Form 8-K Lifevantage Corp For: Jul 31

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Lifevantage Corporation

(Exact name of Registrant as Specified in Its Charter)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

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

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 31, 2026, the Board of Directors (the “Board”) of LifeVantage Corporation (the “Company”) approved the LifeVantage Corporation 2026 New Employee Long-Term Incentive Plan (the “2026 New Employee Plan”). The terms of the 2026 New Employee Plan are substantially similar to the terms of the Company’s 2017 Long-Term Incentive Plan with the exception that incentive stock options may not be issued under the 2026 New Employee Plan and awards under the 2026 New Employee Plan may only be issued to eligible recipients under the applicable Nasdaq rules. The 2026 New Employee Plan was adopted by the Board without stockholder approval pursuant to Rule 5635(c)(4) of the Nasdaq Listing Rules.

The Board has initially reserved 1,500,000 shares of the Company’s common stock for issuance pursuant to awards granted under the 2026 New Employee Plan. In accordance with Rule 5635(c)(4) of the Nasdaq Listing Rules, awards under the 2026 New Employee Plan may only be made to an employee who has not previously been an employee or member of the board of directors of the Company or any subsidiary, or following a bona fide period of non-employment by the Company or a subsidiary, if he or she is granted such award in connection with his or her commencement of employment with the Company or a subsidiary and such grant is an inducement material to his or her entering into employment with the Company or such subsidiary.

The foregoing description of the 2026 New Employee Plan does not purport to be complete and is qualified in its entirety by the full and complete terms of the 2026 New Employee Plan, a copy of which is filed with this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

d) Exhibits

SIGNATURES

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