NU SKIN ENTERPRISES, INC.
For the period ended Dec 31, 2025. Filed Feb 13, 2026.
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FY2025 · Filed Feb 13, 2026
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Notes to Consolidated Financial Statements
| 1. | The Company |
Nu Skin Enterprises, Inc. (the “Company”) is a holding company, with Nu Skin being the primary operating unit. Nu Skin develops and distributes premium-quality, innovative beauty and wellness products that are sold worldwide. The Company reports revenue from nine segments, consisting of itsseven geographic Nu Skin segments—Americas, which includes Canada, Latin America and the United States; Southeast Asia/Pacific, which includes Indonesia, Malaysia, the Philippines, Singapore, Thailand, Vietnam, Australia, New Zealand, and other markets; Mainland China; Japan; Europe and Africa, which includes markets in Europe as well as South Africa; South Korea; and Hong Kong/Taiwan, which also includes Macau—andtwo Rhyz segments—Manufacturing, which includes manufacturing and packaging subsidiaries it has acquired; and Rhyz Other, which includes other investments by its Rhyz strategic investment arm (the Company’s subsidiaries operating within each segment are collectively referred to as the “Subsidiaries”). During the fourth quarter of 2025, the Company began pre-market activities in India, setting the operational foundation and infrastructure ahead of a full market opening anticipated in the back half of 2026. This market’sfinancial results, which are included in the Southeast Asia/Pacific segment in this report, were insignificant for 2025.
| 2. | Summary of Significant Accounting Policies |
Consolidation
The consolidated financial statements include the accounts of the Company and the Subsidiaries. All intercompany accounts and transactions are eliminated in consolidation.
Use of estimates
The preparation of these financial statements, in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), required management to make estimates and assumptions that affected the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results may differ from these estimates.
Reclassifications
Certain prior period amounts have been reclassified to conform with current presentation. The Company reclassified $25.6 million ofinterest expense from other income (expense), net to the interest expense line on the consolidated statement of income for the fiscal year 2023. The reclassification had no impact on net income for fiscal year 2023.
Cash and cash equivalents
Cash equivalents are short-term, highly liquid instruments with original maturities of 90 days or less.
Accounts receivable
Accounts receivable represents amounts owed to us through our operating activities and are presented net of allowance for credit losses. Accounts receivable for core Nu Skin consists primarily of credit card receivables, while accounts receivable for our Rhyz businesses consists primarily of trade receivables from customer sales. For the Company’s trade receivables from its Rhyz customers, the Company performs ongoing credit evaluations of its customers and maintains an allowance for expected credit losses. The allowance for expected credit losses represents the Company’s best estimate based on current and historical information, and reasonable and supportable forecasts of future events and circumstances.
Inventories
Inventories consist primarily of raw materials for the production of finished goods or merchandise purchased for resale and are stated at the lower of standard cost or net realizable value, using a standard cost method which approximates the first-in, first-out method. The Company records reserves on inventory that is damaged, expired, excess and slow-moving to cost of sales to establish a lower cost basis for that inventory. The Company had reserves of its inventory carrying value totaling $58.0 million and $84.0 million as of December 31, 2025 and 2024, respectively.
Inventories consist of the following (U.S. dollars in thousands):
| December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Raw materials | $94,944 | $121,929 |
| Finished goods | 83,699 | 68,313 |
| Total inventory, net | $178,643 | $190,242 |
Reserves of inventories consist of the following (U.S. dollars in thousands):
| 2025 | 2024 | 2023 | |
|---|---|---|---|
| Beginning balance | $84,006 | $83,378 | $37,267 |
| Additions (1) | 3,807 | 48,211 | 88,108 |
| Disposals | (29,855) | (47,583) | (41,997) |
| Ending balance | $57,958 | $84,006 | $83,378 |
| (1) | During the fourth quarter of 2024, the Company further executed on its product portfolio optimization initiative which resulted in an incremental inventory write-off charge of $38.8 million to the inventory carrying value. During the third quarter of 2023, the Company made the strategic decision to re-balance and narrow its product portfolio, which resulted in an incremental inventory write-off charge of $65.7 million. |
Prepaid expense and other
Prepaid expenses and other consist of the following (U.S. dollars in thousands):
| December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Deferred charges | $5,611 | $6,023 |
| Prepaid income tax | 23,639 | 11,532 |
| Prepaid inventory and import costs | 4,956 | 4,931 |
| Prepaid rent, insurance and other occupancy costs | 3,188 | 3,597 |
| Prepaid promotion and event cost | 4,669 | 5,818 |
| Prepaid other taxes | 18,683 | 3,237 |
| Derivative financial instruments | — | 4,708 |
| Prepaid software license | 13,688 | 15,118 |
| Deposits | 2,122 | 3,960 |
| Other | 13,114 | 13,719 |
| Total prepaid expense and other | $89,670 | $72,643 |
Property and equipment
Property and equipment are stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the following estimated useful lives:
| Buildings | 39 years |
|---|---|
| Furniture and fixtures | 5 - 7 years |
| Computers and equipment | 3 - 5 years |
| Leasehold improvements | Shorter of estimated useful life or lease term |
| Scanners | 3 years |
| Vehicles | 3 - 5 years |
Expenditures for maintenance and repairs are charged to expense as incurred. When an asset is sold or otherwise disposed of, the cost and associated accumulated depreciation are removed from the accounts and the resulting gain or loss is recognized in the statement of income. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. An impairment loss is recognized if the carrying amount of the asset exceeds its fair value.
Leases
The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, accrued expenses and operating lease liabilities on the consolidated balance sheets. Finance leases are included in other assets, accrued expenses and other liabilities on the consolidated balance sheets.
Operating lease ROU assets represent the Company’s right to use an underlying asset for the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. The Company uses its estimated incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The operating lease ROU assets also include any lease payments made and exclude lease incentives and initial direct costs incurred. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. Leases with a term of 12 months or less are not recorded on the balance sheet. The Company’s lease agreements do not contain any residual value guarantees.
The Company has lease agreements with lease and non-lease components. The Company accounts for the lease and non-lease components as a single lease component.
Goodwill and other intangible assets
Goodwill is recorded when the cost of acquired businesses exceeds the fair value of the identifiable net assets acquired. Goodwill and intangible assets with indefinite useful lives are not amortized, but are assessed for impairment annually on October 1. In addition, impairment testing is conducted when events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Goodwill and intangible assets with indefinite useful lives would be written down to fair value if considered impaired.
The Company may use either a qualitative or quantitative approach when testing a reporting unit’s goodwill for impairment. The qualitative approach for potential impairment analysis is performed by evaluating a number of qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit was less than its carrying amount. If the qualitative assessment indicates that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying value, the Company performs a quantitative assessment.
The quantitative approach for potential impairment analysis is performed by comparing the fair value of a reporting unit to its carrying value, including goodwill. Fair value is estimated by management using a combination of the income approach (which is based on a discounted cash flow model) and the market approach. Management’s cash flow projections include significant judgments and assumptions, including the amount and timing of expected cash flows, long-term growth rates, and discount rates. The cash flows used in the discounted cash flow model are based on the Company’s best estimate of future revenues, gross margins, and adjusted after-tax earnings. If any of these assumptions are incorrect, it will impact the estimated fair value of a reporting unit. The market approach also requires management judgment in selecting comparable companies, business acquisitions and the transaction values observed and its related control premiums.
In the fourth quarter of 2025, the carrying amount of goodwill at the date of the most recent annual impairment evaluation for the Manufacturing and Rhyz Other reporting unit was $78.9 million and $4.7 million, respectively. The Company performed a quantitative (step one) goodwill impairment analysis for its Manufacturing reporting unit which indicated its fair value exceeded its carrying values and thus, was not deemed impaired. The Company performed a qualitative impairment analysis for its Rhyz Other reporting unit which indicated it was more likely than not that its fair value exceeded its carrying value.
The impairment evaluation for indefinite-lived intangible assets consists of a qualitative assessment, similar to that for goodwill. If the qualitative assessment indicates it is more likely than not that the estimated fair value of an indefinite-lived intangible asset exceeds its carrying value, no further analysis is required, and the asset is not impaired.
Intangible assets with finite useful lives are amortized to their estimated residual values over such finite lives using the straight-line method and reviewed for impairment whenever events or circumstances warrant such a review.
Equity investments
The Company holds strategic investments in other companies. These investments are accounted for under the measurement alternative described in ASC 321, Investments - Equity Securities (“ASC 321”) for equity investments that do not have readily determinable fair values. These investments are measured at cost, less impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer. The Company does not exercise significant influence over these companies. These investments are carried on the consolidated balance sheets within Other Assets. Changes in fair value based on impairments or resulting from observable price changes are recorded in Other Income (expense), net on the consolidated statements of income. See Note 11 – Fair Value and Equity Investments, for further details around the Company’s equity investments.
Other assets
Other assets consist of the following (U.S. dollars in thousands):
| December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Deferred taxes | $171,717 | $174,249 |
| Deposits for noncancelable operating leases | 11,990 | 5,167 |
| Cash surrender value for life insurance policies | 48,410 | 44,091 |
| Finance lease, right-of-use asset, net | 7,686 | 9,541 |
| Equity investments | 14,311 | 35,726 |
| Long-term investments | 4,434 | 3,864 |
| Other | 21,639 | 25,370 |
| Total other assets | $280,187 | $298,008 |
Accrued expenses
Accrued expenses consist of the following (U.S. dollars in thousands):
| December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Accrued sales force commissions and other payments | $59,509 | $68,431 |
| Accrued income taxes | 7,349 | — |
| Accrued other taxes | 16,990 | 22,140 |
| Accrued payroll and other employee expenses | 25,081 | 28,774 |
| Accrued payable to vendors | 13,802 | 18,667 |
| Short-term operating lease liability | 18,440 | 17,922 |
| Short-term liability for deferred compensation plan | 3,436 | 4,419 |
| Accrued royalties | 548 | 574 |
| Sales return reserve | 2,295 | 5,548 |
| Deferred revenue | 12,737 | 15,688 |
| Reserve for other tax liabilities | 21,865 | — |
| Other | 35,499 | 35,645 |
| Total accrued expenses | $217,551 | $217,808 |
Other liabilities
Other liabilities consist of the following (U.S. dollars in thousands):
| December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Deferred tax liabilities | $310 | $345 |
| Reserve for other tax liabilities | 15,428 | 39,521 |
| Liability for deferred compensation plan | 41,423 | 38,568 |
| Finance lease liabilities | 6,346 | 8,251 |
| Asset retirement obligation | 3,873 | 3,312 |
| Other | 7,132 | 7,478 |
| Total other liabilities | $74,512 | $97,475 |
Revenue recognition
Net sales include products and shipping and handling charges, net of estimates for product returns and any related sales incentives. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring products. All revenue is recognized when we satisfy our performance obligations under the contract. The Company recognizes revenue by transferring the promised products to the customer, with revenue primarily recognized at shipping point, the point in time the customer obtains control of the products. The Company accounts for shipping and handling activities after control of a product is transferred toa customer as fulfillment costs and not as a separate performance obligation. A reserve for product returns is accrued based on historical experience totaling $2.3 million and $5.5 million as of December 31, 2025 and 2024, respectively. During the years ended December 31, 2025, 2024 and 2023, the Company recorded sales returns of $25.5 million, $36.7 million and $34.7 million, respectively. The majority of the Company’s contracts have a single performance obligation and are short term in nature. As a practical expedient, the Company has elected not to disclose the value of unsatisfied performance obligations for contracts with an expected length of less than one year. Sales taxes and value added taxes in foreign jurisdictions that are collected from customers and remitted to governmental authorities are accounted for on a net basis and therefore are excluded from net sales.
Contract Liabilities – Customer Loyalty Programs
Contract liabilities, recorded as deferred revenue within the accrued expenses line in the consolidated balance sheets, include loyalty point program deferrals with certain customers which are accounted for as a reduction in the transaction price and are generally recognized as points are redeemed for additional products.
The balance of deferred revenue related to contract liabilities was $7.2 million and $7.8 million as of December 31, 2025, and 2024, respectively. The contract liabilities impact to revenue for the years ended December 31, 2025, 2024 and 2023 was an increase of $0.6 million, $4.8 million and $6.1 million, respectively.
Disaggregation of Revenue
Please refer to Note 16 - Segment Information for revenue by segment and product line.
Arrangements with Multiple Performance Obligations
The Company’s contracts with customers may include multiple performance obligations. For such arrangements, which are immaterial to the current and prior period financial statements, the Company allocates revenues to each performance obligation based on its relative standalone selling price. The Company generally determines standalone selling prices based on the prices charged to customers for individual products sales to customers.
Shipping and handling costs
Shipping and handling costs are recorded as cost of sales and are expensed as incurred.
Advertising expenses
Advertising costs are expensed as incurred and are included in general and administrative expenses in the accompanying consolidated statements of income. Advertising expense incurred for the years ended December 31, 2025, 2024 and 2023 totaled $19.0 million, $17.4 million and $18.0 million, respectively.
Selling expenses
Selling expenses are the Company’s most significant expense and are classified as operating expenses. Selling expenses include commissions the Company pays to its Brand Affiliates, as well as salaries, service fees, benefits, bonuses and other labor and unemployment expenses the Company pays to its sales force in Mainland China. Selling expenses do not include amounts the Company pays to its sales force based on their personal purchases; rather, such amounts are reflected as reductions to revenue. The term “Brand Affiliates” refers to members of the Company’s independent sales force in all of the Company’s markets besides Mainland China. In each of the Company’s markets, except Mainland China, Sales Leaders can earn “multi-level” compensation under the Company’s global sales compensation plan, including commissions for product sales to their consumer groups as well as the product sales made through the sales network they have developed and trained. The Company does not pay commissions on sales materials.
Outside of Mainland China, the Company’s Brand Affiliates may make profits by purchasing the products from the Company at a discount and selling them to consumers with a mark-up. The Company does not account for nor pay additional commissions on these mark-ups received by Brand Affiliates. In many markets, the Company also allows individuals who are not members of its sales force, referred to as “preferred customers,” to buy products directly from the Company at a discount. The Company pays commissions on preferred customer purchases to the referring member of its sales force.
Research and development
Research and development costs are expensed as incurred and are included in general and administrative expenses in the accompanying consolidated statements of income and totaled $10.8 million, $13.0 million and $22.6 million in 2025, 2024 and 2023, respectively.
Deferred tax assets and liabilities
The Company accounts for income taxes in accordance with the Income Taxes Topic of the Financial Accounting Standards Codification. These standards establish financial accounting and reporting standards for the effects of income taxes that result from an enterprise’s activities during the current and preceding years. The Company takes an asset and liability approach for financial accounting and reporting of income taxes. The Company pays income taxes in many foreign jurisdictions based on the profits realized in those jurisdictions, which can be significantly impacted by terms of intercompany transactions between the Company and its foreign affiliates. Deferred tax assets and liabilities are created in this process. The Company has netted these deferred tax assets and deferred tax liabilities by jurisdiction. These deferred tax assets assume sufficient future earnings will exist for their realization and are calculated using anticipated tax rates. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be ultimately realized.
Uncertain tax positions
The Company files income tax returns in the U.S. federal jurisdiction, and in various state and foreign jurisdictions. In 2009, we entered into a voluntary program with the IRS called Compliance Assurance Process (“CAP”). Under the CAP program, the IRS audits the tax position of the Company to identify and resolve any tax issues that may arise throughout the tax year. In 2022 the IRS developed a new phase called “Bridge Plus.” Under Bridge Plus the taxpayer is required to provide book-to-tax reconciliations, credit utilization and other supporting documentation shortly after their audited financial statement is finalized. The Company has been selected for the Bridge Plus phase each year since the 2022 tax year. As of December 31, 2025, all open tax years except 2021 & 2024 have been audited and are effectively closed to further examination. For the tax year 2021, the Company was in the Bridge phase of the CAP program, pursuant to which the IRS did not accept disclosures, did not conduct reviews and did not provide letters of assurance for the year. There are limited circumstances that tax years in the Bridge phase will be opened for examination. For the tax year 2024, the company has provided all required documentation to the IRS and is waiting for the IRS to issue their Full Acceptance Letter to indicate the audit is complete and the period is closed. With a few exceptions, we are no longer subject to state and local income tax examination by tax authorities for the years before 2022. Foreign jurisdictions have varying lengths of statutes of limitations for income tax examinations. Some statutes are as short asthree years and in certain markets may be as long asten years. The Company is currently under examination in certain foreign jurisdictions; however, the outcomes of those reviews are not yet determinable.
A reconciliation of the beginning and ending amount of unrecognized tax benefits included in other liabilities is as follows (U.S. dollars in thousands):
| 2025 | 2024 | 2023 | |
|---|---|---|---|
| Gross balance at January 1 | $25,866 | $22,002 | $23,099 |
| Increases related to prior year tax positions | 551 | 2,858 | 180 |
| Increases related to current year tax positions | 2,421 | 5,354 | 3,065 |
| Settlements | (8,244) | (2,299) | (2,378) |
| Decreases due to lapse of statutes of limitations | (307) | (489) | (1,284) |
| Currency adjustments | 1,525 | (1,560) | (680) |
| Gross balance at December 31 | $21,812 | $25,866 | $22,002 |
At December 31, 2025, the Company had $21.8 million in unrecognized tax benefits, all of which, if recognized, would affect the effective tax rate. In comparison, at December 31, 2024, the Company had $25.9 million in unrecognized tax benefits, all of which, if recognized, would affect the effective tax rate. The Company’s unrecognized tax benefits relate to multiple foreign and domestic jurisdictions. Potential changes in unrecognized tax benefits can arise from the multiple jurisdictions in which the Company operates, as well as the expiration of various statutes of limitation and possible completion of tax examinations.
During the years ended December 31, 2025, 2024, and 2023 the Company recognized $1.8 million, $0.7 million, and $0.6 million, respectively, in interest and penalties expenses related to uncertain tax positions. The Company had $15.5 million, $13.7 million, and $13.0 million of accrued interest and penalties related to uncertain tax positions at December 31, 2025, 2024, and 2023, respectively. Interest and penalties related to uncertain tax positions are recognized as a component of income tax expense.
Net income per share
Net income per share is computed based on the weighted-average number of common shares outstanding during the periods presented. Additionally, diluted earnings per share data gives effect to all potentially dilutive common shares that were outstanding during the periods presented (Note 9).
Foreign currency translation
A significant portion of the Company’s business operations occurs outside of the United States. The local currency of each of the Company’s Subsidiaries is considered its functional currency, except for the Company’s subsidiaries in Singapore and countries deemed highly inflationary where the U.S. dollar is used. All assets and liabilities are translated into U.S. dollars at exchange rates existing at the balance sheet dates, revenue and expenses are translated at weighted-average exchange rates and stockholders’ equity is recorded at historical exchange rates. The resulting foreign currency translation adjustments are recorded as a separate component of stockholders’ equity in the consolidated balance sheets and transaction gains and losses are included in other income (expense), net in the consolidated statements of income. Net of tax, the accumulated other comprehensive loss related to the foreign currency translation adjustments are $116.1 million (net of tax of $7.8 million), $128.4 million (net of tax of $7.8 million), and $110.0 million (net of tax of $7.4 million), at December 31, 2025, 2024 and 2023, respectively.
Classification of a highly inflationary economy
A market is considered to have a highly inflationary economy if it has a cumulative inflation rate of approximately 100% or more over a three-year period as well as other qualitative factors including historic inflation rate trends (increasing and decreasing), the capital intensiveness of the operation and other pertinent economic factors. The functional currency in highly inflationary economies is required to be the functional currency of the entity’s parent company, and transactions denominated in the local currency are remeasured to the functional currency. The remeasurement of local currency into U.S. dollars creates foreign currency transaction gains or losses, which the Company includes in its consolidated statements of income.
In the second quarter of 2018, published inflation indices indicated that the three-year cumulative inflation in Argentina exceeded 100 percent, and as of July 1, 2018, we elected to adopt highly inflationary accounting for our subsidiary in Argentina. Under highly inflationary accounting, Argentina’s functional currency became the U.S. dollar, and its income statement and balance sheet have been measured in U.S. dollars using both current and historical rates of exchange. The effect of changes in exchange rates on peso-denominated monetary assets and liabilities has been reflected in earnings in other income (expense), net and was not material. As of December 31, 2025, and 2024, Argentina had a small net peso monetary position. Net sales of Argentina were less than 4 percent of our consolidated net sales for the years ended December 31, 2025, 2024 and 2023.
Fair value of financial instruments
The carrying value of financial instruments including cash and cash equivalents, accounts receivable and accounts payable approximate fair values due to the short-term nature of these instruments. The Company’s current investments as of December 31, 2025 include certificates of deposits and pre-refunded municipal bonds that are classified by management as held-to-maturity as the Company had the positive intent and ability to hold to maturity. The carrying value of these current investments approximate fair values due to the short-term nature of these instruments. As of December 31, 2025 and 2024, the fair value of debt was $225.0 million and $395.0 million, respectively. The fair value of the Company’s debt is estimated using level 2 inputs based on interest rates available for debt with similar terms and remaining maturities.
The FASB Codification defines fair value as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. On a quarterly basis, the Company measures at fair value certain financial assets, including cash equivalents. Accounting standards specify a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs have created the following fair-value hierarchy:
| ● | Level 1 – quoted prices in active markets for identical assets or liabilities; |
| ● | Level 2 – inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; |
| ● | Level 3 – unobservable inputs based on the Company’s own assumptions. |
Accounting standards permit companies, at their option, to measure many financial instruments and certain other items at fair value. The Company has elected not to apply the fair value option to existing eligible items.
Stock-based compensation
All share-based payments, including grants of stock options and restricted stock units, are required to be recognized in the Company’s financial statements based upon their respective grant date fair values. The Black-Scholes option-pricing model is used to estimate the fair value of stock options. The determination of the fair value of stock options is affected by the Company’s stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate and expected dividends. The Company uses historical volatility as the expected volatility assumption required in the Black-Scholes model. The expected life of the stock options is based on historical data trended into the future. The risk-free interest rate assumption is based on observed interest rates appropriate for the expected terms of the Company’s stock options. The fair value of the Company’s restricted stock units is based on the closing market price of its stock on the date of grant less the Company’s expected dividend yield. The Company recognizes stock-based compensation net of actual forfeitures over the requisite service period of the award.
The total compensation expense related to equity compensation plans was $18.7 million, $14.8 million and $15.6 million for the years ended December 31, 2025, 2024 and 2023, respectively. In 2025, 2024 and 2023, there wereno reversals of expense associated with changes in thenumber of performance based awards expected to vest. For the years ended December 31, 2025, 2024 and 2023, all stock-based compensation expense was recorded within general and administrative expenses.
Reporting comprehensive income
Comprehensive income is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources, and it includes all changes in equity during a period except those resulting from investments by owners and distributions to owners.
Derivative instruments and hedging activities
FASB ASC 815, Derivatives and Hedging (“ASC 815”), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments.
As required by ASC 815, the Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting.
In accordance with the FASB’s fair value measurement guidance in ASU 2011-04, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio.
Recent accounting pronouncements
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The guidance requires disclosure of disaggregated income taxes paid, prescribes standardized categories for the components of the effective tax rate reconciliation, and modifies other income tax-related disclosures. ASU 2023-09 is effective for the Company’s annual periods beginning January 1, 2025. The Company adopted this standard prospectivelyand included the additional required disclosuresfor the annual period ended December 31, 2025. See Note 12 - Income Taxes for further information.
In November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Topic 220). This standard requires disclosure of specific information about costs and expenses. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027. The Company is currently evaluating the potential effect that the updated standard will have on its financial statement disclosures.
In January 2025, the FASB issued ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. This update clarifies the effective date of ASU 2024-03 (Disaggregation of Income Statement Expenses) to require all public business entities to adopt the guidance for annual periods beginning after December 15, 2026, and interim periods within annual periods beginning after December 15, 2027; early adoption is permitted. The Company is evaluating the impact of these disclosure requirements and the timing of adoption.
In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The amendments remove references to development “stages,” clarify the probable-to-complete threshold for capitalization of internal-use software costs, relocate website development guidance into Subtopic 350-40, and require that capitalized internal-use software costs follow Topic 360 disclosure requirements regardless of balance-sheet presentation. The amendments are effective for annual periods beginning after December 15, 2027, and interim periods within those annual periods; early adoption is permitted as of the beginning of an annual period. Entities may adopt the guidance prospectively, retrospectively, or using a modified prospective transition approach. The Company is evaluating the impact of this guidance and the available transition alternatives on its consolidated financial statements and disclosures.
| 3. | Held for Sale |
Assets and liabilities to be disposed of by sale are classified as “held for sale” if their carrying amounts are principally expected to be recovered through a sale transaction rather than through continuing use. The classification occurs when the disposal group is available for immediate sale and the sale is probable. These criteria are generally met when an agreement to sell exists, or management has committed to a plan to sell the assets within one year. Disposal groups are measured at the lower of carrying amount or fair value less costs to sell, and long-lived assets included within the disposal group are not depreciated or amortized. The fair value of a disposal group, less any costs to sell, is assessed each reporting period it remains classified as held for sale and any remeasurement to the lower of carrying value or fair value less costs to sell is reported as an adjustment to the carrying value of the disposal group. When the net realizable value of a disposal group increases during a period, a gain can be recognized to the extent that it does not increase the value of the disposal group beyond its original carrying value when the disposal group was reclassified as held for sale.
On January 2, 2025, the Company completed the sale of its Mavely entity to Clout.io Holdings, Inc. for $230 million in cash and shares of the purchaser’s common stock, subject to certain adjustments as set forth in the purchase agreement, including post-closing determination of net working capital and other elements of the purchase price. Following the completion of certain payments to other equity holders in Mavely and the payment of certain transaction expenses, the Company received net proceeds of $193.7 million and equity interest with an estimated fair value of $6.1 million. In the second quarter of 2025, the Company received an additional payment of $2.7 million and in the third quarter of 2025 received an additional $1.7 million. The estimated fair value of equity interest was based on observable price changes and is classified as a level 3 fair value measurement and is accounted for under the measurement alternative described in ASC 321-10-35-2 for equity securities that lack readily determinable fair values. In the first quarter of 2025, the Company recorded a gain on sale of $176.2 million.
During the first quarter of 2025, the Company recorded $5.2 million of stock-based compensation expense related to profit interest units issued to the Mavely founders. This expense should have been recorded in the fourth quarter of 2024 when the performance conditions became probable of vesting. The impact of the adjustment to correct this item was immaterial to the current and prior period financial statements.
As of December 31, 2024, the Mavely disposal group, consisting of $26.9 million of current assets, $22.2 million of long-term assets, $13.9 million of current liabilities and $1.3 million of long-term liabilities within the Company’s Rhyz Other segment, was classified as “Current assets held for sale”, “Long-term assets held for sale”, “Current liabilities held for sale” and “Long-term liabilities held for sale” in the Consolidated Balance Sheet. The Company determined that as of December 31, 2024, the disposal group met the criteria for classification as held for sale but did not meet the criteria for classification as discontinued operations. The Company recognized income (loss) before provision for income taxes for the Mavely disposal group of $0, $9.0 million and $(7.7) million for the years ended December 31, 2025, 2024 and 2023, respectively.
The total assets and liabilities of the Mavely disposal group that met the classification of held for sale in the Company’s Consolidated Balance sheet are as follows (U.S. dollars in thousands):
| Assets | |
|---|---|
| Current assets | |
| Accounts receivable, net | $26,455 |
| Prepaid expenses and other | 481 |
| Total current assets held for sale | 26,936 |
| Property and equipment, net | 1,668 |
| Goodwill | 12,602 |
| Other intangible assets, net (1) | 7,934 |
| Total long-term assets held for sale | $22,204 |
| Liabilities | |
| Current liabilities | |
| Accounts payable | $208 |
| Accrued expenses | 13,711 |
| Total current liabilities held for sale | 13,919 |
| Other liabilities | 1,325 |
| Total long-term liabilities held for sale | 1,325 |
| (1) | Net of accumulated amortization of $8.4 million as of December 31, 2024. |
| 4. | Property and Equipment |
Property and equipment are comprised of the following (U.S. dollars in thousands):
| December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Land | $41,600 | $41,362 |
| Buildings | 307,229 | 302,645 |
| Construction in progress(1) | 14,801 | 13,541 |
| Furniture and fixtures | 134,933 | 129,627 |
| Computers and equipment | 163,641 | 138,855 |
| Leasehold improvements | 98,039 | 98,516 |
| Scanners | 6,486 | 6,337 |
| Vehicles | 1,660 | 1,667 |
| 768,389 | 732,550 | |
| Less: accumulated depreciation | (391,221) | (352,955) |
| $377,168 | $379,595 | |
| (1) | Construction in progress includes $5.3 million and $5.2 million as of December 31, 2025 and 2024, respectively, of eligible capitalized internal-use software development costs which will be reclassified to computers and equipment when placed into service. |
Depreciation of property and equipment totaled $43.9 million, $56.2 million and $57.7 million for the years ended December 31, 2025, 2024 and 2023, respectively. The Company recorded impairments of $36.6 million for the year ended December 31, 2024, in connection with our 2023 restructuring plan, see Note 18 –Restructuring and Severance Charges.
| 5. | Goodwill |
The Company’s reporting units for goodwill are its operating segments, which are also its reportable segments, with the exception of Rhyz Other. The Rhyz Other segment is made up oftwo reporting units, which had goodwill of $4.7 million and $0, respectively, as of both December 31, 2025 and December 31, 2024.
The following table presents goodwill allocated to the Company’s reportable segments for the periods ended December 31, 2025 and 2024 (U.S. dollars in thousands):
| Nu Skin · Rhyz | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Americas | Southeast Asia/Pacific | Mainland China | Japan | Europe & Africa | South Korea | Hong Kong/ Taiwan | Manufacturing | Rhyz Other | Total Segments | |
| Goodwill as of December 31, 2025 | $— | $— | $— | $— | $— | $— | $— | $78,875 | $4,750 | $83,625 |
| Goodwill as of December 31, 2024 | $— | $— | $— | $— | $— | $— | $— | $78,875 | $4,750 | $83,625 |
Accumulated impairment losses for each segment as of December 31, 2025 and December 31, 2024 are as follows:
| Nu Skin · Rhyz | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Americas | Southeast Asia/Pacific | Mainland China | Japan | Europe & Africa | South Korea | Hong Kong/ Taiwan | Manufacturing | Rhyz Other | Total Segments | |
| Accumulated impairment losses | $9,449 | $18,537 | $32,179 | $16,019 | $2,875 | $29,261 | $6,634 | $— | $19,587 | $134,541 |
All of the Company’s goodwill is recorded in U.S. dollar functional currency and allocated to the respective segments. Goodwill is not amortized; rather, it is subject to annual impairment tests.
During the three months ended June 30, 2024, the Company determined that the continued decline in the Company’s stock price and corresponding decrease in market capitalization as well as declines in some of the Company’s reporting units’ forecasts were triggering events that required the Company to perform a quantitative impairment analysis for all reporting units. Based on the analysis, the Company concluded the estimated fair values of certain of its reporting units were less than their carrying values of equity as June 30, 2024. As a result, the Company recorded non-cash goodwill impairment charges of $130.9 million within restructuring and impairment expenses on the consolidated statement of income during the three months ended June 30, 2024. The impairment charges were $9.4 million for the Americas segment, $32.2 million for the Mainland China segment, $18.5 million for the Southeast Asia/Pacific segment, $16.0 million for the Japan segment, $29.3 million for the South Korea segment, $2.9 million for the Europe & Africa segment, $6.6 million for the Hong Kong/Taiwan segment and $15.9 million for the BeautyBio reporting unit within the Rhyz Other segment. As part of the Company’s impairment analysis, the fair values of the reporting units were determined using the income approach. The income approach used level 3 inputs and utilized management estimates related to revenue growth rates, profitability margins, estimated future cash flows and discount rates.
During the three months ended September 30, 2024, the Company determined that the continued decline in the Company’s stock price and corresponding decrease in market capitalization were a triggering event that required the Company to perform a quantitative impairment analysis for the Manufacturing and Rhyz Other reporting units. Based on the analysis, the Company concluded the fair value of the Manufacturing and Rhyz Other reporting units were in excess of their carrying amounts and no impairment charge was required at that time.
During the fourth quarter of 2024, the continued decline in our BeautyBio reporting unit forecast was a triggering event that required us to perform a quantitative analysis. As a result, we concluded the estimated fair value of our BeautyBio reporting unit was less than its carrying value and as a result recorded a non-cash goodwill impairment charge of $3.6 million.
| 6. | Other Intangible Assets |
Other intangible assets consist of the following (U.S. dollars in thousands):
| Carrying Amount at December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Indefinite life intangible assets: | ||
| Trademarks and trade names | $24,599 | $24,599 |
| December 31, 2025 · December 31, 2024 · Weighted-average | |||||
|---|---|---|---|---|---|
| Finite life intangible assets: | Gross Carrying Amount | Accumulated Amortization | Gross Carrying Amount | Accumulated Amortization | Amortization Period |
| Scanner technology | $40,716 | $40,716 | $40,716 | $40,716 | 18 years |
| Developed technology | 34,766 | 29,815 | 36,526 | 28,254 | 16 years |
| Sales force network | 11,598 | 11,598 | 11,598 | 11,598 | 15 years |
| Trademarks | 7,467 | 4,673 | 26,386 | 5,789 | 13 years |
| Customer relationships | 35,649 | 31,420 | 40,718 | 28,141 | 8 years |
| Other | 19,127 | 13,086 | 19,777 | 11,544 | 13 years |
| $149,323 | $131,308 | $175,721 | $126,042 | 14 years | |
Amortization of finite-life intangible assets totaled $7.1 million, $12.3 million and $11.9 million for the years ended December 31, 2025, 2024 and 2023, respectively.
The estimated annual amortization expense for each of the five succeeding fiscal years are as follows (U.S. dollars in thousands):
| Year Ending December 31, | |
|---|---|
| 2026 | $6,342 |
| 2027 | 4,175 |
| 2028 | 3,912 |
| 2029 | 1,599 |
| 2030 | 778 |
Indefinite life intangible assets are not amortized, rather they are subject to annual impairment tests. Finite life intangibles are amortized over their useful lives. The Company reviews long-lived assets for impairment when performance expectations, events or change in circumstances indicate that the assets’ carrying value may not be recoverable. The evaluation is performed at the lowest level of identifiable cash flows by comparing the carrying value of the asset group to the net undiscounted cash flows. If the evaluation indicates that the carrying amount of the assets may not be recoverable, any potential impairment is measured based upon the fair value of the related asset group.
During the second quarter of 2024, based on continued losses and change in forecasted losses associated with the BeautyBio retail asset group within the Rhyz Other segment, the Company concluded that these factors were an interim triggering event. As a result, the Company performed an interim impairment test of the asset group and assessed the recoverability of the related asset group by comparing the carrying value of the retail asset group to the net undiscounted cash flow expected to be generated. The recoverability test indicated that the retail asset group was impaired. The Company concluded the retail asset group’s carrying value exceeded its estimated fair value, which was determined utilizing the discounted projected future cash flows, which resulted in an impairment charge. The estimated fair value was based on expected future cash flows using level 3 inputs and utilized management estimates related to revenue growth rates, profitability margins and discount rates. The Company recorded an impairment charge of $10.1 million for its Rhyz Other segment during the three months ended June 30, 2024 within restructuring and impairment expenses on the consolidated statement of income. Following the impairment, the retail asset group has a remaining carrying value of $2.3 million with a remaining amortization period of approximately 9 years.
During the first quarter of 2025, the Company decided to make a strategic shift in how it operates the BeautyBio asset group. These strategy changes included exiting certain sales channels which reduced the forecasted revenues for BeautyBio. The Company concluded these actions were an interim impairment triggering event. As a result, the Company performed an interim impairment test of the asset group and assessed the recoverability of the related asset group by comparing the carrying value of the asset group to the net undiscounted cash flow expected to be generated. The recoverability test indicated that the asset group was impaired. The Company concluded the asset group’s carrying value exceeded its estimated fair value, which was determined utilizing the discounted projected future cash flows, which resulted in an impairment charge. The estimated fair value was based on expected future cash flows using level 3 inputs and utilized management estimates related to revenue growth rates, profitability margins and discount rates. As a result, during the three months ended March 31, 2025, the Company recorded an impairment charge of $25.1 million on the BeautyBio asset group, which is part of its Rhyz Other segment within restructuring and impairment expenses on the consolidated statement of income. As of the impairment date, the BeautyBio asset grouphad a remaining carrying value of $2.3 million with a remaining weighted-average amortization period of approximately 7 years.
| 7. | Long-Term Debt |
Credit Agreement
On June 14, 2022, the Company entered into an Amended and Restated Credit Agreement (the “Credit Agreement”) with several financial institutions as lenders and Bank of America, N.A., as administrative agent, which amended and restated the 2018 Credit Agreement. The Credit Agreement provides for a $400 million term loan facility and a $500 million revolving credit facility, each with a term offive years. Both facilities bear interest at the SOFR, plus a margin based on the Company’s consolidated leverage ratio. Commitment fees payable under the Credit Agreement are also based on the consolidated leverage ratio as defined in the Credit Agreement and range from 0.175% to 0.30% on the unused portion of the total lender commitments then in effect. The term loan facility amortizes in quarterly installments in amounts resulting in an annual amortization of 2.5% during the first year and 5.0% during the second, third, fourth and fifth years after the closing date of the Credit Agreement, with the remainder payable at final maturity. The Credit Agreement is guaranteed by certain of the Company’s domestic subsidiaries and collateralized by assets of such subsidiaries, including a pledge of 65% of the capital stock of certain foreign subsidiaries. The Credit Agreement requires the Company to maintain a consolidated leverage ratio not exceeding 2.75 to 1.00 and a consolidated interest coverage ratio of no less than 3.00 to 1.00. As of December 31, 2025, the Company was in compliance with all covenants under the Credit Agreement.
The following table summarizes the Company’s debt facilities as of December 31, 2025 and 2024:
| Facility or Arrangement | Original Principal Amount | Balance as of December 31, 2025 (1)(2) | Balance as of December 31, 2024 (1)(2) | Interest Rate | Repayment Terms |
|---|---|---|---|---|---|
| Credit Agreement term loan facility | $400.0 million | $225.0 million | $360.0 million | Variable 30 day: 5.57% | 21% of the principal amount is payable in increasing quarterly installments over a five-year period that began on September 30, 2022, with the remainder payable at the end of the five-year term. |
| Credit Agreement revolving credit facility | $— million | $35.0 million | Variable 30 day: — | Revolving line of credit expires June 14, 2027. |
| (1) | As of December 31, 2025 and 2024, the current portion of the Company’s debt (i.e. becoming due in the next 12 months) included $20.0 million and $20.0 million, respectively, of the balance of its term loan under the Credit Agreement. |
| (2) | The carrying value of the debt reflects the amounts stated in the above table, less debt issuance costs of $0.8 million and $1.4 million as of December 31, 2025 and 2024, respectively, related to the Credit Agreement, which are not reflected in this table. |
Maturities of all long-term debt at December 31, 2025, are as follows (U.S. dollars in thousands):
| Year Ending December 31, | |
|---|---|
| 2026 | $20,000 |
| 2027 | 205,000 |
| 2028 | — |
| 2029 | — |
| 2030 | — |
| Thereafter | — |
| Total (1) | $225,000 |
| (1) | The carrying value of the debt in the above table excludes debt issuance costs of $0.8 million. |
Cash paid for interest totaled $16.7 million, $35.3 million and $33.3 million for the years ended December 31, 2025, 2024 and 2023.
| 8. | Leases |
The Company has operating and finance leases for regional offices, manufacturing facilities, retail centers, distribution centers and certain equipment. The Company’s leases have remaining lease terms of 1 year to 12 years, some of which include options to extend the leases for up to 20 years, and some of which include options to terminate the leases within 1 year.
The weighted-average remaining lease term and weighted-average discount rate are as follows:
| Year Ended December 31, | |||
|---|---|---|---|
| 2025 | 2024 | 2023 | |
| Weighted-average remaining lease term: | |||
| Operating leases | 6.3 | 7.2 | 8.5 |
| Finance leases | 3.9 | 4.8 | 3.7 |
| Weighted-average discount rate: | |||
| Operating leases | 3.9% | 3.5% | 3.6% |
| Finance leases | 6.6% | 6.6% | 3.7% |
The components of lease expense were as follows (U.S. dollars in thousands):
| Year Ended December 31, | |||
|---|---|---|---|
| 2025 | 2024 | 2023 | |
| Operating lease expense | |||
| Operating lease cost | $23,327 | $23,668 | $29,186 |
| Variable lease cost | 4,812 | 6,203 | 4,245 |
| Finance lease expense | |||
| Amortization of right-of-use assets | 2,129 | 2,707 | 4,785 |
| Interest on lease liabilities | 632 | 404 | 502 |
| Total lease expense | $30,900 | $32,982 | $38,718 |
Supplemental cash flow information related to leases was as follows (U.S. dollars in thousands):
| Year Ended December 31, | |||
|---|---|---|---|
| 2025 | 2024 | 2023 | |
| Operating cash outflow from operating leases | $23,833 | $24,609 | $29,055 |
| Operating cash outflow from finance leases | $640 | $376 | $481 |
| Financing cash outflow from finance leases | $2,238 | $2,886 | $3,198 |
| Right-of-use assets obtained in exchange for operating lease obligations | $24,912 | $16,469 | $27,730 |
| Right-of-use assets obtained in exchange for finance lease obligations | $291 | $30 | $1,081 |
Maturities of lease liabilities are as follows (U.S. dollars in thousands):
| Year Ending December 31, | Operating Leases | Finance Leases |
|---|---|---|
| 2026 | $20,972 | $2,521 |
| 2027 | 16,264 | 2,498 |
| 2028 | 12,158 | 2,462 |
| 2029 | 10,295 | 2,004 |
| 2030 | 5,492 | 6 |
| Thereafter | 19,342 | — |
| Total | 84,523 | 9,491 |
| Less: Finance charges | 8,443 | 1,116 |
| Total principal liability | $76,080 | $8,375 |
The Company has additional lease liabilities of $37.7 million which have not yet commenced as of December 31, 2025, and as such, have not been recognized on the consolidated balance sheets.
| 9. | Capital Stock |
The Company’s authorized capital stock consists of 25 million shares of preferred stock, par value $0.001 per share,500 million shares of Class A common stock, par value $0.001 per share, and 100 million shares of Class B common stock, par value $0.001 per share. As of December 31, 2025 and 2024, there wereno preferred or Class B common shares outstanding. Each share of Class A common stock entitles the holder toone vote on matters submitted to a vote of the Company’s stockholders. Stock dividends of Class A common stock may be paid only to holders of Class A common stock. Class A common stock has no conversion rights.
Weighted-average common shares outstanding
The following is a reconciliation of the weighted-average common shares outstanding for purposes of computing basic and diluted net income per share (in thousands):
| Year Ended December 31, | |||
|---|---|---|---|
| 2025 | 2024 | 2023 | |
| Basic weighted-average common shares outstanding | 49,293 | 49,662 | 49,711 |
| Effect of dilutive securities: | |||
| Stock awards and options | 1,008 | — | 149 |
| Diluted weighted-average common shares outstanding | 50,301 | 49,662 | 49,860 |
For the years ended December 31, 2025, 2024 and 2023, other stock options totaling 1.6 million,1.5 million and 1.8 million, respectively, were excluded from the calculation of diluted earnings per share because they were anti-dilutive.
Dividends
Quarterly cash dividends for the years ended December 31, 2025, 2024, and 2023 totaled $11.8 million, $11.9 million, and $77.6 million or $0.06 per share in all quarters of 2025 and 2024 and $0.39 for all quarters of 2023. The board of directors has declared a quarterly cash dividend of $0.06 per share of Class A common stock to be paid on March 11, 2026 to stockholders of record on February 27, 2026.
Repurchases of common stock
In July 2018, the Company’s board of directors approved a stock repurchase plan with an authorization amount of $500 million. The repurchases are used primarily for strategic initiatives and to offset dilution from the Company’s equity incentive plans. During the year ended December 31, 2025, the Company purchased 2.0 million shares under the 2018 plan for $20.0 million. During the year ended December 31, 2024, the Company purchasedno shares. During the year ended December 31, 2023, the Company purchased 0.6 million shares under the 2018 plan for $13.0 million. At December 31, 2025, $142.3 million was available for repurchases under the 2018 stock repurchase plan.
| 10. | Stock–Based Compensation |
At December 31, 2025, the Company had the following stock-based employee compensation plans:
Equity Incentive Plans
In April 2010, the Company’s board of directors approved the Nu Skin Enterprises, Inc. 2010 Omnibus Incentive Plan (the “2010 Omnibus Incentive Plan”). This plan was approved by the Company’s stockholders at the Company’s 2010 Annual Meeting of Stockholders held in May 2010. The 2010 Omnibus Incentive Plan provides for granting of a variety of equity-based awards including stock options, stock appreciation rights, restricted stock, restricted stock units, other share-based awards, performance cash, performance shares and performance units to executives, other employees and independent consultants of the Company and its subsidiaries, as well as directors of the Company. Options granted under the 2010 Omnibus Incentive Plan are generally non-qualified stock options, but the 2010 Omnibus Incentive Plan permits some stock options granted to qualify as “incentive stock options” under the U.S. Internal Revenue Code. The exercise price of a stock option generally is equal to the fair market value of the Company’s common stock on the stock option grant date. The contractual term of a stock option granted under the 2010 Omnibus Incentive Plan isseven years. Currently, all shares issued upon the exercise of stock options are from the Company’s treasury shares. Subject to certain adjustments,7.0 million shares were authorized for issuance under the 2010 Omnibus Incentive Plan. In June 2013, the Company’s stockholders approved an Amended and Restated 2010 Omnibus Incentive Plan, which among other things increased the number of shares available for awards by 3.2 million shares. In May 2016, the Company’s stockholders approved a Second Amended and Restated 2010 Omnibus Incentive Plan, which among other things increased the number of shares available for awards by 3.8 million shares. In June 2020, the Company’sstockholders approved a Third Amended and Restated 2010 Omnibus Incentive Plan, which among other things increased the number of shares available for awards by 5.9 million shares.
In April 2024, the Company’s board of directors approved the Nu Skin Enterprises, Inc. 2024 Omnibus Incentive Plan (the “2024 Omnibus Incentive Plan”). This plan was approved by the Company’s stockholders at the Company’s 2024 Annual Meeting of Stockholders held in June 2024. The 2024 Omnibus Incentive Plan provides for granting of a variety of equity-based awards including stock options, stock appreciation rights, restricted stock, restricted stock units, other share-based awards, performance cash, performance shares and performance units to executives, other employees and independent consultants of the Company and its subsidiaries, as well as directors of the Company. Subject to certain adjustments, the number of shares authorized for issuance under the 2024 Omnibus Incentive Plan was the sum of 1.2 million shares plus the number of shares which, as of the 2024 Omnibus Incentive Plan’s effective date, were available for issuance under the Third Amended and Restated 2010 Omnibus Incentive Plan. In May 2025, the Company’s stockholders approved an Amended and Restated 2024 Omnibus Incentive Plan, which among other things increased the number of shares available for awards by 790,000 shares.
Options under the plans as of December 31, 2025 and changes during the year ended December 31, 2025 were as follows:
| Shares (in thousands) | Weighted- average Exercise Price | Weighted- average Remaining Contractual Term (in years) | Aggregate Intrinsic Value (in thousands) | |
|---|---|---|---|---|
| Options activity – performance based | ||||
| Outstanding at December 31, 2024 | 701.5 | $36.77 | ||
| Granted | — | — | ||
| Exercised | — | — | ||
| Forfeited/cancelled/expired | (77.4) | 67.53 | ||
| Outstanding at December 31, 2025 | 624.1 | 32.96 | 1.26 | $— |
| Exercisable at December 31, 2025 | 624.1 | 32.96 | 1.26 | — |
The aggregate intrinsic value in the table above represents the total pretax intrinsic value (the difference between the Company’s closing stock price on the last trading day of the respective years and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on December 31, 2025. This amount varies based on the fair market value of the Company’s stock.
Cash proceeds, tax benefits and intrinsic value related to total stock options exercised during 2025, 2024 and 2023, were as follows (U.S. dollars in thousands):
| December 31, | |||
|---|---|---|---|
| 2025 | 2024 | 2023 | |
| Cash proceeds from stock options exercised | $— | $— | $8,322 |
| Tax benefit / (expense) realized for stock options exercised | — | — | 482 |
| Intrinsic value of stock options exercised | — | — | 2,338 |
Nonvested restricted stock awards as of December 31, 2025 and changes during the year ended December 31, 2025 were as follows:
| Number of Shares (in thousands) | Weighted- average Grant Date Fair Value | |
|---|---|---|
| Nonvested at December 31, 2024 | 1,483.8 | $21.36 |
| Granted | 1,689.8 | 7.43 |
| Vested | (529.3) | 24.33 |
| Forfeited | (146.0) | 14.15 |
| Nonvested at December 31, 2025 | 2,498.3 | $11.68 |
Nonvested performance share units as of December 31, 2025 and changes during the year ended December 31, 2025 were as follows:
| Number of Shares (in thousands) | Weighted- average Grant Date Fair Value | |
|---|---|---|
| Nonvested at December 31, 2024 | 667.2 | $17.75 |
| Granted | 894.3 | 7.49 |
| Vested | (48.2) | 11.90 |
| Forfeited | (243.8) | 22.77 |
| Nonvested at December 31, 2025 | 1,269.5 | $9.78 |
Stock-based compensation expense is recognized on a straight-line basis, except for performance-based awards for which expense is recognized using a graded-attribution method if the results are materially different than the straight-line method. The Company recognized $13.0 million, $13.3 million and $14.4 million of expense related to service condition restricted stock units in 2025, 2024 and 2023, respectively. For performance stock options and performance stock units, an expense is recorded each period for the estimated expense associated with the projected achievement of the performance-based targets. The Company recognizedno expense related to performance stock options in 2025, 2024 and 2023; and $5.7 million, $1.5 million and $1.2 million of expense related to performance stock units in 2025, 2024 and 2023, respectively.
As of December 31, 2025, there wasno unrecognized stock-based compensation expense related to nonvested stock option awards. As of December 31, 2025, there was $18.4 million of unrecognized stock-based compensation expense related to nonvested restricted stock awards. That cost is expected to be recognized over a weighted-average period of 2.4 years.
| 11. | Fair Value and Equity Investments |
Fair Value
The carrying value of financial instruments including cash and cash equivalents, accounts receivable and accounts payable approximate fair values due to the short-term nature of these instruments. Fair value estimates are made at a specific point in time, based on relevant market information.
The following tables present the fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis (U.S. dollars in thousands):
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets (liabilities): | ||||
| Cash equivalents and current investments | $39,084 | $— | $— | $39,084 |
| Life insurance contracts | — | — | 48,410 | 48,410 |
| Total | $39,084 | $— | 48,410 | $87,494 |
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets (liabilities): | ||||
| Cash equivalents and current investments | $23,914 | $— | $— | $23,914 |
| Derivative financial instruments asset | — | 4,708 | — | 4,708 |
| Life insurance contracts | — | — | 44,091 | 44,091 |
| Total | $23,914 | $4,708 | $44,091 | $72,713 |
The following methods and assumptions were used to determine the fair value of each class of assets and liabilities recorded at fair value in the consolidated balance sheets:
Cash equivalents and current investments: Cash equivalents and current investments primarily consist of highly rated money market funds with maturities of three months or less, and are purchased daily at par value with specified yield rates. Due to the high ratings and short-term nature of the funds, the Company considers all cash equivalents and current investments as Level 1. Current investments include $0 and $1.4 million as of December 31, 2025 and 2024, respectively, that is restricted for the Company’s voluntary participation in a consumer protection cooperative in South Korea, along with investments in corporate securities.
Life insurance contracts: ASC 820 preserves practicability exceptions to fair value measurements provided by other applicable provisions of U.S. GAAP. The guidance in ASC 715-30-35-60 allows a reporting entity, as a practical expedient, to use cash surrender value or conversion value as an expedient for fair value when it is present. Accordingly, the Company determines the fair value of its life insurance contracts as the cash-surrender value of life insurance policies held in its Rabbi Trust as disclosed in Note 14, “Deferred Compensation Plan.”
Derivative financial instruments asset and liability: Derivative financial instruments are measured at fair value based on observable market information and appropriate valuation methods. See Note 15, “Derivative Financial Instruments” for more information on derivative financial instruments.
Contingent consideration: Contingent consideration represents the obligations incurred in connection with acquisitions. The estimate of fair value of the contingent consideration obligations requires subjective assumptions to be made regarding the future business results, discount rates, discount periods and probabilities assigned to various potential business result scenarios and was determined using probability assessments with respect to the likelihood of reaching various targets or of achieving certain milestones. The fair value measurement is based on significant inputs unobservable in the market and thus represents a level 3 measurement. Changes in current expectations of progress could change the probability of achieving the targets within the measurement periods and result in an increase or decrease in the fair value of the contingent consideration obligation.
The following table provides a summary of changes in fair value of the Company’s Level 3 life insurance contracts (U.S. dollars in thousands):
| 2025 | 2024 | |
|---|---|---|
| Beginning balance at January 1 | $44,091 | $45,041 |
| Actual return on plan assets | 4,319 | 6,250 |
| Sales and settlements | — | (7,200) |
| Ending balance at December 31 | $48,410 | $44,091 |
The following table provides a summary of changes in fair value of the Company’s Level 3 contingent consideration (U.S. dollars in thousands):
| 2025 | 2024 | |
|---|---|---|
| Beginning balance at January 1 | $— | $(6,300) |
| Changes in fair value of contingent consideration | — | — |
| Payments | — | 6,300 |
| Ending balance at December 31 | $— | $— |
Equity Investments
The Company maintains equity investments in companies which are accounted for under the measurement alternative described in ASC 321-10-35-2 for equity securities that lack readily determinable fair values. The carrying amount of an equity security held by the Company without readily determinable fair values was $0 and $28.1 million as of December 31, 2025 and 2024, respectively. In prior years, the Company recognized $18.1 million of cumulative upward fair value adjustments, based on the valuation of additional equity issued by the investee which was deemed to be an observable transaction of a similar investment under ASC 321. During the year ended December 31, 2025, based on significant deterioration of the business prospects of the investment, the Company recorded a $28.1 million impairment of the investment. These charges were recorded within Other income (expense), net on the Consolidated Statement of Income. The 2025 estimated fair value was determined using a market-based method with level 3 inputs, including revenue and earnings multiples. The Company also had equity securities held without readily determinable fair values of $14.3 million and $7.6 million as of December 31, 2025 and 2024, respectively.
| 12. | Income Taxes |
Consolidated (loss) income before provision for income taxes consists of the following for the years ended December 31, 2025, 2024 and 2023 (U.S. dollars in thousands):
| 2025 | 2024 | 2023 | |
|---|---|---|---|
| U.S. | $114,222 | $(237,693) | $(37,152) |
| Foreign | 81,975 | 62,642 | 63,730 |
| Total | $196,197 | $(175,051) | $26,578 |
The provision (benefit) for current and deferred taxes for the years ended December 31, 2025, 2024 and 2023 consists of the following (U.S. dollars in thousands):
| 2025 | 2024 | 2023 | |
|---|---|---|---|
| Current | |||
| Federal | $— | $998 | $— |
| State | 4,987 | 708 | 3,903 |
| Foreign | 30,986 | 25,314 | 29,179 |
| 35,973 | 27,020 | 33,082 | |
| Deferred | |||
| Federal | 3,837 | (60,354) | (18,039) |
| State | (1,127) | (1,593) | (1,440) |
| Foreign | (2,690) | 6,470 | 4,380 |
| 20 | (55,477) | (15,099) | |
| Provision (benefit) for income taxes | $35,993 | $(28,457) | $17,983 |
The principal components of deferred taxes are as follows (U.S. dollars in thousands):
| Year Ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Deferred tax assets: | ||
| Inventory differences | $131,774 | $108,895 |
| Foreign tax credit and other foreign benefits | 9,802 | 36,689 |
| Stock-based compensation | 4,826 | 3,882 |
| Accrued expenses not deductible until paid | 25,883 | 26,529 |
| Foreign currency exchange | 285 | — |
| Net operating losses | 9,874 | 19,710 |
| Interest Expense Limitation – 163(j) | — | 2,832 |
| Capitalized research and development | 27,342 | 27,917 |
| R&D credit carryforward | 3,205 | 2,594 |
| Other | 290 | 285 |
| Gross deferred tax assets | 213,281 | 229,333 |
| Deferred tax liabilities: | ||
| Foreign currency exchange | — | 1,341 |
| Foreign withholding taxes | 11,728 | 10,936 |
| Intangibles step-up | 1,397 | 1,020 |
| Amortization of intangibles | 5,846 | 11,215 |
| Other | 1,642 | 6,580 |
| Gross deferred tax liabilities | 20,613 | 31,092 |
| Valuation allowance | (21,261) | (24,337) |
| Deferred taxes, net | $171,407 | $173,904 |
At December 31, 2025, the Company had foreign operating loss carryforwards of $27.2 million for tax purposes, which will be available to offset future taxable income. If not used, $11.5 million of carryforwards will expire between 2026 and 2037, while $15.7 million do not expire. Tax effected, the foreign operating losses are $8.3 million. A valuation allowance has been placed on foreign operating loss carryforwards of $8.2 million. In addition, a valuation allowance of $9.8 million has been recorded on a portion of the foreign tax credit carryforwards which will expire between 2028 and 2035, and all of the remaining federal and Utah R&D credit carryforwards of $3.2 million which will expire between 2032 and 2045.
The Company uses the tax law ordering approach when determining when excess tax benefits have been realized.
Valuation allowances have been recognized for all remaining foreign tax credits, all remaining federal and Utah R&D credits and the majority of the foreign net operating loss carryforwards. On January 2, 2025 the Company sold its subsidiary Mavely, which affected its U.S. earnings. The gain from the sale in the U.S. increased the Company’s ability to utilize foreign and R&D tax credits. The remaining R&D credits as of December 31,2025 are not expected to be realized and a valuation allowance was placed against them. The other remaining valuation allowances were recognized for assets which it is more likely than not some portion or all of the deferred tax asset will not be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary difference, projected future taxable income, tax planning strategies and recent financial operations. When the Company determines that there is sufficient positive evidence to utilize the remaining foreign tax credits or the foreign net operating losses, the valuation allowance will be released which would reduce the provision for income taxes.
The deferred tax asset valuation adjustments for the years ended December 31, 2025, 2024 and 2023 are as follows (U.S. dollars in thousands):
| Year Ended December 31, | ||||||
|---|---|---|---|---|---|---|
| 2025 · 2024 · 2023 | ||||||
| Balance at the beginning of period | $24,337 | $47,142 | $33,557 | |||
| Additions charged to cost and expenses | 8,088 | (1) | 2,245 | (4) | 13,183 | (6) |
| Decreases | (5,134 | )(2) | (27,086 | )(5) | (1,825 | )(7) |
| Adjustments | (6,030 | )(3) | 2,036 | (3) | 2,227 | (3) |
| Balance at the end of the period | $21,261 | $24,337 | $47,142 | |||
| (1) | Increase in valuation is due primarily to net operating losses in foreign markets, branch foreign tax credits, and Utah R&D credits. |
| (2) | The decrease was due to utilization and expiration of foreign net operating losses. |
| (3) | Represents the net currency effects of translating valuation allowances at current rates of exchange. |
| (4) | Increase in valuation is due primarily to net operating losses in foreign markets |
| (5) | The decrease was due primarily to the release of the valuation allowance against $18.3 million of foreign tax credits and $2.3 million of R&D credits. |
| (6) | Increase in valuation is due primarily to net operating losses in foreign markets and $6.1 million that was recorded on the foreign tax credit carryforward. |
| (7) | The decrease was due to expiration of foreign net operating losses. |
The components of deferred taxes, net on a jurisdiction basis are as follows (U.S. dollars in thousands):
| Year Ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Net noncurrent deferred tax assets | $171,717 | $174,249 |
| Net noncurrent deferred tax liabilities | 310 | 345 |
| Deferred taxes, net | $171,407 | $173,904 |
The Company is subject to regular audits by federal, state and foreign tax authorities. These audits may result in proposed assessments that may result in additional tax liabilities.
The actual tax rate for the years ended December 31, 2025, 2024 and 2023 compared to the statutory U.S. Federal tax rate is as follows:
| Year Ended December 31, | ||
|---|---|---|
| 2024 | 2023 | |
| Income taxes at statutory rate | 21.00% | 21.00% |
| Excess tax benefit from equity award | (0.73)% | 5.04% |
| Deferred compensation | 1.35% | (4.28)% |
| Executive salary limitation | (1.15)% | 1.59% |
| State taxes | 0.38% | 7.34% |
| Foreign exchange | 0.20% | (1.91)% |
| Non-U.S. income taxed at different rates | (2.55)% | 12.70% |
| Foreign withholding taxes | (0.89)% | 13.31% |
| Change in reserve for uncertain tax positions | (3.77)% | 1.74% |
| Valuation allowance recognized foreign tax credit & others | 11.89% | 24.66% |
| Foreign-Derived Intangible Income (FDII) | — | (14.11)% |
| Acquisition adjustments | (1.55)% | (0.05)% |
| Goodwill impairment | (7.86)% | — |
| Other | (0.06)% | 0.63% |
| 16.26% | 67.66% | |
| Year Ended December 31, | ||
|---|---|---|
| Amount | Percent | |
| Income taxes at U.S statutory rate | $41,201 | 21.00% |
| State and Local Income Taxes, Net of Federal Income Tax Effect(1) | 3,057 | 1.56% |
| Foreign Tax Effects: | ||
| China | ||
| Withholding Tax | 4,179 | 2.13% |
| Other | 1,010 | 0.51% |
| Korea | ||
| Withholding Tax | 2,855 | 1.46% |
| Other | 152 | 0.08% |
| Argentina | ||
| Other | 2,995 | 1.53% |
| Other Foreign Jurisdictions | 4,874 | 2.48% |
| Effect of Cross-Border Tax Laws: | ||
| Foreign-Derived Intangible Income | (6,649) | (3.39)% |
| Tax Credits: | ||
| R&D Credits | (12,134) | (6.18)% |
| Foreign Tax Credits | (8,058) | (4.11)% |
| Changes in Valuation Allowances | 6,376 | 3.25% |
| Non-Taxable or Nondeductible Items: | ||
| Employee Stock Options | 2,076 | 1.06% |
| Other | (1,249) | (0.64)% |
| Changes in Unrecognized Tax Benefits | (4,692) | (2.39)% |
| Effective Tax Rate | 35,993 | 18.35% |
| (1) | State and Local taxes in California and New Jersey made up the majority (greater than 50 percent) of the tax effect in this category. |
The 2025 rate reconciliation is disaggregated in accordance with ASU 2023-09, which was adopted prospectively in 2025. The increase in the effective tax rate for 2025 is primarily due to the $8.1 million of additional research and development credits determined creditable during the year, the sale of Mavely, the impairment of the BeautyBio asset group and the impairment of an equity investment. The decrease in the effective tax rate for 2024 is primarily due to the company having an overall book loss but still paying taxes primarily in foreign jurisdictions.
The actual taxes paid for the year ended December 31, 2025 was as follows:
| U.S. Federal | $4,000 |
|---|---|
| State | 5,312 |
| Foreign: | |
| Argentina | 3,010 |
| China | 9,544 |
| Indonesia | 4,984 |
| Japan | 3,100 |
| Korea | 3,390 |
| Other | 7,477 |
| Total Taxes Paid | $40,817 |
Cash paid for income taxes totaled $30.4 million and $32.4 million for the years ended December 31, 2024 and 2023, respectively.
The cash paid for income taxes is disaggregated in accordance with ASU 2023-09. The cumulative amount of undistributed earnings of the Company’s non-U.S. Subsidiaries held for indefinite reinvestment is approximately $60.0 million, at December 31, 2025. If this amount were repatriated to the United States, the amount of incremental taxes would be approximately $6.0 million.
On July 4, 2025, U.S. legislation formally titled “An Act to Provide for Reconciliation Pursuant to Title II of H. Con. Res. 14” (“the Act”) and commonly referred to as the One Big Beautiful Bill Act was signed into law. The Act, among other things, extended key provisions of the 2017 Tax Cuts and Jobs Act and introduced targeted changes to the U.S. federal income tax regime. The Act has not materially impacted the Company’s effective tax rate.
| 13. | Employee Benefit Plan |
The Company has a 401(k) defined-contribution plan which permits participating employees to defer up to a maximum of 100% of their compensation, subject to limitations established by the IRS. Employees age 18 and older are eligible to contribute to the plan starting the first day of employment. After completing at leastone day of service, employees are eligible to receive matching contributions from the Company. In 2025, 2024, and 2023 the Company provided matching contributions of up to 4% of employees’ compensation each year. The Company’s matching contributions cliff vest aftertwo years of service. The Company recorded compensation expense of $2.9 million, $4.0 million and $3.6 million for the years ended December 31, 2025, 2024 and 2023, respectively, related to its contributions to the plan. The Company may make additional discretionary contributions to the plan of up to 10% of employees’ base pay. The Company’s discretionary contributions vest 20% per year for an employee’s first five years of service. For the years ended December 31, 2025, 2024 and 2023, the Company didnot make any additional discretionary contributions.
| 14. | Deferred Compensation Plan |
The Company has a deferred compensation plan for select management personnel, highly compensated employees, and members of the Company’s board of directors. Under this plan, the Company may make discretionary contributions to participants’ deferred compensation accounts; prior to 2021, the Company historically contributed 10% of base salaryfor participants above a specified job level. In addition, each participant has the option to defer a portion of their compensation up to a maximum of 80% of their base salary and 100% of their bonuses or director fees. Participant contributions are immediately vested. Company contributions madeon or prior to December 31, 2020 will vest 50% afterten years of service and 5% each year of service thereafter. In addition, any unvested company contributions will fully vest on the earlier of: (a) the participant attaining 60 years of age; and (b) death or disability.
Effective January 1, 2021, the Company amended its deferred compensation plan. Under the revision, the Company shall make matching contributions up to 5% of base salary for participants above a specified job level. The revision continues to authorize the Company to make discretionary contributions toparticipants’ deferred compensation accounts. In view of the opportunity to receive a 5% match, the Company reduced its discretionary contributions to 5% of base salary each year, though the Company is not obligated to make these contributions. Under the revision, the amounts contributed by the Company, adjusted for earnings and losses thereon, will vest 20% per year over five years, subject to acceleration upon the occurrence of certain events, including the completion of at leastten years of employment above a specified job level. All amounts a participant elects to defer, adjusted for earnings and losses thereon, are 100% vested at all times.
The Company recorded compensation expense of $1.1 million, $(5.0) million and $2.8 million for the years ended December 31, 2025, 2024 and 2023, respectively, related to its contributions to the plan. The total long-term deferred compensation liability under the deferred compensation plan was $44.9 million and $43.0 million for the years ended December 31, 2025 and 2024, respectively, related to its contributions to the plan and is included in accrued expenses for anticipated payments within the next 12 months and the remainder in other long-term liabilities.
All benefits under the deferred compensation plan are unsecured obligations of the Company. The Company has contributed assets to a “rabbi trust” for the payment of benefits under the deferred compensation plan. As the assets of the trust are available to satisfy the claims of general creditors if the Company becomes insolvent, the amounts held in the trust are accounted for as an investment on the Company’s consolidated balance sheets of $48.4 million and $44.1 million for the years ended December 31, 2025 and 2024, respectively.
| 15. | Derivative Financial Instruments |
Risk Management Objective of Using Derivatives
The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its assets and liabilities and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s borrowings.
Cash Flow Hedges of Interest Rate Risk
The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. During 2025, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt.
For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in Accumulated Other Comprehensive Income and subsequently reclassified into interest expense/income in the same period(s) during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense/income as interest payments are made/received on the Company’s variable-rate debt. During the next twelve months, the Company estimates that an additional $0 will be reclassified as a reduction to interest expense.
As of December 31, 2024, the Company hadfour outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk with a total notional amount of $200 million. During July of 2025, the Company’sfour interest rate derivatives with a total notional amount of $200 million matured, leavingno outstanding derivatives as of December 31, 2025.
Fair Values of Derivative Instruments on the Balance Sheet
The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Balance Sheet:
| Fair Values of Derivative Instruments | |||
|---|---|---|---|
| December 31, | |||
| Derivatives in Cash Flow Hedging Relationships: | Balance Sheet Location | 2025 | 2024 |
| Interest Rate Swap - Asset | Prepaid expenses and other | $— | $4,708 |
Effect of Cash Flow Hedge Accounting on Accumulated Other Comprehensive Income
The tables below present the effect of cash flow hedge accounting on Accumulated Other Comprehensive Income.
| Amount of Gain Recognized in OCI on Derivatives | |||
|---|---|---|---|
| Year Ended December 31, | |||
| Derivatives in Cash Flow Hedging Relationships: | 2025 | 2024 | 2023 |
| Interest Rate Swaps | $236 | $2,297 | $2,910 |
| Amount of Gain Reclassified from Accumulated Other Comprehensive Loss into Income | ||||
|---|---|---|---|---|
| Year Ended December 31, | ||||
| Derivatives in Cash Flow Hedging Relationships: | Income Statement Location | 2025 | 2024 | 2023 |
| Interest Rate Swaps | Interest expense | $4,944 | $10,278 | $9,959 |
| 16. | Segment Information |
The Company reports revenue from nine segments, consisting of itsseven geographic Nu Skin segments—Americas, Southeast Asia/Pacific, Mainland China, Japan, Europe & Africa, South Korea, and Hong Kong/Taiwan—andtwo Rhyz segments—Manufacturing and Rhyz Other. The Nu Skin other category includes miscellaneous corporate revenue and related adjustments. The Rhyz Other segment includes other investments by our Rhyz strategic investment arm. The Chief Executive Officer is the chief operating decision maker (“CODM”). These segments reflect the way the CODM evaluates the Company’s business performance and allocates resources. Reported revenue includes only the revenue generated by sales to external customers.
Profitabilityby segment as determined under US GAAP is driven primarily by the Company’s transfer pricing policies. Segment contribution, which is the Company’s segment profitability metric presented in the table below, excludes certain intercompany charges, specifically royalties, license fees, transfer pricing, discrete charges and other miscellaneous items. These charges have been included in Nu Skin other expenses. Nu Skin other expenses also include costs related to the Company’s executive and administrative offices, information technology, research and development, and marketing and supply chain functions not recorded at the segment level.
Effective June 2023, the Company closed its Israel market. As a result the Europe, Middle East and Africa (“EMEA”) segment has been renamed Europe & Africa.
The accounting policies of the segments are the same as those described in Note 2, “Summary of Significant Accounting Policies.” The Company evaluates the performance of its segments based on revenue and segment contribution. Each segment records direct expenses related to its employees and its operations.
Summarized financial information for the Company’s reportable segments is shown in the following tables. Asset information is not reviewed or included with the Company’s internal management reporting. Therefore, the Company has not disclosed asset information for each reportable segment.
| Nu Skin · Rhyz | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Americas | Southeast Asia/Pacific | Mainland China | Japan | Europe & Africa | South Korea | Hong Kong/ Taiwan | Manufacturing(1) | Rhyz Other | Total Segments | |
| Revenue | $282,975 | $209,802 | $195,553 | $174,364 | $150,151 | $130,216 | $117,378 | $205,788 | $17,794 | $1,484,021 |
| Cost of sales | 73,198 | 51,044 | 34,631 | 36,067 | 38,947 | 26,402 | 19,892 | 163,707 | 4,697 | 448,585 |
| Other segment items (2) | 149,289 | 111,983 | 115,367 | 89,325 | 88,571 | 66,355 | 60,314 | 34,268 | 43,690 | 759,162 |
| Segment contribution | $60,488 | $46,775 | $45,555 | $48,972 | $22,633 | $37,459 | $37,172 | $7,813 | $(30,593) | $276,274 |
| Nu Skin · Rhyz | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Americas | Southeast Asia/Pacific | Mainland China | Japan | Europe & Africa | South Korea | Hong Kong/ Taiwan | Manufacturing(1) | Rhyz Other | Total Segments | |
| Revenue | $322,516 | $244,846 | $235,235 | $181,557 | $164,164 | $163,706 | $130,610 | $201,430 | $85,188 | $1,729,252 |
| Cost of sales | 83,461 | 64,950 | 44,059 | 36,852 | 42,766 | 33,600 | 24,932 | 164,145 | 14,532 | 509,297 |
| Other segment items (2) | 171,338 | 134,666 | 145,086 | 93,907 | 100,389 | 79,360 | 70,989 | 35,825 | 116,465 | 948,025 |
| Segment contribution | $67,717 | $45,230 | $46,090 | $50,798 | $21,009 | $50,746 | $34,689 | $1,460 | $(45,809) | $271,930 |
| Nu Skin · Rhyz | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Americas | Southeast Asia/Pacific | Mainland China | Japan | Europe & Africa | South Korea | Hong Kong/ Taiwan | Manufacturing(1) | Rhyz Other | Total Segments | |
| Revenue | $398,222 | $267,206 | $298,079 | $207,833 | $192,352 | $236,099 | $153,589 | $181,395 | $35,214 | $1,969,989 |
| Cost of sales | 104,162 | 71,364 | 46,915 | 41,191 | 54,095 | 46,326 | 27,488 | 136,875 | 5,274 | 533,690 |
| Other segment items (2) | 215,117 | 148,099 | 188,905 | 112,566 | 119,665 | 115,682 | 85,519 | 32,199 | 50,504 | 1,068,256 |
| Segment contribution | $78,943 | $47,743 | $62,259 | $54,076 | $18,592 | $74,091 | $40,582 | $12,321 | $(20,564) | $368,043 |
| (1) | The Manufacturing segment had $38.0 million, $40.8 million and $56.5 million of intersegment revenue for the years ended December 31, 2025, 2024 and 2023, respectively. Intersegment revenue is eliminated in the consolidated financial statements and in the table above. |
| (2) | Other segment items primarily include selling expenses and general and administrative expenses. |
| Year Ended December 31, | |||
|---|---|---|---|
| 2025 | 2024 | 2023 | |
| Total Segment Revenue | $1,484,021 | $1,729,252 | $1,969,989 |
| Core Nu Skin Adjustment | 1,138 | 2,832 | (858) |
| Total Revenue | $1,485,159 | $1,732,084 | $1,969,131 |
| Year Ended December 31, | |||
| 2025 | 2024 | 2023 | |
| Total Segment Contribution | $276,274 | $271,930 | $368,043 |
|---|---|---|---|
| Corporate and Other | (210,511) | (423,515) | (319,775) |
| Operating income (loss) | 65,763 | (151,585) | 48,268 |
| Interest expense | 13,948 | 26,409 | 25,560 |
| Gain on sale | 176,162 | — | — |
| Other income (expense), net | (31,780) | 2,943 | 3,870 |
| Income (loss) before provision for income taxes | $196,197 | $(175,051) | $26,578 |
Depreciation and Amortization
| Year Ended December 31, | |||
|---|---|---|---|
| (U.S. dollars in thousands) | 2025 | 2024 | 2023 |
| Nu Skin | |||
| Americas | $177 | $369 | $449 |
| Southeast Asia/Pacific | 758 | 838 | 1,062 |
| Mainland China | 7,956 | 10,644 | 11,048 |
| Japan | 220 | 278 | 1,327 |
| Europe & Africa | 1,059 | 1,098 | 1,093 |
| South Korea | 744 | 1,022 | 1,399 |
| Hong Kong/Taiwan | 1,336 | 1,775 | 2,614 |
| Total Nu Skin | 12,250 | 16,024 | 18,992 |
| Rhyz | |||
| Manufacturing | 13,219 | 13,729 | 13,293 |
| Rhyz Other | 1,969 | 7,253 | 5,836 |
| Total Rhyz | 15,188 | 20,982 | 19,129 |
| Corporate and other | 24,823 | 32,804 | 32,802 |
| Total | $52,261 | $69,810 | $70,923 |
Capital Expenditures
| Year Ended December 31, | |||
|---|---|---|---|
| (U.S. dollars in thousands) | 2025 | 2024 | 2023 |
| Nu Skin | |||
| Americas | $52 | $102 | $236 |
| Southeast Asia/Pacific | 312 | 115 | 645 |
| Mainland China | 2,201 | 5,701 | 20,052 |
| Japan | 128 | 402 | 104 |
| Europe & Africa | 77 | 412 | 411 |
| South Korea | 75 | 36 | 585 |
| Hong Kong/Taiwan | 194 | 610 | 1,212 |
| Total Nu Skin | 3,039 | 7,378 | 23,245 |
| Rhyz | |||
| Manufacturing | 6,016 | 10,164 | 11,162 |
| Rhyz Other | 16 | 2,137 | 34 |
| Total Rhyz | 6,032 | 12,301 | 11,196 |
| Corporate and other | 25,206 | 21,904 | 24,049 |
| Total | $34,277 | $41,583 | $58,490 |
Revenue by Major Market
A major market is defined as one with total revenue greater than 10% of consolidated total revenueand also includes the Company’s country of domicile (the United States). Based on this criteria, the Company has identified four major markets: Mainland China, South Korea, United States, and Japan. There are approximately 45 other markets, each of which individually is less than 10%. No single customer accounted for 10% or more of net sales for the periods presented. Sales are recorded in the jurisdiction in which the transactions occurred:
| Year Ended December 31, | |||
|---|---|---|---|
| (U.S. dollars in thousands) | 2025 | 2024 | 2023 |
| United States | $388,218 | $526,059 | $514,947 |
| Mainland China | 195,553 | 235,235 | 298,079 |
| Japan | 174,364 | 181,557 | 207,833 |
| South Korea | 130,216 | 163,706 | 236,099 |
| All others | 596,808 | 625,527 | 712,173 |
| Total | $1,485,159 | $1,732,084 | $1,969,131 |
Revenue by Product Line
| Year Ended December 31, | |||
|---|---|---|---|
| (U.S. dollars in thousands) | 2025 | 2024 | 2023 |
| Beauty | $568,113 | $681,765 | $858,625 |
| Wellness | 689,062 | 757,217 | 886,093 |
| Other | 227,984 | 293,102 | 224,413 |
| Total | $1,485,159 | $1,732,084 | $1,969,131 |
Long-Lived Assets by Major Market
A major market is defined as a market with long-lived assets greater than 10% of consolidated long-lived assets and also includes the Company’s country of domicile (the United States). Long-lived assets in Mainland China consist primarily of property, plant and equipment related to manufacturing, distribution facilities and the Mainland China headquarters. Long-lived assets in the United States consist primarily of property, plant and equipment, including the Company’s corporate offices and distribution facilities. Long-lived assets by major market are set forth below for the periods ended December 31, 2025, 2024 and 2023:
| Year Ended December 31, | |||
|---|---|---|---|
| (U.S. dollars in thousands) | 2025 | 2024 | 2023 |
| United States | $281,616 | $294,513 | $339,163 |
| Mainland China | 105,948 | 107,260 | 122,728 |
| South Korea | 17,855 | 18,435 | 23,578 |
| Japan | 8,620 | 10,329 | 13,322 |
| All others | 44,836 | 31,204 | 35,451 |
| Total | $458,875 | $461,741 | $534,242 |
| 17. | Commitments and Contingencies |
The Company is subject to government regulations pertaining to product formulation, labeling and packaging, product claims and advertising, and the Company’s direct selling system. The Company is also subject to the jurisdiction of numerous foreign tax and customs authorities. Any assertions or determination that either the Company or the Company’s sales force is not in compliance with existing statutes, laws, rules or regulations could have a material adverse effect on the Company’s operations. In addition, in any country or jurisdiction, the adoption of new statutes, laws, rules or regulations or changes in the interpretation of existing statutes, laws, rules or regulations could have a material adverse effect on the Company and its operations. No assurance can be given that the Company’s compliance with applicable statutes, laws, rules and regulations will not be challenged by foreign authorities or that such challenges will not have a material adverse effect on the Company’s financial position, results of operations or cash flows. The Company and its Subsidiaries are defendants in litigation, investigations and other proceedings involving various matters. The Company is subject to loss contingencies, including various legal and regulatory proceedings, asserted and potential claims that arise in the ordinary course of business. An estimated loss from such contingencies is recognized as a charge to income if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated.
The Company is subject to regular audits by federal, state and foreign tax authorities. These audits may result in additional tax liabilities. The Company believes it has appropriately provided for income taxes for all years. Several factors drive the calculation of its tax reserves. Some of these factors include: (i) the expiration of various statutes of limitations; (ii) changes in tax law and regulations; (iii) issuance of tax rulings; and (iv) settlements with tax authorities. Changes in any of these factors may result in adjustments to the Company’s reserves, which would impact its reported financial results.
| 18. | Restructuring and Severance Charges |
In thethird quarter of 2022, the Company adopted a strategic plan (“2022 Plan”) to focus resources on the Company’s strategic priorities and optimize future growth and profitability. The global program includes workforce reductions and footprint optimization. The Company incurred total cumulative charges under the program of approximately $53.3 million, with$40.8 million in cash charges of severance and lease termination cost andapproximately $12.5 million of non-cash charges of impairment of fixed assets, acceleration of depreciation and impairment of other intangibles related to the footprint optimization. During 2023, the Company incurred charges to be settled in cash of $4.0 million in severance charges, $1.9 million in lease termination cost, and $2.2 million in other associated cost, and non-cash charges of $1.7 million in accelerated depreciation. In 2023, the Company made cash payments of $19.8 million, leavingno restructuring accrual related to this plan as of December 31, 2023.
Restructuring expense by segment – 2022 Plan
| Year Ended December 31, | ||
|---|---|---|
| (U.S. dollars in thousands) | 2023 | 2022 |
| Nu Skin | ||
| Americas | $918 | $1,687 |
| Southeast Asia/Pacific | 131 | 1,809 |
| Mainland China | 1,352 | 13,181 |
| Japan | 1,515 | 699 |
| Europe & Africa | (113) | 2,143 |
| South Korea | 422 | 1,533 |
| Hong Kong/Taiwan | (201) | 2,464 |
| Total Nu Skin | 4,024 | 23,516 |
| Rhyz | ||
| Manufacturing | 13 | 401 |
| Rhyz Other | — | — |
| Total Rhyz | 13 | 401 |
| Corporate and other | 5,750 | 19,577 |
| Total | $9,787 | $43,494 |
In the fourth quarter of 2023, the Company adopted a strategic plan (“2023 Plan”) to focus resources on the Company’s global priorities and optimize future growth and profitability. The global program includes workforce reductions and fixed asset impairments associated with our consolidation of technology assets. Total charges under the program included approximately $27.9 million in cash charges of severance, approximately $1.1 million in other cash charges and approximately $38.8 million in non-cash charges, including approximately $36.6 million in fixed asset impairments. The Company has incurred all expected charges under the 2023 Plan.
| ● | During the fourth quarter of 2023, the Company incurred charges to be settled in cash of $10.0 million in severance charges. During the fourth quarter of 2023, the Company made cash payments of $0.3 million, leaving an ending restructuring accrual of $9.7 million. |
| ● | During 2024, the Company incurred charges to be settled in cash of $17.9 million in severance charges and $1.0 million of other associated cost, and non-cash charges of $36.6 million of fixed asset impairments and $2.2 million of other non-cash charges. |
| ● | During 2024, the Company made cash payments of $22.4 million, leaving an ending restructuring accrual of $6.2 million. |
| ● | During 2025, the Company made cash payments of $6.2 million, resulting in no remaining restructuring accrual related to this plan as of December 31, 2025. |
Restructuring expense by segment – 2023 Plan
| (U.S. dollars in thousands) | Year Ended December 31, | |
|---|---|---|
| 2024 | 2023 | |
| Nu Skin | ||
| Americas | $3,571 | $598 |
| Southeast Asia/Pacific | 2,086 | 862 |
| Mainland China | 4,304 | 2,910 |
| Japan | 25 | — |
| Europe & Africa | 2,243 | 554 |
| South Korea | 1,646 | — |
| Hong Kong/Taiwan | 504 | 432 |
| Total Nu Skin | 14,379 | 5,356 |
| Rhyz | ||
| Manufacturing | — | — |
| Rhyz Other | 1,080 | — |
| Total Rhyz | 1,080 | — |
| Corporate and other | 42,256 | 4,647 |
| Total | $57,715 | $10,003 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.