Lifevantage Corp
For the period ended Jun 30, 2026. Filed Aug 27, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2026 · Filed Aug 27, 2026
LFVN$5.22+3.4%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2025-06-30; filed 2025-09-04.
0000849146-25-000068
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-K
Period ended 2026-06-30; filed 2026-08-27.
0001193125-26-371257
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 97 previous paragraphs and 92 current paragraphs.
54 unchanged; 34 reworded; 4 added; 7 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 6 previous and 6 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (4)
Current report
The P84 System is our newest patent pending two-product activator consisting of PhytoPower 1 and PhytoPower 2 that contains probiotics, prebiotics, postbiotics, digestive enzymes, and superfood blends designed to support gut health, which, in anin vitro study, activated 14 key gut peptides associated with gut health and microbiome support.
Current report
We sell our products both individually and in stacks. A stack consists of multiple products bundled together that are designed to achieve a specific result. In fiscal year 2026, our stack strategy continued to focus on the brand message of activation. As part of the launch of our latest activator, the P84 System, we introduced the Healthy Edge stack, which includes Protandim® Nrf2 Synergizer® and the P84 System. Results of anin vitro study were released that showed beneficial “activation synergies” when both products were used together, including eight additional detoxification and cellular protection pathway genes, nine gut regulation/repair genes, and the new benefit of activating three circadian rhythm genes and 29 genes that support cellular adaptation.
Current report
Revenue in our Europe region increased $1.2 million, or 29.0%, year over year primarily due to the launch of the Iceland and Portugal markets during the fiscal year ended June 30, 2026. Revenue in the Europe region was positively impacted approximately $0.4 million or 8.6%, by foreign currency exchange rate fluctuations.
Current report
On September 22, 2025, we entered into an amendment to the Loan Agreement, which amended the 2024 Credit Facility (“Amendment No. 1”) to allow the proceeds from the credit facility to be also used for permitted acquisitions. On September 22, 2025, we also entered into a collateral assignment of, and grant of security interest in, the LoveBiome assets purchased by us.
Removed paragraphs (7)
Previous report
We sell our products both individually and in stacks. A stack consists of multiple products bundled together that are designed to achieve a specific result. In fiscal year 2025, our stack strategy continued to focus on the brand message of activation. During the year, we introduced a number of new stacks to meet customer and independent consultant needs. Prior to the launch of our latest activator, the MindBody GLP-1 System™ , we introduced the Kickstart Bundle, which features a selection of products (varies by market) to help prepare the body for GLP-1 activation. Additionally, several stacks were introduced that incorporated the MindBody GLP-1 System™ to offer consumers support for weight management and wellness along with delivering other targeted benefits as part of their activated lifestyle.
Previous report
We also introduced our Healthy Weight Stack, which includes the MindBody GLP-1 System™ and Protandim® Nrf2 Synergizer®. Results of an in vitro study were released that showed beneficial “activation synergies” when both products were used together, including enhanced fatty acid metabolism, improved defense against oxidative stress, and activation of 22 new genes that help cells make what they need to support organ strength, structure, and signaling.
Previous report
Revenue in our Europe region increased by 15.3%year over year primarily due toan 18.1% increase in our average number of Active Accounts within the market from fiscal year 2024 to fiscal year 2025. Total revenue related to the sale of our MindBody GLP-1 System™ in Europe for the year ended June 30, 2025 was $0.6 million.
Previous report
Globally, our sales and marketing efforts continue to be directed toward strengthening our core business through our fiscal year initiatives and building our worldwide sales. We plan to continue the refinement and expansion of our product offerings internationally, including our MindBody GLP-1 System™, during the fiscal year 2026 and beyond. We expect this expansion will continue to drive revenue growth globally through increased average order size and increased ability to attract and retain new independent consultants and customers with a compelling product lineup.
Previous report
During fiscal year 2026, our main focus will be to increase our average account base through concentrating our efforts on the enrollment of new independent consultants and customers, who will in turn help grow the business through incremental product sales, and on increasing the number of accounts that place an order in the month following their initial enrollment. We also plan to continue investing in our red-carpet program, which we believe has increased our ability to attract and retain strong consultant leadership and is a significant opportunity to drive revenue growth throughout our markets. We remain committed to further expanding the functionality and availability of our digital tools, which we believe will aid independent consultants in initiating and expanding their businesses.
Previous report
On March 30, 2016, we entered into a loan agreement (the “2016 Loan Agreement”) and a security agreement (the “2016 Security Agreement”). The 2016 Loan Agreement provided for a term loan in an aggregate principal amount of$10.0 million (the “2016 Term Loan”) and a revolving loan facility in an aggregate principal amount not to exceed$2.0 million (the “2016 Revolving Loan,” and collectively with the 2016 Term Loan, the 2016 Loan Agreement and the 2016 Security Agreement, and with the amendments described below, the “2016 Credit Facility”). The 2016 Credit Facility was subsequently amended, among other things, to increase the available borrowing under the revolving loan facility to $5.0 million. On March 31, 2024, the 2016 Credit Facility reached the maturity date and was terminated. As of March 31, 2024, there was no balance outstanding under the 2016 Credit Facility.
Previous report
2024 Credit Facility
Reworded paragraphs (34)
Previous wording
We are a company focused on nutrigenomics, the study of how nutrition and naturally occurring compounds affect human genes to support good health. We are dedicated to helping people achieve their health, wellness, and financial goals. We provide quality, scientifically validated products to customers and independent consultants aswell as a financially rewarding commission-based direct sales opportunity to our independent consultants. We engage in the identification, research, development, formulation and sale of advanced nutrigenomic activators, dietary supplements, weight management products, pre- and pro-biotics, skin and hair care products, and nootropics. We currently sell our products to customers and independent consultants in two geographic regions that we have classified as the Americas region and the Asia/Pacific and Europe region.
Current wording
We are a company focused on nutrigenomics, the study of how nutrition and naturally occurring compounds affect human genes to support good health. We are dedicated to helping people achieve their health, wellness, and financial goals. We provide quality, scientifically validated products to customers and independent consultants as well as a financially rewarding commission-based direct sales opportunity to our independent consultants. We engage in the identification, research, development, formulation and sale of advanced nutrigenomic activators, dietary supplements, weight management products, gut health products, skin and hair care products, and nootropics. We currently sell our products to customers and independent consultants in two geographic regions that we have classified as the Americas region and the Asia/Pacific and Europe region.
Previous wording
The success and growth of our business is primarily based on the effectiveness of our independent consultants to attract andretain customers in order to sell our products and our ability to attract and retain independent consultants. When we are successful in attracting and retaining independent consultants and customers, it is largely because of:
Current wording
The success and growth of our business is primarily based on the effectiveness of our independent consultants to attract and retain customers in order to sell our products and our ability to attract and retain independent consultants. When we are successful in attracting and retaining independent consultants and customers, it is largely because of:
Previous wording
•Our products, including our flagship Protandim® family of scientifically validated dietary supplements, our LifeVantage®family of dietary supplements that include the MindBody GLP-1 System™, Omega+, ProBio, IC Bright®, the Rise AM & Reset PM System®, D3+, and Daily Wellness, our PhysIQ™ Fat Burn and Prebiotic dietary supplements, our TrueScience® line of skin and hair care products and Liquid Collagen, Petandim®, our companion pet supplement formulated to combat oxidative stress in dogs; and AXIO®, our nootropic energy drink mixes;
Current wording
Our products, including our flagship Protandim® family of scientifically validated dietary supplements, our LifeVantage®family of dietary supplements that include the MindBody GLP-1 System®, Omega+, ProBio, IC Bright®, the Rise AM & Reset PM System®, D3+, Daily Wellness, Fat Burn, Prebiotic and Carb Block, our newest activator the P84 System, acquired from LoveBiome in connection with our October 2025 acquisition of LoveBiome's critical assets, and which helps to regulate, repair and restore gut health, our TrueScience® line of skin and hair care products and Liquid Collagen, Petandim®, our companion pet supplement formulated to combat oxidative stress in dogs; and AXIO®, our nootropic and energy/hydration drink mixes;
Previous wording
As a result, it is vital to our success that we leverage our product development resources to develop and introduce compelling and innovative products and provide opportunities for our independent consultants to sell these products in a variety of markets. We sell our products in the United States, Mexico, Japan, Australia, Hong Kong, Canada, Thailand, the United Kingdom, the Netherlands, Germany, Taiwan, Austria, Spain, Ireland, Belgium, New Zealand and Singapore. In addition, we sell our products in a number of countries for personal consumption only. Entering a new market requires a considerable amount of time, resources and continued support. If we are unable to properly support an existing or new market, our revenue growth may be negatively impacted. On June 30, 2025, we ceased operations in the Philippines and closed that market.
Current wording
As a result, it is vital to our success that we leverage our product development resources to develop and introduce compelling and innovative products and provide opportunities for our independent consultants to sell these products in a variety of markets. We sell our products in the United States, Mexico, Canada, Japan, Taiwan, Thailand, Australia, New Zealand, the United Kingdom, the Netherlands, Germany, Austria, Spain, Ireland, Belgium, Iceland and Portugal. In addition, we sell our products in a number of countries for personal consumption only. Entering a new market requires a considerable amount of time, resources and continued support. If we are unable to properly support an existing or new market, our revenue growth may be negatively impacted. We closed our market in the Philippines in June 2025 and closed our markets in Hong Kong and Singapore in May 2026.
Previous wording
Our products are: the Protandim® line of scientifically validated dietary supplements; the LifeVantage® line of dietary supplements that include the MindBody GLP-1 System™, Omega+, ProBio, IC Bright®, the Rise AM & Reset PM System®, D3+, and Daily Wellness; our PhysIQ Fat Burn and Prebiotic dietary supplements; the TrueScience®line of skin and hair care products and Liquid Collagen; our Petandim®companion pet supplement formulated to combat oxidative stress in dogs; and AXIO®, our nootropic energy drink mixes. We believe the significant number of customers who regularly and repeatedly purchase our products is a strong indicator of the health benefits of our products.
Current wording
Our products are: the Protandim® line of scientifically validated dietary supplements; the LifeVantage® line of dietary supplements that include the MindBody GLP-1 System®, Omega+, ProBio, IC Bright®, the Rise AM & Reset PM System®, D3+, Daily Wellness; Fat Burn, Prebiotic and Carb Block; our newest activator the P84 System, which helps to regulate, repair and restore gut health; the TrueScience®line of skin and hair care products and Liquid Collagen; our Petandim®companion pet supplement formulated to combat oxidative stress in dogs; and AXIO®, our nootropic and energy/hydration drink mixes. We believe the significant number of customers who regularly and repeatedly purchase our products is a strong indicator of the health benefits of our products.
Previous wording
The LifeVantage® product line includes: the new MindBody GLP-1 System™, a dietary supplement that combines two products MB Core™ and MB Enhance™ designed to support weight loss and wellness by activating GLP-1 naturally and balancing signals along the gut-brain axis; Omega+, a dietary supplement that combines DHA and EPA Omega-3 fatty acids, omega-7 fatty acids, and vitamin D3 to support cognitive health, cardiovascular health, skin health, and the immune system; ProBio, a dietary supplement designed to support optimal digestion and immune system function; Daily Wellness, a dietary supplement designed to support immune health. IC Bright®, a dietary supplement to help support eye and brain health, reduce eye fatigue and strain, support cognitive functions, and may help support normal sleep patterns; the Rise AM & Reset PM System®, a dietary supplement that uses Timewise Nutrient Delivery™ to provide the body with the right nutrients in the right amounts at the right time and D3+, a dietary supplement that provides vitamin D3, vitamin K2, magnesium, calcium, and other trace minerals to support a balanced immune system, strong bones, and cardiovascular health.
Current wording
The LifeVantage® product line includes: the MindBody GLP-1 System®, a dietary supplement that combines two products MB Core® and MB Enhance® designed to support weight loss and wellness by activating GLP-1 naturally and balancing signals along the gut-brain axis; Omega+, a dietary supplement that combines DHA and EPA Omega-3 fatty acids, omega-7 fatty acids, and vitamin D3 to support cognitive health, cardiovascular health, skin health, and the immune system; ProBio, a dietary supplement designed to support optimal digestion and immune system function; Daily Wellness, a dietary supplement designed to support immune health. IC Bright®, a dietary supplement to help support eye and brain health, reduce eye fatigue and strain, support cognitive functions, and may help support normal sleep patterns; the Rise AM & Reset PM System®, a dietary supplement that uses Timewise Nutrient Delivery™ to provide the body with the right nutrients in the right amounts at the right time; D3+, a dietary supplement that provides vitamin D3, vitamin K2, magnesium, calcium, and other trace minerals to support a balanced immune system, strong bones, and cardiovascular health; Daily Wellness, a dietary supplement designed to support immune health; Fat Burn, a dietary supplement designed to support weight-management, that in the past was under the PhysIQ™ line and during fiscal year 2026 was placed under the LifeVantage® line in the U.S.; Prebiotic, a dietary supplement designed to support a healthy digestive tract, that in the past was under the PhysIQ™ line and during fiscal year 2026 was placed under the LifeVantage® line in the U.S.; and Carb Block, a dietary supplement drink mix designed to help reduce the impact of carbohydrate-heavy meals by slowing carbohydrate-to-sugar conversion and supporting healthy metabolism that was acquired from LoveBiome as PhytoPower B and rebranded as Carb Block.
Previous wording
AXIO® is our line of our nootropic energy drink mixes formulated to promote alertness and support mental performance.
Current wording
AXIO® is our line of our nootropic and energy/hydration drink mixes formulated to promote alertness and support mental performance.
Previous wording
Our revenue for the fiscal year ended June 30, 2025 is largely attributed to three product lines, Protandim®, LifeVantage®, and TrueScience®. On a combined basis, these three product lines represent approximately 87.6% of our total net revenue for the fiscal year ended June 30, 2025. Our revenue for the fiscal year ended June 30, 2024 was largely attributed to two product lines, Protandim® and TrueScience®, which on a combined basis, represented approximately 80.1% of our total net revenue for that fiscal year.
Current wording
Our revenue for the fiscal years ended June 30, 2026 and 2025 is largely attributed to three product lines, Protandim®, LifeVantage®, and TrueScience®. On a combined basis, these three product lines represent approximately 83.3% and 89.9% of our total net revenue for the fiscal years ended June 30, 2026 and 2025, respectively.
Previous wording
Commissions and incentives expenses are our most significant expenses and are classified as operating expenses. Commissions and incentives expenses include sales commissions paid to our independent consultants, special incentives and costs for incentive trips and other rewards. Commissions and incentives expenses do not include any amounts we pay to our independent consultants related to their personal purchases. Commissions paid to independent consultants on personal purchases are considered a sales discount and are reported as a reduction to net revenue. Our sales compensation plan is an important factor in our ability to attract and retain our independent consultants. Under our sales compensation plan, independent consultants can earn commissions for product sales to their customers as well as the product sales made through the sales networks they have developed and trained. We do not pay commissions on marketing materials that are sold to our independent consultants. Commissions and incentives expenses, as a percentage of net revenue, may be impacted by the timing and magnitude of non-commissionable revenue derived from the sales of marketing materials, event tickets, and promotional items, investment in our red-carpet program, limited-time offers and the timing, magnitude and number of incentive trips and other promotional activities. From time to time, we make modifications and enhancements to our sales compensation plan in an effort to help motivate our sales force and develop leadership characteristics, which can have an impact on commissions and incentives expenses. In fiscal year 2023, we introduced our new compensation plan, called the Evolve Compensation Plan, in four markets – the United States, Japan, Australia, and New Zealand. In fiscal year 2024, we introduced the Evolve Compensation Plan to Canada, Mexico, and Europe. In fiscal year 2025, we introduced an optimized version of the Evolve Compensation Plan to the United States, Japan, Australia, New Zealand, Canada, Mexico, and Europe and introducedthe Evolve Compensation Plan in other markets, including Taiwan, Hong Kong, and Singapore.
Current wording
Commissions and incentives expenses are our most significant expenses and are classified as operating expenses. Commissions and incentives expenses include sales commissions paid to our independent consultants, special incentives and costs for incentive trips and other rewards. Commissions and incentives expenses do not include any amounts we pay to our independent consultants related to their personal purchases. Commissions paid to independent consultants on personal purchases are considered a sales discount and are reported as a reduction to net revenue. Our sales compensation plan is an important factor in our ability to attract and retain our independent consultants. Under our sales compensation plan, independent consultants can earn commissions for product sales to their customers as well as the product sales made through the sales networks they have developed and trained. We do not pay commissions on marketing materials that are sold to our independent consultants. Commissions and incentives expenses, as a percentage of net revenue, may be impacted by the timing and magnitude of non-commissionable revenue derived from the sales of marketing materials, event tickets, and promotional items, investment in our red-carpet program, limited-time offers and the timing, magnitude and number of incentive trips and other promotional activities. From time to time, we make modifications and enhancements to our sales compensation plan in an effort to help motivate our sales force and develop leadership characteristics, which can have an impact on commissions and incentives expenses. In fiscal year 2023, we introduced our new compensation plan, called the Evolve Compensation Plan, in four markets – the United States, Japan, Australia, and New Zealand. In fiscal year 2024, we introduced the Evolve Compensation Plan to Canada, Mexico, and Europe. In fiscal year 2025, we introduced an optimized version of the Evolve Compensation Plan to the United States, Japan, Australia, New Zealand, Canada, Mexico, and Europe and introduced the Evolve Compensation Plan in other markets, including Taiwan, Hong Kong, and Singapore. In September 2025, we received the appropriate government approval in Thailand for the Evolve Compensation Plan and intend to roll it out to Thailand in fiscal year 2027.
Previous wording
Selling, general and administrative expenses include wages and benefits, stock compensation expenses, marketing and event costs, professional fees, rents and utilities, depreciation and amortization, research and development, travel costs and other operating expenses. Wages and benefits and stock compensation expenses represent the largest component of selling, general and administrative expenses. Marketing and event costs include costs of consultant conventions and events held in various markets worldwide, which we expense in the period in which they are incurred. For the fiscal year ended June 30, 2024 marketing and event costs also included expenses associated with our sponsorship of the Major League Soccer team, Real Salt Lake. Our agreement with Real Salt Lake ended in December 2023.
Current wording
Selling, general and administrative expenses include wages and benefits, stock compensation expenses, marketing and event costs, professional fees, rents and utilities, depreciation and amortization, research and development, travel costs and other operating expenses. Wages and benefits and stock compensation expenses represent the largest component of selling, general and administrative expenses. Marketing and event costs include costs of consultant conventions and events held in various markets worldwide, which we expense in the period in which they are incurred.
Previous wording
For the fiscal years ended June 30, 2025 and 2024, we generated net revenue of $228.5 million and $200.2 million, respectively, recognized operating income of $12.2 million and $4.3 million, respectively, and recognized net income of $9.8 million and $2.9 million, respectively.
Current wording
For the fiscal years ended June 30, 2026 and 2025, we generated net revenue of $182.6 million and $228.5 million, respectively, recognized operating income of $6.1 million and $12.2 million, respectively, and recognized net income of $5.1 million and $9.8 million, respectively.
Previous wording
Net Revenue. We generated net revenue of $228.5 million and $200.2 million during the fiscal years ended June 30, 2025 and 2024, respectively. The overall increase in revenue is attributed mainly to the launch of our new MindBody GLP-1 System™ which drove an increase in our total Active Accounts by 3.1% during fiscal year 2025. Total revenue from the MindBody GLP-1 System™ was $40.8 million, including the product when sold as part of a bundle. This increase was partially offset by a $4.7 million decrease in revenue from TrueScience® Liquid Collagen, a decrease of $8.8 million in sales from our Protandim® products, and the negative impacts of foreign currency fluctuations compared to fiscal year ended June 30, 2024. In fiscal year 2025, foreign currency fluctuations negatively impacted our net revenue $0.5 million or 0.3%.
Current wording
Net Revenue. We generated net revenue of $182.6 million and $228.5 million during the fiscal years ended June 30, 2026 and 2025, respectively. During fiscal year 2026, revenue declined across our product categories and our total Active Accounts decreased by 21.2%. Total revenue from the MindBody GLP-1 System®, including the product when sold as part of a bundle, decreased to $22.5 million for the fiscal year ended June 30, 2026 compared to $40.8 million for the prior year. In addition, revenue from TrueScience®products decreased $10.9 million, revenue from Protandim® products decreased $13.3 million, and revenue from products within most of our other product lines also decreased year over year. These decreases were partially offset by $9.1 million increase in revenue from our P84 System, which was acquired as part of our acquisition of assets from LoveBiome. In fiscal year 2026, foreign currency fluctuations positively impacted our net revenue $0.2 million or 0.1%.
Previous wording
Revenue in the Americas region for the fiscal year ended June 30, 2025 increased $32.8 million, or 21.5%, compared to the prior year. Total Active Accounts increased 6.4% in the region compared to the prior fiscal year which contributed to the increase in revenue. The increase in revenue and Active Accounts is due primarily to the launch ofour new MindBody GLP-1 System™. Total revenue related to the sale of our MindBody GLP-1 System™ in the United States for the fiscal year ended June 30, 2025 was $37.3 million, including the product when sold as part of a bundle. In Canada and Mexico, sales of our MindBody GLP-1 System™ were $0.9 million for the fiscal year ended June 30, 2025. The increase in revenue in the Americas regions was partially offset by a decrease in revenue from TrueScience® Liquid Collagen, which decreased approximately $2.4 million for the fiscal year ended June 30, 2025 compared to fiscal year ended June 30, 2024, and the negative impacts of foreign currency of $0.5 million.
Current wording
Revenue in the Americas region for the fiscal year ended June 30, 2026 decreased $43.0 million, or 23.2%, compared to the prior year. Total Active Accounts decreased 24.0% in the region compared to the prior fiscal year which contributed to the decrease in revenue. The decrease in revenue and Active Accounts was due primarily to the decreased sales of our MindBody GLP-1 System®. Total revenue related to the sale of our MindBody GLP-1 System® in the Americas region for the fiscal year ended June 30, 2026 was $17.6 million compared to $38.2 million for the fiscal year ended June 30, 2025. Revenue in the Americas regions was also impacted by a decrease in revenue from TrueScience® Liquid Collagen, which decreased approximately $7.3 million for the fiscal year ended June 30, 2026 compared to fiscal year ended June 30, 2025. Offsetting the decreases in revenue in the Americas region were $8.0 million in sales of the P84 System and the positive impacts of foreign currency of $0.3 million.
Previous wording
Revenue in the Asia/Pacific and Europe region for the fiscal year ended June 30, 2025 decreased $4.5 million, or 9.4%, compared to the prior year. Revenue in the region was positively impacted approximately $16,000, or 0.0%, by foreign currency exchange rate fluctuations.
Current wording
Revenue in the Asia/Pacific and Europe region for the fiscal year ended June 30, 2026 decreased $2.9 million, or 6.9%, compared to the prior year. Revenue in the region was negatively impacted approximately $0.1 million, or 0.2%, by foreign currency exchange rate fluctuations.
Previous wording
Revenue in our Japan market decreased 5.9% year over year on a U.S. Dollar basis and decreased 5.8% on a constant currency basis. Total revenue related to the sale of our MindBody GLP-1 System™ in Japan for the year ended June 30, 2025 was $1.3 million. The increase in revenue related toour MindBody GLP-1 System™ was offset by a decrease in sales of TrueScience® Liquid Collagen, which decreased by $1.3 million for thefiscal year ended June 30, 2025 compared to the prior year. During the fiscal year ended June 30, 2025, the Japanese Yen, on average, weakened against the U.S. Dollar, negatively impacting our revenue in this market by $27,000 or 0.1%.
Current wording
Revenue in our Japan market decreased 4.9% year over year on a U.S. Dollar basis and decreased 1.7% on a constant currency basis. Total revenue related to the sale of our MindBody GLP-1 System® in Japan for the year ended June 30, 2026 was $2.1 million compared to $1.3 million for the year ended June 30, 2025. The increase in revenue related to our MindBody GLP-1 System® was offset by a decrease in sales of TrueScience® Liquid Collagen, which decreased by $0.7 million for the fiscal year ended June 30, 2026 compared to the prior year. During the fiscal year ended June 30, 2026, the Japanese Yen, on average, weakened against the U.S. Dollar, negatively impacting our revenue in this market by $0.8 million or 3.2%.
Previous wording
Revenue in our Australia and New Zealand markets decreased $1.5 million, or 19.0%, during fiscal year 2025. The decrease in revenue in these markets primarily resulted from a 13.6% decrease in the number of Active Accounts. Total revenue related to the sale of our MindBody GLP-1 System™ in Australia and New Zealand for the year ended June 30, 2025 was $0.6 million. The increase in revenue related to our MindBody GLP-1 System™ was offset by a decrease in sales of TrueScience® Liquid Collagen, which decreased by $1.1 million for thefiscal year ended June 30, 2025 compared to the prior year.
Current wording
Revenue in our Australia and New Zealand markets decreased $1.3 million, or 19.4%, during fiscal year 2026. The decrease in revenue in these markets primarily resulted from a 29.0% decrease in the number of Active Accounts.
Previous wording
The decline in revenue in our other markets was driven by a decrease in revenue from the Philippines. Revenue from our Philippines market was $1.4 million during fiscal year 2025 compared to $2.6 million during fiscal year 2024. Total Active Accounts in the Philippines decreased by 63.0% in the current fiscal year. On June 30, 2025, we ceased operations in the Philippines and closed that market.
Current wording
The decline in revenue in our other markets was driven by a decrease in revenue from the Philippines as we closed that market in June 2025. Revenue from our Philippines market was $1.4 million during fiscal year 2025.
Previous wording
Cost of Sales. Cost of sales were $44.9 million for the fiscal year ended June 30, 2025, and $41.4 million for the fiscal year ended June 30, 2024, resulting in a gross margin of $183.7 million, or 80.4%, and $158.7 million, or 79.3%, respectively. The decrease in cost of sales as a percentage of revenue is primarily due to shift in product mix and decreased inventory obsolescence costs during the fiscal year ended June 30, 2025.
Current wording
Cost of Sales. Cost of sales were $41.0 million for the fiscal year ended June 30, 2026, and $44.9 million for the fiscal year ended June 30, 2025, resulting in a gross margin of $141.6 million, or 77.6%, and $183.7 million, or 80.4%, respectively. The increase in cost of sales as a percentage of revenue is primarily due to increased inventory obsolescence costs, primarily from our MindBody GLP-1 System®, and a shift in product mix during the fiscal year ended June 30, 2026.
Previous wording
Commissions and Incentives. Commissions and incentives expenses for the fiscal year ended June 30, 2025 were $102.3 million or 44.7% of revenue compared to $85.9 million or 42.9% of revenue for the fiscal year ended June 30, 2024. The increase in commissions as a percentage of revenue compared to the prior fiscal year is primarily due to higher qualifications within existing promotional and incentive programs and changes in the sales mix between our independent consultants and customers.
Current wording
Commissions and Incentives. Commissions and incentives expenses for the fiscal year ended June 30, 2026 were $77.1 million or 42.2% of revenue compared to $102.3 million or 44.7% of revenue for the fiscal year ended June 30, 2025. The decrease in commissions as a percentage of revenue compared to the prior fiscal year is primarily due changes in the sales mix between our independent consultants and customers and lower qualifications within existing promotional and incentive programs.
Previous wording
Selling, General and Administrative. Selling, general and administrative expenses for the fiscal year ended June 30, 2025 were $69.2 million or 30.3% of revenue compared to $68.5 million or 34.2% of revenue for the fiscal year ended June 30, 2024. The decrease in selling, general, and administrative expenses as a percentage of revenue during fiscal year 2025 primarily was due to decreased proxy contest related expenses and the termination of our endorsement agreement with Real Salt Lake in December 2023. These decreases were partially offset by increases in the variable portion of employee related compensation expenses.
Current wording
Selling, General and Administrative. Selling, general and administrative expenses for the fiscal year ended June 30, 2026 were $58.4 million or 32.0% of revenue compared to $69.2 million or 30.3% of revenue for the fiscal year ended June 30, 2025. The increase in selling, general, and administrative expenses as a percentage of revenue during fiscal year 2026 primarily was due to an overall decrease in sales during the current fiscal year. The increase was partially offset by decreases in the variable portion of employee related compensation expenses.
Previous wording
Interest Income. Interest income, net, was $0.4 million for each of the fiscal years ended June 30, 2025 and June 30, 2024.
Current wording
Interest Income. Interest income, net, was $0.2 million and $0.4 million for the fiscal years ended June 30, 2026 and 2025, respectively.
Previous wording
Other Expense, Net. We recognized other expense, net, for the fiscal year ended June 30, 2025 of $0.4 million as compared to $0.4 million for the fiscal year ended June 30, 2024. Other expense, net, primarily consists of the impact of foreign currency fluctuations recognized during the fiscal year.
Current wording
Other Expense, Net. We recognized other expense, net, for the fiscal year ended June 30, 2026 of $0.2 million as compared to $0.4 million for the fiscal year ended June 30, 2025. Other expense, net, primarily consists of the impact of foreign currency fluctuations recognized during the fiscal year.
Previous wording
Income Tax Expense. Our income tax expense for the fiscal year ended June 30, 2025 was $2.4 million as compared to income tax expense of $1.4 million for the fiscal year ended June 30, 2024.
Current wording
Income Tax Expense. Our income tax expense for the fiscal year ended June 30, 2026 was $1.0 million as compared to $2.4 million for the fiscal year ended June 30, 2025.
Previous wording
The effective tax rate was 19.9% of pre-tax income for the fiscal year ended June 30, 2025, compared to 32.5% for the fiscal year ended June 30, 2024. The decrease in the effective tax rate for fiscal year 2025 compared to the prior year is mainly due tothe impact of permanent items in relation to pre-tax income.
Current wording
The effective tax rate was 16.4% of pre-tax income for the fiscal year ended June 30, 2026, compared to 19.9% for the fiscal year ended June 30, 2025. The decrease in the effective tax rate for fiscal year 2026 compared to the prior year is mainly due to the impact of permanent items in relation to pre-tax income.
Previous wording
Our provision for income taxes for the fiscal year ended June 30, 2025 consisted prim arily of federal, state, and foreign tax on anticipated fiscal year 2025 income which was partially offset by tax benefits. We expect our effective rate to fluctuate in future periods based on the impact of permanent items in relation to pre-tax income.
Current wording
Our provision for income taxes for the fiscal year ended June 30, 2026 consisted primarily of federal, state, and foreign tax on anticipated fiscal year 2026 income which was partially offset by tax benefits. We expect our effective rate to fluctuate in future periods based on the impact of permanent items in relation to pre-tax income.
Previous wording
Net Income. As a result of the foregoing factors, net income for the fiscal year ended June 30, 2025 increasedto $9.8 million compared to $2.9 million for the fiscal year ended June 30, 2024.
Current wording
Net Income. As a result of the foregoing factors, net income for the fiscal year ended June 30, 2026 decreased to $5.1 million compared to $9.8 million for the fiscal year ended June 30, 2025.
Previous wording
At June 30, 2025, our cash and cash equivalents were $20.2 million. This represented an increase of $3.3 million from the $16.9 million in cash and cash equivalents as of June 30, 2024.
Current wording
At June 30, 2026, our cash and cash equivalents were $14.9 million. This represented a decrease of $5.3 million from the $20.2 million in cash and cash equivalents as of June 30, 2025.
Previous wording
During the fiscal year ended June 30, 2025, our net cash provided by operating activities was $11.9 million as compared to $12.2 million during the fiscal year ended June 30, 2024. The decrease in cash provided by operating activities during the fiscal year ended June 30, 2025 primarily was due to increases in inventory and deposits on future events offset primarily by increases in other accrued expenses which contain accrued incentive compensation to employees and accrued incentives and promotions to our independent consultants.
Current wording
During the fiscal year ended June 30, 2026, our net cash provided by operating activities was $10.2 million as compared to $11.9 million during the fiscal year ended June 30, 2025. The decrease in cash provided by operating activities during the fiscal year ended June 30, 2026 primarily was due to a decrease in net income and payment of employee related incentive compensation and incentive trip expenses, previously accrued at June 30, 2025. These decreases were offset by changes in inventory and deposits on future events.
Previous wording
During the fiscal year ended June 30, 2025, our net cash used in investing activities was $1.4 million, as a result of the purchase of fixed assets, primarily from investing in changes to our Evolve Compensation Plan and Rewards Circle loyalty program through software, website, and mobile application development. During the fiscal year ended June 30, 2024, our net cash used in investing activities was $2.2 million, which was attributable to capital expenditures including leasehold improvements related to moving our Tokyo, Japan office.
Current wording
During the fiscal year ended June 30, 2026, our net cash used in investing activities was $7.3 million, as a result of the acquisition of the critical assets of LoveBiome in October 2025 and purchase of fixed assets, primarily from investing in a new e-commerce platform. During the fiscal year ended June 30, 2025, our net cash used in investing activities was $1.4 million, which was attributable to purchases of fixed assets, primarily from investing in changes to our Evolve Compensation Plan and Rewards Circle loyalty program through software, website, and mobile application development.
Previous wording
Cash used in financing activities during the fiscal year ended June 30, 2025 was $7.6 million, as a result of the repurchase of company stock, payment of quarterly cash dividends, and shares purchased as payment of tax withholding upon vesting of employee equity awards, partially offset by proceeds from stock option exercises and proceeds from purchases of company stock under our employee stock purchase plan. Cash used in financing activities during the fiscal year ended June 30, 2024 was $14.4 million, as a result of the payment of a one-time cash dividend in September 2023, quarterly cash dividends, the repurchase of company stock, and shares purchased as payment of tax withholding upon vesting of employee equity awards, partially offset by proceeds from purchases of company stock under our employee stock purchase plan.
Current wording
Cash used in financing activities during the fiscal year ended June 30, 2026 was $7.8 million, as a result of the repurchase of company stock, payment of quarterly cash dividends, and payment of tax withholding related to shares canceled upon vesting of employee equity awards, partially offset by proceeds from purchases of company stock under our employee stock purchase plan. Cash used in financing activities during the fiscal year ended June 30, 2025 was $7.6 million, as a result of the repurchase of company stock, payment of quarterly cash dividends, and payment of tax withholding related to shares canceled upon vesting of employee equity awards, partially offset by proceeds from purchases of company stock under our employee stock purchase plan.
Previous wording
At June 30, 2025 and 2024, the total amount of our foreign subsidiary cash was $6.4 million and $7.3 million, respectively. Under current U.S. tax law, in the future, if needed, we expect to be able to repatriate cash from foreign subsidiaries without paying additional U.S. taxes.
Current wording
At June 30, 2026 and 2025, the total amount of our foreign subsidiary cash was $6.4 million and $6.4 million, respectively. Under current U.S. tax law, in the future, if needed, we expect to be able to repatriate cash from foreign subsidiaries without paying additional U.S. taxes.
Previous wording
At June 30, 2025, we had working capital (current assets minus current liabilities) of $23.7 million compared to working capital of $15.3 million at June 30, 2024. The increase in working capital primarily was due to increases in cash, inventory, and prepaid expenses and decreases in accounts payable, partially offset by increases in commissions payable and other accrued expenses. We believe that our cash and cash equivalents balances and our ongoing cash flow from operations will be sufficient to satisfy our cash requirements for at least the next 12 months. The majority of our historical expenses have been variable in nature and as such, a potential reduction in the level of revenue would reduce our cash flow. In the event that our current cash balances and future cash flow from operations are not sufficient to meet our obligations or strategic needs, we would consider raising additional funds, which may not be available on terms that are acceptable to us, or at all. Our 2024 Credit Facility, however, contains covenants that in certain circumstances restrict our ability to incur additional indebtedness, make certain investments, purchase or otherwise acquire all or substantially all the assets or equity interests of other companies, or transfer any part of the business. Additionally, our 2024 Credit Facility provides for a line of credit in an aggregate principal amount up to $5.0 million. We would also consider realigning our strategic plans including a reduction in capital spending and expenses.
Current wording
At June 30, 2026, we had working capital (current assets minus current liabilities) of $18.1 million compared to working capital of $23.7 million at June 30, 2025. The decrease in working capital primarily was due to decreases in cash, inventory, and prepaid expenses and increases in accounts payable, partially offset by decreases in commissions payable and other accrued expenses. We believe that our cash and cash equivalents balances and our ongoing cash flow from operations will be sufficient to satisfy our cash requirements for at least the next 12 months. The majority of our historical expenses have been variable in nature and as such, a potential reduction in the level of revenue would reduce our cash flow. In the event that our current cash balances and future cash flow from operations are not sufficient to meet our obligations or strategic needs, we would consider raising additional funds, which may not be available on terms that are acceptable to us, or at all. Our 2024 Credit Facility, however, contains covenants that in certain circumstances restrict our ability to incur additional indebtedness, make certain investments, purchase or otherwise acquire all or substantially all the assets or equity interests of other companies, or transfer any part of the business. Additionally, our 2024 Credit Facility provides for a line of credit in an aggregate principal amount up to $5.0 million. We would also consider realigning our strategic plans including a reduction in capital spending and expenses.
Previous wording
In the event we borrow under the Line of Credit, interest will be payable commencing May 31, 2024, and then on the last day of each month thereafter until payment in full of all principal outstanding under the Line of Credit, with all unpaid principal and interest due on April 12, 2027 (the “Expiration Date”). The Line of Credit will bear interest at a rate per year equal to the sum of (i) the greater of the Term SOFR Daily Floating Rate (as defined in the Loan Agreement) or 0.00%, plus (ii) 2.00%. Amounts under the Line of Credit may be repaid and re-borrowed from time to time until the Expiration Date.
Current wording
In the event we borrow under the Line of Credit, interest will be payable commencing on the last day of each month following such borrowing until payment in full of all principal outstanding under the Line of Credit, with all unpaid principal and interest due on April 12, 2027 (the “Expiration Date”). The Line of Credit will bear interest at a rate per year equal to the sum of (i) the greater of the Term Secured Overnight Financing Rate Daily Floating Rate (as defined in the Loan Agreement) or 0.00%, plus (ii) 2.00%. Amounts under the Line of Credit may be repaid and re-borrowed from time to time until the Expiration Date.
Previous wording
We operate in and file income tax returns in the U.S. and numerous foreign jurisdictions with complex tax laws and regulations, which are subject to examination by tax authorities. The complexity of our global structure requires specialized knowledge and judgment in determining the application of tax laws in various jurisdictions. Years open to examination contain matters that could be subject to differing interpretations of applicable tax laws and regulations related to the amount and/or timing of income, deductions, and tax credits. We account for uncertain tax positions in accordance with Accounting Standards
Current wording
We operate in and file income tax returns in the U.S. and numerous foreign jurisdictions with complex tax laws and regulations, which are subject to examination by tax authorities. The complexity of our global structure requires specialized knowledge and judgment in determining the application of tax laws in various jurisdictions. Years open to examination contain matters that could be subject to differing interpretations of applicable tax laws and regulations related to the amount and/or timing of income, deductions, and tax credits. We account for uncertain tax positions in accordance with Accounting Standards Codification (“ASC”) 740, Income Taxes. This guidance prescribes a minimum probability threshold that a tax position must meet before a financial statement benefit is recognized. The minimum threshold is defined as a tax position that is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
PhysIQ™ Fat Burn is a dietary supplement designed to support weight management, and PhysIQ™Prebiotic is a dietary supplement designed to support a healthy digestive tract.
Previous report — wording carried elsewhere
Codification (“ASC”) 740, Income Taxes. This guidance prescribes a minimum probability threshold that a tax position must meet before a financial statement benefit is recognized. The minimum threshold is defined as a tax position that is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement.