanor Jane Broady 2012 Irrevocable Trust. Solely as a result of the reduction in the number of shares of Common Stock outstanding following the repurchase, the Reporting Person's beneficial ownership exceeded five percent (5%).
Prior to the repurchase noted above, the Reporting Person acquired shares of the Company Common Stock through equity compensation granted to the Reporting Person in connection with his services to the Company and purchases of Company Common Stock using personal funds.
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| Item 4. | Purpose of Transaction |
The Reporting Person holds the shares of Common Stock reported in this Statement for general investment purposes. The Reporting Person is the President and a member of the Board of Directors of the Issuer. The Reporting Person may, from time to time, acquire additional, or dispose of, shares of Common Stock or other securities of the Issuer, in the Reporting Person's capacity as President, member of the Board or otherwise, or engage in discussions with the Issuer concerning investments in the Issuer. The Reporting Person intends to review his ownership of Common Stock on a continuing basis and, depending upon the price and availability of shares of Common Stock, subsequent developments affecting the Issuer, the Issuer's business and prospects, other investment and business opportunities available to him, general stock market and economic conditions, tax considerations and other factors considered relevant, the Reporting Person may decide at any time to increase or to decrease the size of his holdings of the Issuer's securities.
Other than as described above in this Item 4, the Reporting Person has no present plan or proposal relating to or that would result in any of the transactions or changes listed in Items 4(a) through 4(j) of Schedule 13D. However, as part of the ongoing evaluation of this investment and investment alternatives, the Reporting Person may consider such matters and, subject to applicable law and the policies of the Issuer, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make proposals to other members of management or the Board, other stockholders of the Issuer or third parties regarding such matters.
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| Item 5. | Interest in Securities of the Issuer |
| (a) | The information set forth on rows 11 and 13 of the cover page of this Schedule 13D is incorporated by reference. Percentages in this Statement are based on 8,577,848 outstanding shares of Common Stock following completion of the repurchase. |
| (b) | The information set forth in rows 7 through 10 of the cover page to this Schedule 13D is incorporated by reference. |
| (c) | The Reporting Person has not effected any transactions in the Common Stock during the past 60 days. |
| (d) | No person (other than the Reporting Person) is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock subject to this Schedule 13D. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
Not applicable. | |
| Item 7. | Material to be Filed as Exhibits. |
Not applicable. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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