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 1, 2019

USANA HEALTH SCIENCES, INC.
(Exact name of registrant as specified in its charter)

Utah
(State or other jurisdiction of incorporation)

001-35024

 

87-0500306

(Commission File No.)

(IRS Employer Identification

 

Number)

3838 West Parkway Boulevard
Salt Lake City, Utah 84120

(Address of principal executive offices, Zip Code)

Registrant’s telephone number, including area code: (801) 954-7100


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:

⃞ 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))

⃞

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

⃞

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 5.07           Submission of Matters to a Vote of Security Holders.                  

The Company held its Annual Meeting of Shareholders on May 1, 2019.  A total of 21,265,274 shares (approximately 91.2%) of the issued and outstanding shares of USANA common stock were represented by proxy or in person at the meeting.  The following matters were submitted and voted upon at the Annual Meeting:

1.  USANA shareholders voted to elect seven individuals to the Board of Directors for the succeeding year as set forth below:

Name  

Number of
Shares For

 

Number
of Shares
Withheld

 

Number
of Shares
Abstaining

 

Broker
Non-Votes

 
Myron W. Wentz, PhD 19,191,686 501,455 - 1,572,133
Robert Anciaux 19,221,654 471,487 - 1,572,133
Gilbert A. Fuller 18,447,960 1,245,181 - 1,572,133
Kevin G. Guest 19,388,289 304,852 - 1,572,133
Feng Peng 19,384,730 308,411 - 1,572,133
Peggie J. Pelosi 19,576,129 117,012 - 1,572,133
Frederic Winssinger 19,384,695 308,446 - 1,572,133



2.  USANA shareholders voted to ratify the Board’s selection of KPMG LLP as our independent registered public accounting firm for fiscal year 2019 as set forth below:

Number of
Shares For

 

Number
of Shares
Withheld

 

Number
of Shares
Abstaining

 

Broker
Non-Votes

 
21,209,123 12,277 43,874 -



3.  USANA shareholders voted to approve, on an advisory basis, executive compensation as set forth below:

Number of
Shares For

 

Number
of Shares
Withheld

 

Number
of Shares
Abstaining

 

Broker
Non-Votes

19,202,797 443,645 46,699 1,572,133


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.

USANA HEALTH SCIENCES, INC.

 

 

 

 

By:

/s/ G. Douglas Hekking

 

G. Douglas Hekking, Chief Financial Officer

 

 

Date:

May 3, 2019