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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): August 12, 2025
MANNATECH, INCORPORATED
(Exact Name of Registrant as Specified in its Charter)
Texas 000-24657 75-2508900
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
1410 Lakeside Parkway, Suite 200
 Flower Mound, Texas 75028
(Address of Principal Executive Offices, including Zip Code)
Registrant’s Telephone Number, including Area Code: (972) 471-7400
(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 (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.0001 per share MTEX The Nasdaq Stock Market LLC
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. o On May 13, 2025, Mannatech, Incorporated issued a press release announcing financial and operating results for the second quarter ended June 30, 2025.




Item 2.02 Results of Operations and Financial Condition.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.    
Exhibit Number Description
Press Release, dated August 12, 2025, titled Mannatech Reports Financial Results for Second Quarter 2025
*Furnished herewith.
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.

August 12, 2025
MANNATECH, INCORPORATED
By: /s/ Landen Fredrick
Landen Fredrick
Chief Executive Officer


EX-99.1 2 exhbit991earningsreleaseju.htm EX-99.1 Document



Mannatech Reports Financial Results for Second Quarter 2025


(Flower Mound, Texas) August 12, 2025 - Mannatech, Incorporated (NASDAQ: MTEX), ("Mannatech" or "Company"), global health and wellness company committed to transforming lives to make a better world, today announced financial results for its second quarter of 2025.

Second Quarter Results
•Net sales for the quarter ended June 30, 2025 were $25.7 million, as compared to $27.7 million for the same period in 2024, a decrease of $2.1 million, or 7.4%. On a Constant dollar basis (see Non-GAAP Measures, below) our net sales decreased $1.8 million, or 6.5%, and unfavorable foreign exchange caused a $0.2 million decrease in GAAP net sales as compared to the same period in 2024.The decline in revenues was principally due to slowing demand in certain regions we operate within due to weakened economic conditions, relative to the prior year
•Gross profit as a percentage of net sales decreased to 73.6% for the three months ended June 30, 2025, as compared to 77.1% for the same period in 2024, some of the increase in costs were related to increased freight costs related to back ordered items and running sales promotions on products thereby reducing our gross profit margin.
•Commission expenses for the three months ended June 30, 2025 decreased by 14.4%, or $1.6 million, to $9.5 million, as compared to $11.1 million for the same period in 2024. Commissions are earned from sales. Commission expenses in dollar terms decreased during the three months ended June 30, 2025 primarily due to a decline in our sales. For the three months ended June 30, 2025, commissions as a percentage of net sales decreased to 37.0% from 40.0% for the same period in 2024.
•For the three months ended June 30, 2025, selling and administrative expenses decreased by $0.1 million, or 0.8%, to $10.8 million, as compared to $10.9 million for the same period in 2024. The decrease in selling and administrative expenses was the result of a $0.4 million reduction in payroll costs, which was offset by a $0.2 million increase in marketing costs and a $0.1 million increase in office expenses. Selling and administrative expenses, as a percentage of net sales, for the three months ended June 30, 2025 increased to 42.0% from 39.1% for the same period in 2024.
•Loss from operations was $1.4 million for the three months ended June 30, 2025 as compared to $1.1 million in the same period last year.
•Income tax expense was less than $0.1 million for the three months ended June 30, 2025 as compared to income tax expense of $0.5 million in the same period last year.
•Net loss was $4.3 million for the three months ended June 30, 2025, or $2.27 per diluted share, as compared to $0.6 million, or $0.33 per diluted share for the three months ended June 30, 2024.
•As of June 30, 2025, the Company's cash and cash equivalents decreased 51.5%, or $5.9 million, to $5.5 million from $11.4 million as of December 31, 2024.
•The approximate number of new and continuing independent associate and preferred customer positions held by individuals in Mannatech’s network and associated with purchases of its packs or products as of June 30, 2025 was approximately 125,000, as compared to 142,000 in the same period of 2024. Recruiting new associates and preferred customers decreased 22.7% in the second quarter of 2025 as compared to the second quarter of 2024.

Management's Statement

Changes in current trade policies, including with respect to tariffs, could affect our cost structure and profitability. While we take steps to mitigate or avoid these increased costs and disruptions, our ability to do so may be limited by operational and supply chain constraints and uncertainties, especially in the short term.

Non-GAAP Financial Measures
In addition to results presented in accordance with GAAP, this press release and related tables include certain non-GAAP financial measures, including a presentation of Constant dollar measures. The company discloses operating results that have been adjusted to exclude the impact of changes due to the translation of foreign currencies into U.S. dollars, including changes in: Net Sales, Gross Profit, and Income from Operations.
The Company believes that these non-GAAP financial measures provide useful information to investors because they are an indicator of the strength and performance of ongoing business operations. The constant currency figures are financial measures used by management to provide investors with an additional perspective on trends. Although management believes the non-GAAP financial measures enhance investors’ understanding of their business and performance, these non-GAAP financial measures should not be considered an exclusive alternative to accompanying GAAP financial measures.



Please see the accompanying table entitled "Non-GAAP Financial Measures" for a reconciliation of these non-GAAP financial measures.


Safe Harbor statement
This release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally can be identified by use of phrases or terminology such as “may,” “will,” “should,” "hope," “could,” “would,” “expects,” “plans,” “intends,” “anticipates,” “believes,” “estimates,” “approximates,” “predicts,” “projects,” “potential,” and “continues” or other similar words or the negative of such terminology. Similarly, descriptions of Mannatech’s objectives, strategies, plans, goals or targets contained herein are also considered forward-looking statements. Mannatech believes this release should be read in conjunction with all of its filings with the United States Securities and Exchange Commission and cautions its readers that these forward-looking statements are subject to certain events, risks, uncertainties, and other factors. Some of these factors include, among others, Mannatech’s inability to attract and retain associates and members, increases in competition, litigation, regulatory changes, and its planned growth into new international markets. Although Mannatech believes that the expectations, statements, and assumptions reflected in these forward-looking statements are reasonable, it cautions readers to always consider all of the risk factors and any other cautionary statements carefully in evaluating each forward-looking statement in this release, as well as those set forth in its latest Annual Report on Form 10-K, and other filings filed with the United States Securities and Exchange Commission, including its current reports on Form 8-K. All of the forward-looking statements contained herein speak only as of the date of this release.

^ Mannatech operates in China under a cross-border e-commerce platform that is separate from its network marketing model.

Individuals interested in Mannatech's products or in exploring its business opportunity can learn more at Mannatech.com.

Contact Information:
Erin K. Barta
General Counsel and Corporate Secretary CONDENSED CONSOLIDATED BALANCE SHEETS - (UNAUDITED)
214-724-3378
ir@mannatech.com
www.mannatech.com




MANNATECH, INCORPORATED AND SUBSIDIARIES
(in thousands, except share and per share information)
ASSETS June 30, 2025 December 31, 2024
Cash and cash equivalents $ 5,525  $ 11,396 
Restricted cash 550  550 
Accounts receivable, net of allowance of $939 and $935 409  19 
Income tax receivable 734  737 
Inventories, net 12,587  10,405 
Prepaid expenses and other current assets 1,890  1,755 
Deferred commissions 730  1,259 
Total current assets 22,425  26,121 
Property and equipment, net 2,947  2,858 
Operating lease right-of-use assets 2,059  2,094 
Other assets 2,961  2,644 
Deferred tax assets, net 1,780  1,770 
Long-term restricted cash 610  569 
Total assets $ 32,782  $ 36,056 
LIABILITIES AND SHAREHOLDERS’ EQUITY    
Commissions and incentives payable $ 6,427  $ 8,642 
Accrued expenses 3,828  3,832 
Deferred revenue 2,046  3,027 
Accounts payable 5,402  2,070 
Current portion of operating lease liabilities
1,085  1,178 
Taxes payable 1,147  1,788 
Current notes payable —  84 
Current portion of finance lease liabilities 284  275 
Total current liabilities 20,219  20,896 
Long-term notes payable 2,900  2,900 
Operating lease liabilities, excluding current portion 1,562  1,576 
Other long-term liabilities 1,600  1,390 
Finance lease liabilities, excluding current portion 537  680 
Total liabilities 26,818  27,442 
Shareholders’ equity:    
Preferred stock, $0.01 par value, 1,000,000 shares authorized, no shares issued or outstanding —  — 
Common stock, $0.0001 par value, 99,000,000 shares authorized, 2,742,857 shares issued and 1,900,930 shares outstanding as of June 30, 2025 and 2,742,857 shares issued and 1,884,814 shares outstanding as of December 31, 2024
—  — 
Additional paid-in capital 33,074  33,027 
(Accumulated deficit) retained earnings (4,653) 1,189 
Accumulated other comprehensive loss (2,895) (5,666)
Treasury stock, at average cost, 841,927 shares as of June 30, 2025 and 858,043 shares as of December 31, 2024
(19,562) (19,936)
Total shareholders’ equity 5,964  8,614 
Total liabilities and shareholders’ equity $ 32,782  $ 36,056 




MANNATECH, INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - (UNAUDITED)
(in thousands, except per share information)
  Three Months Ended
June 30,
Six Months Ended
June 30,
  2025 2024 2025 2024
Net sales $ 25,679  $ 27,740  $ 52,242  $ 57,133 
Cost of sales 6,778  6,363  13,605  12,658 
Gross profit 18,901  21,377  38,637  44,475 
Operating expenses:    
Commissions and incentives 9,567  11,660  20,120  23,345 
Selling and administrative expenses 10,777  10,860  20,793  21,452 
Total operating expenses 20,344  22,520  40,913  44,797 
Loss from operations (1,443) (1,143) (2,276) (322)
Interest expense, net (102) (105) (175) (87)
Other (expense) income, net (2,744) 1,120  (3,162) 1,990 
(Loss) income before income taxes (4,289) (128) (5,613) 1,581 
Income tax expense (23) (496) (229) (1,025)
Net (loss) income $ (4,312) $ (624) $ (5,842) $ 556 
(Loss) income per common share:    
Basic $ (2.27) $ (0.33) $ (3.07) $ 0.30 
Diluted $ (2.27) $ (0.33) $ (3.07) $ 0.30 
Weighted-average common shares outstanding:    
Basic 1,901  1,885  1,901  1,885 
Diluted 1,901  1,885  1,901  1,885 





Net sales by region for the three and six months ended June 30, 2025 and 2024 were as follows (in millions, except percentages):
  Three Months Ended
June 30,
Six Months Ended
June 30,
Region 2025 2024 2025 2024
Americas $ 8.3  32.3  % $ 9.5  34.3  % $ 17.2  33.0  % $ 19.7  34.5  %
Asia/Pacific 15.3  59.5  % 15.9  57.4  % 30.7  58.8  % 33.0  57.8  %
EMEA 2.1  8.2  % 2.3  8.3  % 4.3  8.2  % 4.4  7.7  %
Total net sales $ 25.7  100.0  % $ 27.7  100.0  % $ 52.2  100.0  % $ 57.1  100.0  %

Non-GAAP Financial Measures (Sales, Gross Profit and Income from Operations in Constant Dollars)
To supplement its financial results presented in accordance with generally accepted accounting principles in the United States (“GAAP”), Mannatech discloses operating results that have been adjusted to exclude the impact of changes due to the translation of foreign currencies into U.S. dollars, including changes in: Net Sales, Gross Profit, and Income from Operations. It refers to these adjusted financial measures as Constant dollar items, which are non-GAAP financial measures. The company believes these measures provide investors with an additional perspective on trends. To exclude the impact of changes due to the translation of foreign currencies into U.S. dollars, it calculates current year results and prior year results at a constant exchange rate, which is the prior year’s rate. Currency impact is determined as the difference between the actual GAAP results and the recalculated results for the current year at the Constant dollar rates.
The tables below reconcile second quarter 2025 and year-to-date Constant dollar net sales, gross profit and income from operations to GAAP net sales, gross profit and income from operations. (in millions, except percentages):
Three-month period ended June 30, 2025 June 30, 2024 Constant $ Change
GAAP
Measure:
Total $
Translation Adjustment Non-GAAP
Measure:
Constant $
GAAP
Measure:
Total $
Dollar Percent
Net sales $ 25.7  $ 0.2  $ 25.9  $ 27.7  $ (1.8) (6.5) %
Gross profit $ 18.9  $ 0.2  $ 19.1  $ 21.4  $ (2.3) (10.7) %
Loss from operations $ (1.4) $ —  $ (1.4) $ (1.1) $ (0.3) 27.3  %
                                                                                                  
       Six-month period ended June 30, 2025 June 30, 2024 Constant $ Change
GAAP
Measure:
Total $
Translation Adjustment Non-GAAP
Measure:
Constant $
GAAP
Measure:
Total $
Dollar Percent
Net sales $ 52.2  $ 1.5  $ 53.7  $ 57.1  $ (3.4) (6.0) %
Gross profit $ 38.6  $ 1.2  $ 39.8  $ 44.5  $ (4.7) (10.6) %
Loss from operations $ (2.3) $ 0.3  $ (2.0) $ (0.3) $ (1.7) 566.7  %