SEC Filing | Nu Skin Enterprises

View:

Download DOC

Download PDF

Download XLS

Download XBRL

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

☑	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _____________ TO _____________

Commission File Number: 001-12421

	NU SKIN ENTERPRISES, INC.
	(Exact name of registrant as specified in its charter)

Delaware		87-0565309
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

	75 West Center Street Provo, Utah 84601
	(Address of principal executive offices, including zip code)

	(801) 345-1000
	(Registrant’s telephone number, including area code)

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A Common Stock, $.001 par value		NUS		New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Accelerated filer ☑
Non-accelerated filer ☐	Smaller reporting company ☐
	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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

As of November 1, 2025, 48,750,076 shares of the registrant’s Class A common stock, $.001 par value per share, were outstanding.

NU SKIN ENTERPRISES, INC.

QUARTERLY REPORT ON FORM 10-Q – THIRD QUARTER 2025

TABLE OF CONTENTS

			Page
Part I.	Financial Information
	Item 1.	Financial Statements (Unaudited):
		Consolidated Balance Sheets	1
		Consolidated Statements of Income	2
		Consolidated Statements of Comprehensive Income	3
		Consolidated Statements of Stockholders’ Equity	4
		Consolidated Statements of Cash Flows	6
		Notes to Consolidated Financial Statements	7
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	30
	Item 4.	Controls and Procedures	30


Part II.	Other Information
	Item 1.	Legal Proceedings	31
	Item 1A.	Risk Factors	31
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	31
	Item 3.	Defaults Upon Senior Securities	32
	Item 4.	Mine Safety Disclosures	32
	Item 5.	Other Information	32
	Item 6.	Exhibits	32

	Signature		33

In this Quarterly Report on Form 10-Q, references to “dollars” and “$” are to United States (“U.S.”) dollars.

Nu Skin, Pharmanex, and ageLOC are our trademarks. The italicized product names used in this Quarterly Report on Form 10-Q are product names and also, in certain cases, our trademarks.

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1.

FINANCIAL STATEMENTS

NU SKIN ENTERPRISES, INC.

Consolidated Balance Sheets (Unaudited)

(U.S. dollars in thousands)

	September 30, 2025			December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents	$	251,787		$	186,883
Current investments		1,210			11,111
Accounts receivable, net		48,892			50,784
Inventories, net		178,533			190,242
Prepaid expenses and other		67,721			72,643
Current assets held for sale		—			26,936
Total current assets		548,143			538,599

Property and equipment, net		375,280			379,595
Operating lease right-of-use assets		79,933			72,605
Goodwill		83,625			83,625
Other intangible assets, net		44,198			74,278
Other assets		293,227			298,008
Long-term assets held for sale		—			22,204
Total assets	$	1,424,406		$	1,468,914

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	28,523		$	34,880
Accrued expenses		205,914			217,808
Current portion of long-term debt		20,000			30,000
Current liabilities held for sale		—			13,919
Total current liabilities		254,437			296,607

Operating lease liabilities		62,382			58,439
Long-term debt		209,044			363,613
Other liabilities		98,748			97,475
Long-term liabilities held for sale		—			1,325
Total liabilities		624,611			817,459

Commitments and contingencies (Notes 6 and 12)

Stockholders’ equity:
Class A common stock – 500 million shares authorized, $0.001 par value, 90.6 million shares issued		91			91
Additional paid-in capital		633,161			627,787
Treasury stock, at cost – 41.5 million and 40.8 million shares		(1,565,275	)		(1,563,614	)
Accumulated other comprehensive loss		(116,916	)		(124,758	)
Retained earnings		1,848,734			1,711,949
Total stockholders’ equity		799,795			651,455
Total liabilities and stockholders’ equity	$	1,424,406		$	1,468,914

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

NU SKIN ENTERPRISES, INC.

Consolidated Statements of Income (Unaudited)

(U.S. dollars in thousands, except per share amounts)

	Three Months Ended September 30,					Nine Months Ended September 30,
	2025			2024		2025			2024
Revenue	$	364,211		$	430,145	$	1,114,839		$	1,286,532
Cost of sales		107,488			128,682		345,422			383,828
Gross profit		256,723			301,463		769,417			902,704

Operating expenses:
Selling expenses		130,264			167,612		377,038			486,617
General and administrative expenses		104,817			115,620		324,746			358,107
Restructuring and impairment expenses		—			—		25,114			156,484
Total operating expenses		235,081			283,232		726,898			1,001,208

Operating income (loss)		21,642			18,231		42,519			(98,504	)
Interest expense		4,145			6,500		9,954			20,545
Gain on sale of business		—			—		176,162			—
Other income (expense), net		(1,503	)		1,567		(30,721	)		1,800

Income (loss) before provision for income taxes		15,994			13,298		178,006			(117,249	)
Provision (benefit) for income taxes		(1,085	)		4,996		32,293			(6,760	)

Net income (loss)	$	17,079		$	8,302	$	145,713		$	(110,489	)

Net income (loss) per share (Note 7):
Basic	$	0.35		$	0.17	$	2.94		$	(2.23	)
Diluted	$	0.34		$	0.17	$	2.91		$	(2.23	)

Weighted-average common shares outstanding (000s):
Basic		49,398			49,707		49,533			49,645
Diluted		50,310			49,733		50,158			49,645

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

NU SKIN ENTERPRISES, INC.

Consolidated Statements of Comprehensive Income (Unaudited)

(U.S. dollars in thousands)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
Net income (loss)	$	17,079		$	8,302		$	145,713		$	(110,489	)

Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments		(2,309	)		14,985			11,532			6
Net unrealized gains (losses) on cash flow hedges, net of taxes of $(1) and $262 for the three months ended September 30, 2025 and 2024, respectively and $(51) and $(325) for the nine months ended September 30, 2025 and 2024, respectively		2			(949	)		185			1,178
Reclassification adjustment for realized losses in current earnings on cash flow hedges, net of taxes of $152 and $574 for the three months ended September 30, 2025 and 2024, respectively and $1,069 and $1,716 for the nine months ended September 30, 2025 and 2024, respectively		(551	)		(2,081	)		(3,875	)		(6,218	)
		(2,858	)		11,955			7,842			(5,034	)
Comprehensive income (loss)	$	14,221		$	20,257		$	153,555		$	(115,523	)

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

NU SKIN ENTERPRISES, INC.

Consolidated Statements of Stockholders’ Equity (Unaudited)

(U.S. dollars in thousands)

	For the Three Months Ended September 30, 2025
	Class A Common Stock		Additional Paid-in Capital			Treasury Stock			Accumulated Other Comprehensive Loss			Retained Earnings			Total
Balance at July 1, 2025	$	91	$	627,515		$	(1,560,411	)	$	(114,058	)	$	1,834,617		$	787,754

Net income		—		—			—			—			17,079			17,079
Other comprehensive loss, net of tax		—		—			—			(2,858	)		—			(2,858	)
Repurchase of Class A common stock (Note 7)		—		—			(5,008	)		—			—			(5,008	)
Exercise of employee stock options (0.1 million shares)/vesting of stock awards		—		(173	)		144			—			—			(29	)
Stock-based compensation		—		5,819			—			—			—			5,819
Cash dividends		—		—			—			—			(2,962	)		(2,962	)
Balance at September 30, 2025	$	91	$	633,161		$	(1,565,275	)	$	(116,916	)	$	1,848,734		$	799,795

	For the Three Months Ended September 30, 2024
	Class A Common Stock		Additional Paid-in Capital			Treasury Stock			Accumulated Other Comprehensive Loss			Retained Earnings			Total
Balance at July 1, 2024	$	91	$	621,440		$	(1,564,090	)	$	(116,995	)	$	1,745,718		$	686,164

Net income		—		—			—			—			8,302			8,302
Other comprehensive income, net of tax		—		—			—			11,955			—			11,955
Exercise of employee stock options (0.1 million shares)/vesting of stock awards		—		(265	)		212			—			—			(53	)
Stock-based compensation		—		3,490			—			—			—			3,490
Cash dividends		—		—			—			—			(2,983	)		(2,983	)
Balance at September 30, 2024	$	91	$	624,665		$	(1,563,878	)	$	(105,040	)	$	1,751,037		$	706,875

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

NU SKIN ENTERPRISES, INC.

Consolidated Statements of Stockholders’ Equity (Unaudited)

(U.S. dollars in thousands)

	For the Nine Months Ended September 30, 2025
	Class A Common Stock		Additional Paid-in Capital			Treasury Stock			Accumulated Other Comprehensive Loss			Retained Earnings			Total
Balance at January 1, 2025	$	91	$	627,787		$	(1,563,614	)	$	(124,758	)	$	1,711,949		$	651,455

Net income		—		—			—			—			145,713			145,713
Other comprehensive income, net of tax		—		—			—			7,842			—			7,842
Repurchase of Class A common stock (Note 7)		—		—			(10,020	)		—			—			(10,020	)
Exercise of employee stock options (0.3 million shares)/vesting of stock awards		—		(9,530	)		8,359			—			—			(1,171	)
Stock-based compensation		—		14,904			—			—			—			14,904
Cash dividends		—		—			—			—			(8,928	)		(8,928	)
Balance at September 30, 2025	$	91	$	633,161		$	(1,565,275	)	$	(116,916	)	$	1,848,734		$	799,795

	For the Nine Months Ended September 30, 2024
	Class A Common Stock		Additional Paid-in Capital			Treasury Stock			Accumulated Other Comprehensive Loss			Retained Earnings			Total
Balance at January 1, 2024	$	91	$	621,853		$	(1,570,440	)	$	(100,006	)	$	1,870,470		$	821,968

Net loss		—		—			—			—			(110,489	)		(110,489	)
Other comprehensive loss, net of tax		—		—			—			(5,034	)		—			(5,034	)
Exercise of employee stock options (0.3 million shares)/vesting of stock awards		—		(8,566	)		6,562			—			—			(2,004	)
Stock-based compensation		—		11,378			—			—			—			11,378
Cash dividends		—		—			—			—			(8,944	)		(8,944	)
Balance at September 30, 2024	$	91	$	624,665		$	(1,563,878	)	$	(105,040	)	$	1,751,037		$	706,875

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

NU SKIN ENTERPRISES, INC.

Consolidated Statements of Cash Flows (Unaudited)

(U.S. dollars in thousands)

	Nine Months Ended September 30,
	2025			2024
Cash flows from operating activities:
Net income (loss)	$	145,713		$	(110,489	)
Adjustments to reconcile net income (loss) to cash flows from operating activities:
Gain on sale of business		(176,162	)		—
Impairment of goodwill, fixed assets and other intangibles		25,114			147,350
Unrealized losses on equity investments		28,077			—
Depreciation and amortization		39,349			53,361
Non-cash lease expense		19,484			23,644
Stock-based compensation		20,945			11,378
Inventory write-down		5,843			5,104
Foreign currency losses		4,468			2,238
Loss (gain) on disposal of assets		171			(337	)
Deferred taxes		(8,154	)		(7,625	)
Changes in operating assets and liabilities:
Accounts receivable, net		1,318			5,074
Inventories, net		11,003			24,948
Prepaid expenses and other		1,562			(21,174	)
Other assets		(9,508	)		(4,061	)
Accounts payable		(6,865	)		(10,556	)
Accrued expenses		(41,124	)		(19,032	)
Other liabilities		2,431			(13,866	)
Net cash provided by operating activities		63,665			85,957

Cash flows from investing activities:
Purchases of property and equipment		(23,517	)		(29,000	)
Purchases of investments		—			(13,718	)
Proceeds on investment sales		10,214			18,378
Proceeds from sale of business, net		193,725			—
Net cash provided by (used in) investing activities		180,422			(24,340	)

Cash flows from financing activities:
Exercise of employee stock options and taxes paid related to the net shares settlement of stock awards		(1,171	)		(2,004	)
Payment of cash dividends		(8,928	)		(8,944	)
Repurchase of shares of common stock		(10,020	)		—
Finance lease principal payments		(1,755	)		(2,302	)
Contingent consideration payments		—			(6,300	)
Proceeds from debt		55,000			15,000
Payments of debt		(220,000	)		(85,000	)
Other, net		2,971			—
Net cash used in financing activities		(183,903	)		(89,550	)

Effect of exchange rate changes on cash		4,720			(373	)

Net increase (decrease) in cash and cash equivalents		64,904			(28,306	)

Cash and cash equivalents, beginning of period		186,883			256,057

Cash and cash equivalents, end of period	$	251,787		$	227,751

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

NU SKIN ENTERPRISES, INC.

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 primarily under the Nu Skin, Pharmanex and ageLOC brands. The Company reports revenue from nine segments, consisting of its seven geographic Nu Skin segments—Americas, which includes Canada, Latin America and the United States; Mainland China; Southeast Asia/Pacific, which includes Indonesia, Malaysia, the Philippines, Singapore, Thailand, Vietnam, Australia, New Zealand, and other markets; Japan; Europe and Africa, which includes markets in Europe as well as South Africa; South Korea; and Hong Kong/Taiwan, which also includes Macau—and two Rhyz segments—Manufacturing, which includes manufacturing and packaging subsidiaries it has acquired; and Rhyz Other, which includes other investments by its Rhyz business arm (the Company’s subsidiaries operating within each segment are collectively referred to as the “Subsidiaries”).

2.	Summary of Significant Accounting Policies

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by US GAAP for complete financial statements. The unaudited consolidated financial statements include the accounts of the Company and its Subsidiaries. All intercompany accounts and transactions are eliminated in consolidation. In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, considered necessary for a fair statement of the Company’s financial information as of September 30, 2025, and for the three- and nine-month periods ended September 30, 2025 and 2024. The results of operations of any interim period are not necessarily indicative of the results of operations to be expected for the fiscal year. The consolidated balance sheet as of December 31, 2024 has been prepared using information from the audited financial statements at that date. For further information, refer to the consolidated financial statements and accompanying footnotes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

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, with early adoption permitted. The Company is currently evaluating the potential effect that the updated standard will have on its financial statement disclosures.

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.

Table of Contents

Inventories, net

Inventories, net consist of the following (U.S. dollars in thousands):

	September 30, 2025		December 31, 2024
Raw materials	$	100,658	$	121,929
Finished goods		77,875		68,313
Total Inventory, net	$	178,533	$	190,242

Reserves of inventories consist of the following (U.S. dollars in thousands):

	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
Beginning balance	$	75,696		$	70,283		$	84,006		$	83,378
Additions		43			1,584			5,843			5,104
Write-offs		(6,330	)		(8,359	)		(20,440	)		(24,974	)
Ending Balance	$	69,409		$	63,508		$	69,409		$	63,508

Revenue Recognition

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 as of September 30, 2025 and December 31, 2024 was $7.3 million and $7.8 million, respectively. The contract liabilities’ impact to revenue for the three-month periods ended September 30, 2025 and 2024 was an increase of $0.1 million and an increase of $0.3 million, respectively. The impact to revenue for the nine-month periods ended September 30, 2025, and 2024 was an increase of $0.5 million and an increase of $1.1 million, respectively.

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. The Company received an additional payment of $2.7 million in the second quarter of 2025 and received an additional $1.7 million in the third quarter of 2025. The estimated fair value 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.

Table of Contents

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 and $2.0 million for the three months ended September 30, 2025 and 2024, respectively and $0 and $1.0 million for the nine months ended September 30, 2025 and 2024, 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):

	December 31, 2024
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.	Goodwill and Intangibles

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 of two reporting units, which had goodwill of $4.7 million and $0.0, respectively, as of both September 30, 2025 and December 31, 2024.

The following table presents the change in carrying amount of goodwill by reporting unit for the nine months ended September 30, 2025 (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, 2024	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	78,875	$	4,750	$	83,625
Goodwill as of September 30, 2025	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	78,875	$	4,750	$	83,625

Accumulated impairment losses for each segment as of September 30, 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

Table of Contents

Intangibles

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 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. The BeautyBio asset group has a remaining carrying value of $2.3 million with a remaining weighted-average amortization period of approximately 7 years.

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 of five 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 September 30, 2025, the Company was in compliance with all covenants under the Credit Agreement. In January 2025, the Company made a $115.0 million payment on the term loan facility using a portion of the proceeds from the Mavely sale.

The following table summarizes the Company’s debt facilities as of September 30, 2025 and December 31, 2024:

Facility or Arrangement	Original Principal Amount	Balance as of September 30, 2025⁽¹⁾⁽²⁾	Balance as of December 31, 2024⁽¹⁾⁽²⁾	Interest Rate	Repayment Terms
Credit Agreement term loan facility	$400.0 million	$230.0 million	$360.0 million	Variable 30 day: 6.26%	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 September 30, 2025 and December 31, 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 and $0 and $10.0 million, respectively, of the balance under the revolving line of credit.

(2)	The carrying value of the debt reflects the amounts stated in the above table, less debt issuance costs of $1.0 million and $1.4 million as of September 30, 2025 and December 31, 2024, respectively, related to the Credit Agreement, which are not reflected in this table.

Table of Contents

Leases

As of September 30, 2025, the weighted-average remaining lease term was 6.3 and 4.1 years for operating and finance leases, respectively. As of September 30, 2025, the weighted-average discount rate was 3.9% and 6.6% for operating and finance leases, respectively.

The components of lease expense were as follows (U.S. dollars in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Operating lease expense
Operating lease cost	$	5,801	$	5,953	$	17,673	$	17,892
Variable lease cost		1,360		1,961		3,594		4,701
Finance lease expense
Amortization of right-of-use assets		534		700		1,615		2,183
Interest on lease liabilities		156		86		489		289
Total lease expense	$	7,851	$	8,700	$	23,371	$	25,065

Supplemental cash flow information related to leases was as follows (U.S. dollars in thousands):

	Nine Months Ended September 30,
	2025		2024
Operating cash outflow from operating leases	$	17,833	$	19,103
Operating cash outflow from finance leases	$	495	$	295
Financing cash outflow from finance leases	$	1,755	$	2,302
Right-of-use assets obtained in exchange for operating lease obligations	$	23,972	$	14,914
Right-of-use assets obtained in exchange for finance lease obligations	$	220	$	10

Maturities of lease liabilities were as follows (U.S. dollars in thousands):

Year Ending December 31	Operating Leases		Finance Leases
2025	$	6,268	$	642
2026		21,195		2,562
2027		16,688		2,540
2028		12,230		2,519
2029		10,405		2,050
Thereafter		24,705		7
Total		91,491		10,320
Less: Finance charges		9,297		1,288
Total principal liability	$	82,194	$	9,032

7.	Capital Stock

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. For the three-month periods ended September 30, 2025 and 2024, stock awards and options of 1.0 million and 2.3 million, respectively, and for the nine-month periods ended September 30, 2025 and 2024, stock awards and options of 1.6 million and 1.5 million, respectively, were excluded from the calculation of diluted earnings per share because they were anti-dilutive.

Table of Contents

Dividends

In February, May and August 2025, the Company’s board of directors declared quarterly cash dividends of $0.06 per share. These quarterly cash dividends of $3.0 million were paid on March 5, 2025, June 11, 2025 and September 10, 2025, respectively, to stockholders of record on February 24, 2025, May 30, 2025 and August 29, 2025, respectively. In November 2025, the Company’s board of directors declared a quarterly cash dividend of $0.06 per share to be paid on December 10, 2025 to stockholders of record on November 28, 2025.

Repurchase of common stock

During the three- and nine-month periods ended September 30, 2025, the Company repurchased 0.4 million and 1.0 million shares of its Class A common stock under its stock repurchase plan for $5.0 million and $10.0 million, respectively. The Company repurchased no shares of its Class A common stock under its stock repurchase plan during the three- and nine-month periods ended September 30, 2024. As of September 30, 2025, $152.4 million was available for repurchases under the Company’s stock repurchase plan.

8.	Fair Value and Equity Investments

Fair Value

The carrying value of financial instruments including cash and cash equivalents, accounts receivable and accounts payable approximates fair values due to the short-term nature of these instruments. The carrying value of debt approximates fair value due to the variable 30-day interest rate. Fair value estimates are made at a specific point in time, based on relevant market information.

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; and

■

Level 3 – unobservable inputs based on the Company’s own assumptions.

Accounting standards permit companies, at their option, to measure certain financial instruments and other eligible items at fair value. The Company has elected not to apply the fair value option to existing eligible items beyond what is required by US GAAP.

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):

	Fair Value at September 30, 2025
	Level 1		Level 2			Level 3			Total
Financial assets:
Cash equivalents and current investments	$	44,678		$	—		$	—		$	44,678
Derivative financial instruments asset		—			—			—			—
Life insurance contracts		—			—			48,189			48,189
Total	$	44,678		$	—		$	48,189		$	92,867

	Fair Value at December 31, 2024
	Level 1		Level 2		Level 3		Total
Financial assets:
Cash equivalents and current investments	$	23,914	$	—	$	—	$	23,914
Derivative financial instruments asset		—		4,708		—		4,708
Life insurance contracts		—		—		44,091		44,091
Contingent consideration		—		—		—		—
Total	$	23,914	$	4,708	$	44,091	$	72,713

Table of Contents

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		4,098		6,153
Sales and settlements		—		(7,200	)
Ending balance at September 30	$	48,189	$	43,994

Life insurance contracts: Accounting Standards Codification (“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.

The following table provides a summary of changes in fair value of the Company’s Level 3 contingent consideration (U.S. dollars in thousands):

	2024
Beginning balance at January 1	$	(6,300	)
Payments		6,300
Ending balance at September 30	$	—

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.

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 $0.0 and $28.1 million as of September 30, 2025 and December 31, 2024, respectively. 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 three months ended March 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 first quarter of 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 $14.0 million and $7.6 million as of September 30, 2025 and December 31, 2024, respectively.

9.	Income Taxes

Provision (benefit) for income taxes for the three- and nine-month periods ended September 30, 2025 was $(1.1) million and $32.3 million, compared to $5.0 million and $(6.8) million for the prior-year periods. The effective tax rates for the three- and nine-month periods ended September 30, 2025, were (6.8)% and 18.1% of pre-tax income, compared to 37.6% and 5.8% in the prior-year periods. The Company’s effective tax rate for the three-month and nine-month periods ended September 30, 2025 benefited from $8.1 million of additional research and development credits determined creditable during the third quarter. The Company’s effective tax rate for the nine-month period ended September 30, 2025 was additionally impacted by the following items recorded discretely in the period ended March 31, 2025, the sale of the Company’s subsidiary Mavely, the impairment of the BeautyBio asset group, and the impairment of an equity investment. The Company’s effective tax rates for the nine-month period ended September 30, 2024 were impacted by the second quarter of 2024 goodwill impairment.

Table of Contents

The Company accounts for income taxes in accordance with ASC Topic 740 “Income Taxes.” 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. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be ultimately realized. The Company had net deferred tax assets of $181.7 million and $173.9 million as of September 30, 2025 and December 31, 2024, respectively.

The Company evaluates its indefinite reinvestment assertions with respect to foreign earnings for each quarter. For all foreign earnings, the Company accrues the applicable foreign income taxes. For the earnings that have been indefinitely reinvested, the Company does not accrue foreign withholding taxes. Undistributed earnings that the Company has indefinitely reinvested, for which no foreign withholding taxes have been provided, aggregate to $60.0 million as of December 31, 2024. If the amount designated as indefinitely reinvested as of December 31, 2024 were repatriated to the United States, the amount of incremental taxes would be approximately $6.0 million. The Company intends to utilize the indefinitely reinvested offshore earnings to fund foreign investments, specifically capital expenditures.

The Company files income tax returns in the U.S. federal jurisdiction, and in various state and foreign jurisdictions. In 2009, the Company entered into a voluntary program with the IRS called Compliance Assurance Process (“CAP”). The objective of CAP is to contemporaneously work with the IRS to achieve federal tax compliance and resolve all or most of the issues prior to filing of the tax return. As of December 31, 2024, tax years through 2020, 2022 and 2023 have been audited and are effectively closed to further examination. For tax year 2021, the Company was in the Bridge phase of the CAP program, pursuant to which the IRS will not accept disclosures, will not conduct reviews and will not provide letters of assurance for the Bridge years. There are limited circumstances that tax years in the Bridge phase will be opened for examination. For tax years 2024 and 2025, the Company has been accepted in the IRS’s Bridge Plus program. The Company may elect to continue participating in CAP for future tax years; the Company may withdraw from the program at any time. With a few exceptions, the Company is no longer subject to state and local income tax examination by tax authorities for the years before 2021. Foreign jurisdictions have varying lengths of statutes of limitations for income tax examinations. Some statutes are as short as three years and in certain markets may be as long as ten years. The Company is currently under examination in certain foreign jurisdictions; however, the outcomes of those reviews are not yet determinable. The Company’s unrecognized tax benefits relate to multiple jurisdictions. Due to potential increases in unrecognized tax benefits from the multiple jurisdictions in which the Company operates, as well as the expiration of various statutes of limitations, it is reasonably possible that the Company’s gross unrecognized tax benefits, net of foreign currency adjustments, may increase in the next 12 months by approximately $0.1 to $1.0 million.

In 2021, as part of the Organization for Economic Co-operation and Development’s (“OECD”) Inclusive Framework, 140 member countries agreed to the implementation of the Pillar Two Global Minimum Tax (“Pillar Two”) of 15%. The OECD continues to release additional guidance, including administrative guidance on how Pillar Two rules should be interpreted and applied by jurisdictions as they adopt Pillar Two. A number of countries have utilized the administrative guidance as a starting point for legislation that went into effect January 1, 2024. Based on current enacted legislation, the Company anticipates the impact of Pillar Two to be immaterial for 2025.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. The Company completed the initial assessment of the OBBBA corporate tax provisions as they relate to the Company’s consolidated financial statements in the third quarter of 2025. The enactment of the OBBBA did not have a material impact to the Company’s income tax benefit for the three and nine months ended September 30, 2025. The Company will continue to evaluate the impacts of OBBBA and does not expect the OBBBA to have a material impact to its total tax provision.

10.	Derivatives and Hedging Activities

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 from time to time 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.

Table of Contents

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 $0.0 million will be reclassified as a reduction to interest expense.

As of December 31, 2024, the Company had four outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk with a total notional amount of $200 million. During the third quarter of 2025, the Company’s four interest rate derivatives with a total notional amount of $200 million matured, leaving no outstanding derivatives as of September 30, 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
Derivatives in Cash flow Hedging Relationships:	Balance Sheet Location	September 30, 2025		December 31, 2024
Interest Rate Swap - Asset	Prepaid expenses and other	$	—	$	4,708

Effect of Cash Flow Hedge Accounting on Accumulated Other Comprehensive Loss

The tables below present the effect of cash flow hedge accounting on Accumulated Other Comprehensive Loss.

	Amount of Gain Recognized in Other Comprehensive Income on Derivatives
	Three Months Ended					Nine Months Ended
	September 30,					September 30,
Derivatives in Cash flow Hedging Relationships:	2025		2024			2025		2024
Interest Rate Swaps	$	3	$	(1,211	)	$	236	$	1,503

		Amount of Gain Reclassified from Accumulated Other Comprehensive Income into Income
		Three Months Ended				Nine Months Ended
		September 30,				September 30,
Derivatives in Cash flow Hedging Relationships:	Income Statement Location	2025		2024		2025		2024
Interest Rate Swaps	Interest expense	$	703	$	2,655	$	4,944	$	7,934

11.	Segment Information

The Company reports revenue from nine segments, consisting of its seven geographic Nu Skin segments—Americas, Southeast Asia/Pacific, Mainland China, Japan, Europe & Africa, South Korea, and Hong Kong/Taiwan—and two Rhyz segments—Manufacturing and Rhyz Other. The Nu Skin Other category includes miscellaneous corporate revenue and related adjustments. The Rhyz Other segment includes two operating segments that are aggregated into one reporting segment and includes other investments by our Rhyz business 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.

Table of Contents

Profitability by 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 Corporate and other expenses. Corporate and 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.

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 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.

	Three Months Ended September 30, 2025
	Nu Skin																					Rhyz
	Americas			Southeast Asia/ Pacific			Mainland China			Japan			Europe & Africa			South Korea			Hong Kong/ Taiwan			Manufacturing ⁽¹⁾			Rhyz Other				Total Segments
Revenue		$	63,994		$	56,285		$	42,519		$	44,545		$	38,002		$	35,202		$	31,799		$	47,648		$	3,973			$	363,967
Cost of sales			16,682			13,734			7,365			9,319			9,717			6,952			5,218			36,795			890				106,672
Other segment items ⁽²⁾			33,908			29,708			28,594			21,989			22,449			19,131			16,548			8,254			4,360				184,941
Segment contribution		$	13,404		$	12,843		$	6,560		$	13,237		$	5,836		$	9,119		$	10,033		$	2,599		$	(1,277	)		$	72,354

	Three Months Ended September 30, 2024
	Nu Skin																					Rhyz
	Americas			Southeast Asia/ Pacific			Mainland China			Japan			Europe & Africa			South Korea			Hong Kong/ Taiwan			Manufacturing ⁽¹⁾			Rhyz Other				Total Segments
Revenue		$	77,194		$	59,515		$	53,020		$	47,222		$	38,577		$	45,201		$	33,749		$	51,773		$	21,376			$	427,627
Cost of sales			20,335			16,708			10,370			9,541			9,641			9,768			6,595			42,547			2,292				127,797
Other segment items ⁽²⁾			40,978			32,810			35,373			24,190			23,743			21,150			17,929			8,684			22,007				226,864
Segment contribution		$	15,881		$	9,997		$	7,277		$	13,491		$	5,193		$	14,283		$	9,225		$	542		$	(2,923	)		$	72,966

	Nine Months Ended September 30, 2025
	Nu Skin																					Rhyz
	Americas			Southeast Asia/ Pacific			Mainland China			Japan			Europe & Africa			South Korea			Hong Kong/ Taiwan			Manufacturing ⁽¹⁾			Rhyz Other				Total Segments
Revenue		$	205,998		$	159,291		$	143,518		$	131,860		$	108,351		$	101,785		$	87,773		$	163,338		$	11,725			$	1,113,639
Cost of sales			52,849			38,758			26,152			27,109			27,622			20,451			14,932			128,733			3,264				339,870
Other segment items ⁽²⁾			107,182			83,318			85,797			67,707			64,311			51,387			44,789			26,527			12,254				543,272
Segment contribution		$	45,967		$	37,215		$	31,569		$	37,044		$	16,418		$	29,947		$	28,052		$	8,078		$	(3,793	)		$	230,497

	Nine Months Ended September 30, 2024
	Nu Skin																					Rhyz
	Americas			Southeast Asia/ Pacific			Mainland China			Japan			Europe & Africa			South Korea			Hong Kong/ Taiwan			Manufacturing ⁽¹⁾			Rhyz Other				Total Segments
Revenue		$	237,160		$	179,921		$	178,797		$	134,046		$	121,563		$	130,283		$	98,061		$	153,548		$	49,967			$	1,283,346
Cost of sales			61,755			48,350			32,346			26,865			32,388			26,829			18,828			122,647			7,319				377,327
Other segment items ⁽²⁾			127,169			99,784			113,548			69,980			75,301			63,665			54,227			26,635			56,986				687,295
Segment contribution		$	48,236		$	31,787		$	32,903		$	37,201		$	13,874		$	39,789		$	25,006		$	4,266		$	(14,338	)		$	218,724

(1)

The Manufacturing segment had $9.9 million and $10.9 million of intersegment revenue for the three months ended September 30, 2025 and 2024, respectively, and $27.5 million and $28.5 million for the nine months ended September 30, 2025 and 2024, respectively. Intersegment revenue is eliminated in the consolidated financial statements, as well as the reported segment revenue in the table above.

(2)	Other segment items primarily include selling expenses and general and administrative expenses.

Table of Contents

	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
Total segment revenue		$	363,967		$	427,627		$	1,113,639		$	1,283,346
Core Nu Skin adjustment			244			2,518			1,200			3,186
Total revenue		$	364,211		$	430,145		$	1,114,839		$	1,286,532

	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
Total segment contribution	$	72,354		$	72,966		$	230,497		$	218,724
Corporate and Other		(50,712	)		(54,735	)		(187,978	)		(317,228	)
Operating income (loss)		21,642			18,231			42,519			(98,504	)
Interest expense		4,145			6,500			9,954			20,545
Gain on sale of business		—			—			176,162			—
Other income (expense), net		(1,503	)		1,567			(30,721	)		1,800
Income before provision for income taxes	$	15,994		$	13,298		$	178,006		$	(117,249	)

Depreciation and Amortization

	Three Months Ended September 30,				Nine Months Ended September 30,
(U.S. dollars in thousands)	2025		2024		2025		2024
Nu Skin
Americas	$	42	$	85	$	135	$	283
Southeast Asia/Pacific		184		227		567		650
Mainland China		1,966		2,697		6,066		8,197
Japan		54		65		169		217
South Korea		196		256		522		762
Europe & Africa		282		283		823		830
Hong Kong/Taiwan		333		451		1,063		1,348
Total Nu Skin		3,057		4,064		9,345		12,287
Rhyz
Manufacturing		3,276		3,460		9,904		10,227
Rhyz Other		345		1,679		1,627		5,531
Total Rhyz		3,621		5,139		11,531		15,758
Corporate and other		5,413		8,118		18,473		25,316
Total	$	12,091	$	17,321	$	39,349	$	53,361

Table of Contents

Capital Expenditures

	Three Months Ended September 30,				Nine Months Ended September 30,
(U.S. dollars in thousands)	2025		2024		2025		2024
Nu Skin
Americas	$	25	$	38	$	44	$	71
Southeast Asia/Pacific		202		7		281		25
Mainland China		151		690		1,099		4,957
Japan		128		101		128		122
South Korea		31		7		49		29
Europe & Africa		2		97		13		386
Hong Kong/Taiwan		11		174		131		410
Total Nu Skin		550		1,114		1,745		6,000
Rhyz
Manufacturing		2,495		1,209		4,157		3,673
Rhyz Other		—		490		16		1,559
Total Rhyz		2,495		1,699		4,173		5,232
Corporate and other		6,869		5,783		17,599		17,768
Total	$	9,914	$	8,596	$	23,517	$	29,000

12.	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. Management believes that the ultimate liability arising from such claims and contingencies, if any, is not likely to have a material adverse effect on the Company’s consolidated financial condition, results of operations or cash flows.

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.

Table of Contents

13.	Restructuring

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, and anticipates making the remaining payments in the fourth quarter of 2025.

●

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 the first quarter of 2024, the Company incurred charges to be settled in cash of $4.1 million in severance charges and $2.0 million in other associated cost, and non-cash charges of $1.0 million in write-down of assets. During the first quarter of 2024, the Company made cash payments of $7.0 million, leaving an ending restructuring accrual of $8.8 million.

●

During the second quarter of 2024, the Company incurred charges to be settled in cash of $1.0 million in severance charges and $0.1 million in other cash charges. In the second quarter of 2024, the Company incurred non-cash charges of $7.2 million, consisting of $6.4 million in fixed asset impairments and $0.8 million in other asset write-downs. During the second quarter of 2024, the Company made cash payments of $2.8 million, leaving an ending restructuring accrual of $7.1 million.

●

During the third quarter of 2024, the Company incurred no additional charges and made cash payments of $3.9 million, leaving an ending restructuring accrual of $3.2 million.

●

During the fourth quarter of 2024, the Company incurred charges to be settled in cash of $16.9 million in severance charges and $0.9 million in other cash charges. In the fourth quarter of 2024, the Company incurred non-cash charges of $30.2 million of fixed asset impairments and $1.4 million of other non-cash charges. During the fourth quarter of 2024, the Company made cash payments of $14.8 million, leaving an ending restructuring accrual of $6.2 million.

●

During the first quarter of 2025, the Company incurred no further charges, and it made cash payments of $4.7 million leaving an ending restructuring accrual of $1.5 million.

●

During the second quarter of 2025, the Company incurred no further charges, and it made cash payments of $0.5 million leaving an ending restructuring accrual of $1.0 million.

●

During the third quarter of 2025, the Company incurred no further charges, and it made cash payments of $0.1 million, leaving an ending restructuring accrual of $0.9 million.

Restructuring expense by segment – 2023 Plan

	Three Months Ended
(U.S. dollars in thousands)	December 31, 2024		June 30, 2024			March 31, 2024		December 31, 2023		Total
Nu Skin
Americas	$	159	$	267		$	3,145	$	598	$	4,169
Southeast Asia/Pacific		1,589		190			307		862		2,948
Mainland China		3,449		(162	)		1,017		2,910		7,214
Japan		1		—			24		—		25
Europe & Africa		1,152		414			677		554		2,797
South Korea		1,646		(134	)		134		—		1,646
Hong Kong/Taiwan		294		(147	)		357		432		936
Total Nu Skin		8,290		428			5,661		5,356		19,735
Rhyz
Manufacturing		—		—			—		—		—
Rhyz Other		1,040		40			—		—		1,080
Total Rhyz		1,040		40			—		—		1,080
Corporate and other		32,887		7,896			1,473		4,647		46,903
Total	$	42,217	$	8,364		$	7,134	$	10,003	$	67,718

Table of Contents

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Quarterly Report on Form 10-Q (this “Quarterly Report”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that represent our current expectations and beliefs. All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws and include, but are not limited to, statements of management’s expectations regarding our performance, initiatives, strategies, product introductions and offerings, acquisitions, and the integration of acquired companies, growth, opportunities and risks; statements of projections regarding future sales, expenses, operating results, taxes and duties, capital expenditures, sources and uses of cash, foreign-currency fluctuations or devaluations, repatriation of undistributed earnings, and other financial items; statements of management’s expectations and beliefs regarding global economic conditions and our markets, including India; statements regarding the payment of future dividends and stock repurchases; statements regarding the outcome of litigation, audits, investigations or other regulatory actions; statements regarding government policies and regulations relating to our industry, including government policies and regulations in or related to the United States and Mainland China; statements regarding tariffs and trade policies; accounting estimates and assumptions; statements of belief; and statements of assumptions underlying any of the foregoing. In some cases, you can identify these statements by forward-looking words such as “believe,” “expect,” “optimistic,” “project,” “anticipate,” “determine,” “estimate,” “intend,” “plan,” “goal,” “objective,” “targets,” “become,” “likely,” “will,” “would,” “could,” “may,” “might,” the negative of these words and other similar words. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. We caution and advise readers that these statements are based on assumptions that may not be realized and involve important risks and uncertainties that could cause actual results to differ materially from the expectations and beliefs contained herein. For a summary of these risks, see the risk factors included in our Annual Report on Form 10-K for the 2024 fiscal year and in any of our subsequent Securities and Exchange Commission filings, including this Quarterly Report.

The following Management’s Discussion and Analysis should be read in conjunction with our consolidated financial statements and related notes and Management’s Discussion and Analysis included in our Annual Report on Form 10-K for the 2024 fiscal year, and our other reports filed with the Securities and Exchange Commission through the date of this Quarterly Report.

Overview

Revenue for the three-month period ended September 30, 2025 decreased 15% to $364.2 million, compared to $430.1 million in the prior-year period, and revenue for the nine-month period ended September 30, 2025 decreased 13% to $1,114.8 million, compared to $1,286.5 million in the prior-year period. Our revenue in the third quarter and first nine months of 2025 was negatively impacted 0.4% and 0.9%, respectively, from foreign-currency fluctuations. Our Customers, Paid Affiliates and Sales Leaders declined 10%, 13% and 19%, respectively, on a year-over-year basis.

The declines for the third quarter and first nine months of 2025 were largely driven by the continued macroeconomic challenges we have been facing in our markets, which have negatively impacted consumer spending and customer acquisition. In addition, while we believe we continue to make progress on our long-term vision, we have experienced headwinds from the transformation process. Our priorities for 2025 focus on business model optimization, driven by the continued rollout of enhancements to our sales performance plan, a limited preview of our Prysm iO intelligent wellness platform and business expansion into India. Due to the timing of the limited leader preview, we are not anticipating material revenue from the Prysm iO device sales in 2025. We are currently anticipating nominal revenue from our fourth quarter India market pre-opening, as we are preparing for the formal launch in the second half of 2026.

Earnings per share for the third quarter of 2025 increased to $0.34, compared to $0.17 in the prior-year period. Earnings per share for the first nine months of 2025 increased to $2.91, compared to $(2.23) in the prior-year period. The increase in earnings per share for the third quarter of 2025 was primarily attributable to a decline in our income tax rate from additional research and development credits recognized during the quarter, as well as a decline in general and administrative expenses from continued expense management. In addition, our earnings per share for the first nine months of 2025 increased due to the sale of our Mavely business, which generated a pre-tax gain of approximately $176.2 million, partially offset by the associated taxes, an intangible asset group impairment of $25.1 million in our Rhyz Other segment, a non-cash loss on investment of $28.1 million and the decline in revenue. The improvement in earnings per share for the nine-month period also reflects restructuring and impairment charges of $149.4 million in the second quarter of 2024, which did not repeat in 2025.

Table of Contents

Segment Results

We report our business in nine segments to reflect our current management approach. These segments consist of our seven geographic Nu Skin segments—Americas, Mainland China, Southeast Asia/Pacific, Japan, Europe & Africa, South Korea and Hong Kong/Taiwan—and our two Rhyz segments—Manufacturing and Rhyz Other. The Nu Skin Other category includes miscellaneous corporate revenue and related adjustments.

The following table sets forth revenue for the three- and nine-month periods ended September 30, 2025 and 2024 for each of our reportable segments (U.S. dollars in thousands):

	Three Months Ended September 30,							Constant- Currency			Nine Months Ended September 30,							Constant- Currency
	2025		2024		Change			Change⁽¹⁾			2025		2024		Change			Change⁽¹⁾

Nu Skin
Americas	$	63,994	$	77,194		(17.1	)%		(10.7	)%	$	205,998	$	237,160		(13.1	)%		(6.8	)%
Southeast Asia/Pacific		56,285		59,515		(5.4	)%		(5.4	)%		159,291		179,921		(11.5	)%		(11.6	)%
Mainland China		42,519		53,020		(19.8	)%		(19.8	)%		143,518		178,797		(19.7	)%		(19.4	)%
Japan		44,545		47,222		(5.7	)%		(6.5	)%		131,860		134,045		(1.6	)%		(3.5	)%
Europe & Africa		38,002		38,577		(1.5	)%		(7.4	)%		108,351		121,564		(10.9	)%		(13.5	)%
South Korea		35,202		45,201		(22.1	)%		(20.2	)%		101,785		130,283		(21.9	)%		(18.4	)%
Hong Kong/Taiwan		31,799		33,749		(5.8	)%		(10.1	)%		87,773		98,061		(10.5	)%		(12.0	)%
Nu Skin Other		244		2,518		(90.3	)%		(90.3	)%		1,200		3,186		(62.3	)%		(62.2	)%
Total Nu Skin		312,590		356,996		(12.4	)%		(12.0	)%		939,776		1,083,017		(13.2	)%		(12.1	)%
Rhyz
Manufacturing		47,648		51,773		(8.0	)%		(8.0	)%		163,338		153,548		6.4	%		6.4	%
Rhyz Other		3,973		21,376		(81.4	)%		(81.4	)%		11,725		49,967		(76.5	)%		(76.5	)%
Total Rhyz		51,621		73,149		(29.4	)%		(29.4	)%		175,063		203,515		(14.0	)%		(14.0	)%
Total	$	364,211	$	430,145		(15.3	)%		(14.9	)%	$	1,114,839	$	1,286,532		(13.3	)%		(12.4	)%

(1)	Constant-currency revenue change is a non-GAAP financial measure. See “Non-GAAP Financial Measures,” below.

The tables below set forth summarized financial information for each of our reportable segments for the three- and nine-month periods ended September 30, 2025 and 2024 (U.S. dollars in thousands). Segment contribution excludes certain intercompany charges, specifically royalties, license fees, transfer pricing and other miscellaneous items. We use segment contribution to measure the portion of profitability that the segment managers have the ability to control for their respective segments. For additional information regarding our segments and the calculation of segment contribution, see Note 11 to the consolidated financial statements contained in this report.

	Three Months Ended September 30, 2025
	Nu Skin																					Rhyz
	Americas			Southeast Asia/ Pacific			Mainland China			Japan			Europe & Africa			South Korea			Hong Kong/ Taiwan			Manufacturing			Rhyz Other			Total Segments
Revenue	$	63,994		$	56,285		$	42,519		$	44,545		$	38,002		$	35,202		$	31,799		$	47,648		$	3,973		$	363,967
Cost of sales		16,682			13,734			7,365			9,319			9,717			6,952			5,218			36,795			890			106,672
Other segment items		33,908			29,708			28,594			21,989			22,449			19,131			16,548			8,254			4,360			184,941
Segment contribution	$	13,404		$	12,843		$	6,560		$	13,237		$	5,836		$	9,119		$	10,033		$	2,599		$	(1,277	)	$	72,354
Segment contribution as a percentage of revenue		20.9	%		22.8	%		15.4	%		29.7	%		15.4	%		25.9	%		31.6	%		5.5	%		(32.1	)%		19.9	%

Table of Contents

	Three Months Ended September 30, 2024
	Nu Skin																					Rhyz
	Americas			Southeast Asia/ Pacific			Mainland China			Japan			Europe & Africa			South Korea			Hong Kong/ Taiwan			Manufacturing			Rhyz Other			Total Segments
Revenue	$	77,194		$	59,515		$	53,020		$	47,222		$	38,577		$	45,201		$	33,749		$	51,773		$	21,376		$	427,627
Cost of sales		20,335			16,708			10,370			9,541			9,641			9,768			6,595			42,547			2,292			127,797
Other segment items		40,978			32,810			35,373			24,190			23,743			21,150			17,929			8,684			22,007			226,864
Segment contribution	$	15,881		$	9,997		$	7,277		$	13,491		$	5,193		$	14,283		$	9,225		$	542		$	(2,923	)	$	72,966
Segment contribution as a percentage of revenue		20.6	%		16.8	%		13.7	%		28.6	%		13.5	%		31.6	%		27.3	%		1.0	%		(13.7	)%		17.0	%

	Nine Months Ended September 30, 2025
	Nu Skin																					Rhyz
	Americas			Southeast Asia/ Pacific			Mainland China			Japan			Europe & Africa			South Korea			Hong Kong/ Taiwan			Manufacturing			Rhyz Other			Total Segments
Revenue	$	205,998		$	159,291		$	143,518		$	131,860		$	108,351		$	101,785		$	87,773		$	163,338		$	11,725		$	1,113,639
Cost of sales		52,849			38,758			26,152			27,109			27,622			20,451			14,932			128,733			3,264			339,870
Other segment items		107,182			83,318			85,797			67,707			64,311			51,387			44,789			26,527			12,254			543,272
Segment contribution	$	45,967		$	37,215		$	31,569		$	37,044		$	16,418		$	29,947		$	28,052		$	8,078		$	(3,793	)	$	230,497
Segment contribution as a percentage of revenue		22.3	%		23.4	%		22.0	%		28.1	%		15.2	%		29.4	%		32.0	%		4.9	%		(32.3	)%		20.7	%

	Nine Months Ended September 30, 2024
	Nu Skin																					Rhyz
	Americas			Southeast Asia/ Pacific			Mainland China			Japan			Europe & Africa			South Korea			Hong Kong/ Taiwan			Manufacturing			Rhyz Other			Total Segments
Revenue	$	237,160		$	179,921		$	178,797		$	134,046		$	121,563		$	130,283		$	98,061		$	153,548		$	49,967		$	1,283,346
Cost of sales		61,755			48,350			32,346			26,865			32,388			26,829			18,828			122,647			7,319			377,327
Other segment items		127,169			99,784			113,548			69,980			75,301			63,665			54,227			26,635			56,986			687,295
Segment contribution	$	48,236		$	31,787		$	32,903		$	37,201		$	13,874		$	39,789		$	25,006		$	4,266		$	(14,338	)	$	218,724
Segment contribution as a percentage of revenue		20.3	%		17.7	%		18.4	%		27.8	%		11.4	%		30.5	%		25.5	%		2.8	%		(28.7	)%		17.0	%

Table of Contents

The following table provides information concerning the number of Customers, Paid Affiliates and Sales Leaders in our core Nu Skin business for the three-month periods ended September 30, 2025 and 2024.

●

“Customers” are persons who have purchased directly from the Company during the three months ended as of the date indicated. Our Customer numbers include members of our sales force who made such a purchase, including Paid Affiliates and those who qualify as Sales Leaders, but they do not include consumers who purchase directly from members of our sales force.

●

“Paid Affiliates” are any Brand Affiliates, as well as members of our sales force in Mainland China, who earned sales compensation during the three-month period. In all of our markets besides Mainland China, we refer to members of our independent sales force as “Brand Affiliates” because their primary role is to promote our brand and products through their personal social networks.

●

“Sales Leaders” are the three-month average of our monthly Brand Affiliates, as well as sales employees and independent marketers in Mainland China, who achieved certain qualification requirements as of the end of each month of the quarter.

	Three Months Ended September 30,
	2025		2024		Change
Customers
Americas		224,013		211,583		6	%
Southeast Asia/Pacific		74,672		86,307		(13	)%
Mainland China		106,062		148,402		(29	)%
Japan		107,543		112,257		(4	)%
Europe & Africa		127,993		135,291		(5	)%
South Korea		64,360		90,248		(29	)%
Hong Kong/Taiwan		41,613		47,680		(13	)%
Total Customers		746,256		831,768		(10	)%
Paid Affiliates
Americas		28,128		28,772		(2	)%
Southeast Asia/Pacific		21,144		26,749		(21	)%
Mainland China		18,197		22,843		(20	)%
Japan		20,559		22,623		(9	)%
Europe & Africa		14,803		16,556		(11	)%
South Korea		17,111		20,774		(18	)%
Hong Kong/Taiwan		10,154		10,947		(7	)%
Total Paid Affiliates		130,096		149,264		(13	)%
Sales Leaders
Americas		5,642		6,450		(13	)%
Southeast Asia/Pacific		4,360		5,398		(19	)%
Mainland China		6,543		9,348		(30	)%
Japan		6,686		6,866		(3	)%
Europe & Africa		2,663		3,318		(20	)%
South Korea		3,082		4,388		(30	)%
Hong Kong/Taiwan		2,174		2,516		(14	)%
Total Sales Leaders		31,150		38,284		(19	)%

Table of Contents

Following is a narrative discussion of our results in each segment, which supplements the tables above.

Americas. The results in our Americas segment reflect a continued decline in our North America markets, while our Latin America markets grew year-over-year. Our North America markets continued to be challenged, where in November 2024 we introduced enhancements to the sales performance plan to address the macro environmental landscape. These enhancements have caused disruption as our sales force adapts to the changes. In addition, our reported revenue reflects negative impacts from unfavorable foreign currency fluctuations of 6.4% and 6.3% for the third quarter and first nine months of 2025, respectively.

In the second quarter of 2024, we launched our developing market strategy in Argentina, with a revised operating model with a focused product portfolio and modified business model that has enabled us to reach a broader demographic. During early 2025, we continued to roll out this strategy in additional Latin America markets. For the third quarter of 2025, our Latin America markets revenue increased from $16.0 million to $24.4 million, a 52.5% year-over-year increase; in addition, Latin America Customers increased 87%, Paid Affiliates increased 56%, and Sales Leaders increased 53%.

The year-over-year decrease in segment contribution for the first nine months of 2025 primarily reflects the overall decline in revenue, partially offset by increased profitability in Latin America.

Southeast Asia/Pacific. The decline in revenue, Customers, Paid Affiliates and Sales Leaders for the third quarter and first nine months of 2025 is partially attributable to slowing momentum from the general macroeconomic factors in the markets. In response to these challenges, in 2025 we began leveraging our learnings from the developing market strategy, including with the launch of products specifically aimed at expanding our customer base.

The year-over-year increases in segment contribution for the third quarter and first nine months of 2025 are primarily attributable to a 3.7 percentage point and 2.5 percentage point increase to gross margin due to a shift in product mix, and a 1.4 percentage point and 1.9 percentage point decrease in selling expenses as a percentage of revenue primarily from a lower amount of local sales force incentives during the period as well as less qualifiers for the success trips.

Mainland China. Our Mainland China market continued to be challenged during the first nine months of 2025, with ongoing macroeconomic factors, the associated decrease in consumer spending and a continued shift of market consumer awareness and demand to online product marketplaces. During the third quarter of 2025, we had a limited preview of our relaunched Tru Face line, which generated approximately $7.2 million of revenue, compared to $4.1 million from the prior Tru Face line in the comparable period. The full launch is expected to occur in December 2025.

The decrease in segment contribution for the third quarter of 2025 primarily reflects the decline in revenue, partially offset by a 3.2 percentage point decrease in selling expenses as a percent of revenue, a 2.2 percentage point increase in gross margin. The year-over-year decrease in segment contribution for the first nine months of 2025 primarily reflects lower revenue, partially offset by a 4.2 percentage point decrease in selling expense as a percent of revenue. The salaries and service fees of our Sales Leaders in Mainland China are fixed until they are adjusted in a quarterly evaluation process. As a result, we have variations in our selling expenses as a percentage of revenue, particularly when there is a sequential change in revenue.

Japan. The reduction in revenue, Customers, Paid Affiliates and Sales Leaders is partially attributable to consumer inflationary pressures which depressed spending. In addition, our third quarter of 2024 revenue benefited from elevated promotions that did not repeat in 2025.

The year-over-year decrease in segment contribution is primarily attributable to the decreased revenue.

Europe & Africa. The reduction in revenue, Customers, Paid Affiliates and Sales Leaders reflects continued softness in these markets, as well as the macroeconomic factors that have led to a decline in the purchasing power of our customers. We introduced enhancements to the sales performance plan in Europe & Africa starting in March 2025. In addition, our reported revenue reflects benefits from favorable foreign currency fluctuations of 5.9% and 2.6% for the third quarter and first nine months of 2025, respectively.

The year-over-year increase in segment contribution was primarily driven by a 1.2 percentage point and a 2.2 percentage point decline in selling expenses as a percent of revenue for the third quarter and first nine months of 2025, respectively, primarily from elevated sales force events costs in the prior-year periods, partially offset by the decline in revenue.

Table of Contents

South Korea. Our South Korea market was challenged by difficult macroeconomic trends, including inflationary pressures, political instability, and our associated price increases which negatively impacted our revenue, Customers, Paid Affiliates and Sales Leaders for the three- and nine-month periods ended September 30, 2025. In addition, our reported revenue reflects negative impacts from unfavorable foreign currency fluctuations of 1.9% and 3.5% for the third quarter and first nine months of 2025, respectively.

The year-over-year decline in segment contribution primarily reflects the decline in revenue, as well as a 8.3 and 3.3 percentage point increase in selling expenses associated with incremental cost pressure from the enhancements to the sales performance plan, which we introduced in this segment during the fourth quarter of 2024.

Hong Kong/Taiwan. The declines in our Hong Kong/Taiwan segment for the third quarter and first nine months of 2025 are attributable to macroeconomic issues, which are resulting in less purchasing power for our consumers. Our reported revenue reflects benefits from favorable foreign currency fluctuations of 4.3% and 1.5% for the third quarter and first nine months of 2025, respectively.

The increase in segment contribution for the third quarter was primarily driven by a 3.1 percentage point improvement in gross margin due to sales mix with higher shift of sales to higher margin products, partially offset by the decline in revenue. For the first nine months of 2025, the increase in segment contribution was primarily driven by a 2.2 percentage point increase in gross margin due to sales mix, a 2.4 percentage point decrease in selling expenses and a 1.9 percentage point decrease in general and administrative, from our recent cost saving efforts, partially offset by the decline in revenue.

Manufacturing. Our Manufacturing segment revenue decreased 8.0% for the third quarter of 2025 and increased 6.4% for the first nine months of 2025. Our third quarter revenue was negatively impacted by uncertainty surrounding tariffs which affected the timing of customer orders.

The increase in segment contribution for the third quarter and first nine months of 2025 is primarily from the revenue mix amongst our manufacturing entities as well as product mix, which resulted in more profitability for the periods presented.

Rhyz Other. The decrease in revenue of our Rhyz Other segment is primarily driven by the January 2, 2025 sale of Mavely. Mavely recognized $18.4 million and $37.4 million of revenue in the third quarter and first nine months of 2024. In addition, our BeautyBio entity continues to be challenged, with a 65.1% and a 59.4% decline in revenue for the third quarter and first nine months of 2025, as we continue to implement our strategy to minimize future losses and better position the brand.

Our Rhyz Other segment also includes LifeDNA, Inc. (“LifeDNA”), a DNA assessment and recommendation technology company. During the third quarter and first nine months of 2025, LifeDNA revenue grew 181% and 150%, respectively, to $3.3 million and $7.9 million. In addition, the profitability of LifeDNA has increased as part of the revenue growth, resulting in an operating margin of 15.9% compared to (25.3)% for the third quarter of 2025 and 2024, respectively, and 10.4% compared to (27.7)% for the first nine months of 2025 and 2024. We are currently evaluating strategic opportunities with LifeDNA, including potentially divesting it, to maximize our return on investment.

The increase in segment contribution is primarily from the sale of Mavely, which operated at a loss during the first half of 2024 and turned profitable in the third quarter of 2024, as well as our cost saving efforts at BeautyBio, which had smaller losses for the third quarter and first nine months of 2025.

Consolidated Results

Revenue

Revenue for the three-month period ended September 30, 2025 decreased 15% to $364.2 million, compared to $430.1 million in the prior-year period. Revenue for the nine-month period ended September 30, 2025 decreased 13% to $1,114.8 million compared to $1,286.5 million. Our revenue in the third quarter and first nine months of 2025 was negatively impacted 0.4% and 0.9%, respectively, from foreign-currency fluctuations. For a discussion and analysis of these decreases in revenue, see “Overview” and “Segment Results,” above.

Gross profit

Gross profit as a percentage of revenue was 70.5% for the third quarter of 2025, compared to 70.1% for the prior-year period, and 69.0% for the first nine months of 2025, compared to 70.2% for the prior-year period. Gross profit as a percentage of revenue for our Nu Skin business increased 1.2 percentage points to 77.7% for the third quarter of 2025 and increased 0.7 percentage points to 77.3% for the first nine months of 2025. Our Nu Skin gross margin continues to benefit from our strategic portfolio optimization as well as a favorable product mix shift.

We continue to monitor macroeconomic trends and uncertainties related to international trade relations and trade policy, including those related to tariffs. Incremental tariffs did not have a significant impact on our financial results for the third quarter or the first nine months of 2025 but could adversely impact our results in the future. While we remain focused on mitigating the impacts of the tariffs, we currently estimate approximately $2 million of incremental cost pressure for the full year 2025. We continue to monitor and plan to take proactive measures to minimize the potential impact.

Table of Contents

Selling expenses

Selling expenses as a percentage of revenue decreased to 35.8% for the third quarter of 2025, compared to 39.0% for the prior-year period, and decreased to 33.8% for the first nine months of 2025, compared to 37.8% for the prior-year period. Core Nu Skin selling expenses as a percentage of revenue decreased 1.8 percentage points to 41.7% for the third quarter of 2025 and decreased 2.4 percentage points to 40.1% for the first nine months of 2025. Selling expenses for our core Nu Skin business are driven by the specific performance of our individual Sales Leaders. Given the size of our sales force and the various components of our compensation and incentive programs, selling expenses as a percentage of revenue typically fluctuate plus or minus approximately 100 basis points from period to period. Our third quarter and first nine months of 2025 core Nu Skin selling expenses decrease is partially attributable to our third quarter of 2024 global Nu Skin L!VE events, which drove approximately $10.2 million of incremental expenditures, that did not repeat in 2025. In addition, approximately 1.3 percentage points and 1.0 percentage points of the decline in selling expenses as a percentage of revenue in our consolidated results are attributable to the January 2, 2025 sale of Mavely.

General and administrative expenses

General and administrative expenses decreased to $104.8 million in the third quarter of 2025, compared to $115.6 million in the prior-year period and decreased to $324.7 million in the first nine months of 2025, compared to $358.1 million in the prior-year period. The $10.8 million decline for the third quarter is from contraction in labor expenses, $2.9 million of 2024 expenses from Mavely, which was sold in the first quarter of 2025, a decline in professional fees and a decrease in promotional expenses in connection with our prior-year product launches. The $33.4 million decline for the first nine months of 2025 is primarily from $9.1 million contraction in labor expenses, $9.1 million of 2024 expenses from Mavely, which was sold in the first quarter of 2025 and a decrease in promotional expenses in connection with our prior-year product launches. General and administrative expenses as a percentage of revenue increased to 28.8% for the third quarter of 2025, from 26.9% for the prior-year period, and increased to 29.1% for the first nine months of 2025, from 27.8% for the prior-year period.

Restructuring and impairment expenses

2023 restructuring plan. In the fourth quarter of 2023, we adopted a strategic plan to focus resources on our 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. We have incurred all expected charges under the 2023 plan and anticipate making the remaining payments in the fourth quarter of 2025. During the fourth quarter of 2023, we incurred charges to be settled in cash of $10.0 million in severance charges. During the first quarter of 2024, we incurred charges to be settled in cash of $4.1 million in severance charges and $2.0 million in other associated costs, and non-cash charges of $1.0 million in write-down of assets. During the second quarter of 2024, we incurred charges to be settled in cash of $1.0 million in severance charges and $0.1 million in other cash charges, and non-cash charges of $6.4 million in fixed asset impairments and $0.8 million in other write-downs. In the fourth quarter of 2024, we incurred charges to be settled in cash of $12.8 million in severance charges and $(1.1) million in other cash charges, and non-cash charges of $30.2 million of fixed asset impairments and $0.4 million of other non-cash charges. During the third quarter and first nine months of 2025, we incurred no further charges.

Intangibles and fixed asset impairment. During the three months ended March 31, 2025, we decided to make a strategic shift in how we operate the BeautyBio asset group. These strategic changes include exiting certain sales channels, which reduced the forecasted revenues for BeautyBio. We concluded these actions were an interim impairment triggering event that required us to perform an interim impairment analysis on our BeautyBio asset group. We assessed the recoverability of the related asset group comparing the carrying value to the undiscounted cash flows expected to be generated. The recoverability test indicated the asset group was impaired. We concluded that the carrying value of the asset group exceeded the estimated fair value which resulted in an impairment charge of $25.1 million in our Rhyz Other segment during the three months ended March 31, 2025.

Interest expense

Interest expense decreased to $4.1 million in the third quarter of 2025, compared to $6.5 million in the prior-year period. Interest expense for the first nine months of 2025 decreased to $10.0 million compared to $20.5 million for the prior-year period. The decrease in interest expense was primarily due to the debt payments made in the first quarter of 2025 using a portion of the proceeds from the Mavely sale. Our interest rate swap arrangements that we entered into in 2020 matured on July 31, 2025, at which time our effective interest rate increased.

Table of Contents

Gain on sale of business

In January 2025, we completed the sale of our Mavely entity 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 purchase price. Following the completion of certain payments to other equity holders in Mavely and the payment of certain transaction expenses, we received $193.7 million of cash and equity interest with an estimated fair value of $6.1 million. Following the finalization of net working capital, we received additional cash payments of $2.7 million and $1.7 million in the second and third quarter of 2025, respectively. In the first quarter of 2025, we recorded a pre-tax gain on disposition of $176.2 million.

Other income (expense), net

Other income (expense), net was $(1.5) million for the third quarter of 2025 compared to $1.6 million for the prior-year period and $(30.7) million for the first nine months of 2025 compared to $1.8 million for the prior-year period. The increase in other expense for the first nine months of 2025 is primarily from a $28.1 million unrealized loss on investment. See Note 8 to the consolidated financial statements contained in this report for more information on the unrealized equity investment and the associated loss.

Provision (benefit) for income taxes

Provision (benefit) for income taxes for the three- and nine-month periods ended September 30, 2025 was $(1.1) million and $32.3 million, respectively, compared to $5.0 million and $(6.8) million for the prior-year periods. The effective tax rates for the three- and nine-month periods ended September 30, 2025 were (6.8)% and 18.1% of pre-tax income compared, respectively, compared to 37.6% and 5.8% in the prior-year periods. Our effective tax rates for the third quarter and first nine months of 2025 benefited from $8.1 million of additional research and development credits determined creditable during the quarter. Our effective tax rate for the first nine months of 2025 was additionally impacted by the following items recorded discretely in the first quarter of 2025: the sale of Mavely, the impairment of the BeautyBio asset group and the unrealized loss on investment. Our effective tax rate for the nine-month period ended September 30, 2024 was impacted by the second quarter of 2024 goodwill impairment.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. We completed the initial assessment of the OBBBA corporate tax provisions as they relate to our financial statements in the third quarter of 2025. The enactment of the OBBBA did not have a material impact to our income tax benefit for the three and nine months ended September 30, 2025. We will continue to evaluate the impacts of OBBBA and do not expect the OBBBA to have a material impact to our total tax provision.

Net income (loss)

As a result of the foregoing factors, net income (loss) for the third quarter of 2025 was $17.1 million, compared to $8.3 million in the prior-year period. Net income (loss) for the first nine months of 2025 was $145.7 million, compared to $(110.5) million for the first nine months of 2024.

Liquidity and Capital Resources

Historically, our principal uses of cash have included operating expenses (particularly selling expenses) and working capital (principally inventory purchases), as well as capital expenditures, stock repurchases, dividends, and debt repayment. We have at times incurred long-term debt, or drawn on our revolving line of credit, to fund strategic transactions, stock repurchases, capital investments and short-term operating needs. We typically generate positive cash flow from operations due to favorable margins and have generally relied on cash from operations to fund operating activities. In the first nine months of 2025, we generated $63.7 million in cash from operations, compared to $86.0 million during the prior-year period. The decrease in cash flow from operations primarily reflects cash payments made in the first quarter of 2025 related to expenses accrued as of year-end, which included restructuring and other accrued expenses, partially offset by a decline in prepaid expenses associated with the utilization of prepaid income taxes. Cash and cash equivalents, including current investments, as of September 30, 2025 and December 31, 2024 were $253.0 million and $198.0 million, respectively, with the increase being driven by the proceeds from the sale of Mavely and cash generated from operations as described above, partially offset by $165.0 million in net debt payments, which was comprised of $130.0 million toward our term loan and $35.0 million toward our revolving credit facility.

Working capital. As of September 30, 2025, working capital was $293.7 million, compared to $242.0 million as of December 31, 2024. Our increase in working capital is primarily attributable to changes in our cash balance as explained above.

Table of Contents

Capital expenditures. Capital expenditures for the nine months ended September 30, 2025 were $23.5 million. We expect that our capital expenditures in 2025 will be primarily related to:

●

Rhyz plant expansion to increase capacity and capabilities;

●

purchases and expenditures for computer systems and equipment, software, and application development; and

●

the expansion and upgrade of facilities in our various markets.

We estimate that capital expenditures for the uses listed above will total approximately $30–35 million for 2025.

Credit Agreement. On June 14, 2022, we entered into an Amended and Restated Credit Agreement (the “Credit Agreement”) with various financial institutions as lenders and Bank of America, N.A., as administrative agent. The Credit Agreement provides for a $400.0 million term loan facility and a $500.0 million revolving credit facility, each with a term of five years. We used the proceeds of the term loan and the draw on the revolving facility to pay off the previous credit agreement. Both facilities bear interest at the SOFR, plus a margin based on our consolidated leverage ratio. 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 subsequent years after the closing date of the Credit Agreement, with the remainder payable at final maturity. As of September 30, 2025 and December 31, 2024, we had $0 and $35.0 million of outstanding borrowings under our revolving credit facility, and $230.0 million and $360.0 million on our term loan facility. The carrying value of the debt also reflects debt issuance costs of $1.0 million and $1.4 million as of September 30, 2025 and December 31, 2024, respectively, related to the Credit Agreement. The Credit Agreement requires us 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 September 30, 2025, we were in compliance with all debt covenants under the Credit Agreement.

Derivative Instruments. During the third quarter of 2025, we had four interest rate swaps mature, with a total notional principal amount of $200 million. We entered into these interest rate swap arrangements during the third quarter of 2020 to hedge the variable cash flows associated with our variable-rate debt under the Credit Agreement.

Stock repurchase plan. In 2018, our board of directors approved a stock repurchase plan authorizing us to repurchase up to $500.0 million of our outstanding shares of Class A common stock on the open market or in private transactions. During the third quarter of 2025, we repurchased 0.4 million shares of our Class A common stock under the plan for $5.0 million. As of September 30, 2025, $152.4 million was available for repurchases under the plan. Our stock repurchases are used primarily to offset dilution from our equity incentive plans and for strategic initiatives.

Dividends. In February, May and August 2025, our board of directors declared quarterly cash dividends of $0.06 per share. The quarterly cash dividends of $3.0 million were paid on March 5, 2025, June 11, 2025 and September 10, 2025 to stockholders of record on February 24, 2025, May 30, 2025 and August 29, 2025). In November 2025, our board of directors declared a quarterly cash dividend of $0.06 per share to be paid on December 10, 2025 to stockholders of record on November 28, 2025. Currently, we anticipate that our board of directors will continue to declare quarterly cash dividends and that the cash flows from operations will be sufficient to fund our future dividend payments. However, the continued declaration of dividends is subject to the discretion of our board of directors and will depend upon various factors, including our net earnings, financial condition, cash requirements, future prospects and other relevant factors.

Cash from foreign subsidiaries. As of September 30, 2025 and December 31, 2024, we held $253.0 million and $198.0 million, respectively, in cash and cash equivalents, including current investments. These amounts include $162.4 million and $154.1 million as of September 30, 2025 and December 31, 2024, respectively, held in our operations outside of the U.S. Substantially all of our non-U.S. cash and cash equivalents are readily convertible into U.S. dollars or other currencies, subject to procedural or other requirements in certain markets, as well as an indefinite-reinvestment designation, as described below.

We typically fund the cash requirements of our operations in the U.S. through intercompany dividends, intercompany loans and intercompany charges for products, use of intangible property, and corporate services. However, some markets impose government-approval or other requirements for the repatriation of dividends. For example, in Mainland China, we are unable to repatriate cash from current operations in the form of dividends until we file the necessary statutory financial statements for the relevant period. As of September 30, 2025, we had $38.0 million in cash denominated in Chinese RMB. We also have experienced delays in repatriating cash from Argentina. As of September 30, 2025 and December 31, 2024, we had $20.5 million and $22.4 million, respectively, in intercompany receivables with our Argentina subsidiary. We also have intercompany loan arrangements in some of our markets, including Mainland China, that allow us to access available cash, subject to certain limits in Mainland China and other jurisdictions. We also have drawn on our revolving line of credit to address cash needs until we can repatriate cash from Mainland China or other markets, and we may continue to do so. Except for $60.0 million of earnings in Mainland China that we designated as indefinitely reinvested during the second quarter of 2018, we currently plan to repatriate undistributed earnings from our non-U.S. operations as necessary, considering the cash needs of our non-U.S. operations and the cash needs of our U.S. operations for dividends, stock repurchases, capital investments, debt repayment and strategic transactions. Repatriation of non-U.S. earnings is subject to withholding taxes in certain foreign jurisdictions. Accordingly, we have accrued the necessary withholding taxes related to the non-U.S. earnings.

Table of Contents

We currently believe that existing cash balances, future cash flows from operations and existing lines of credit will be adequate to fund our cash needs on both a short- and long-term basis. 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 needs. In the event that our current cash balances, future cash flow from operations and current lines of credit are not sufficient to meet our obligations or strategic needs, we would consider raising additional funds in the debt or equity markets or restructuring our current debt obligations. Additionally, we would consider realigning our strategic plans, including a reduction in capital spending, stock repurchases or dividend payments.

Contingent Liabilities

Please refer to Note 12 to the consolidated financial statements contained in this Quarterly Report for information regarding our contingent liabilities.

Critical Accounting Policies and Estimates

There were no significant changes in our critical accounting policies or estimates during the third quarter of 2025.

Seasonality and Cyclicality

In addition to general economic factors, we are impacted by seasonal factors and trends such as major cultural events and vacation patterns. For example, most Asian markets celebrate their respective local New Year in the first quarter, which generally has a negative impact on that quarter. We believe that direct selling is also generally negatively impacted during the third quarter, when many individuals, including our sales force, traditionally take vacations.

Prior to making a product generally available for purchase in a market, we often do one or more introductory offerings of the product, such as a preview of the product to our Sales Leaders or other product introduction or promotion. These offerings sometimes generate significant activity and a high level of purchasing, which can result in a higher-than-normal increase in revenue, Sales Leaders, Paid Affiliates and/or Customers during the quarter and can skew year-over-year and sequential comparisons.

Non-GAAP Financial Measures

Constant-currency revenue change is a non-GAAP financial measure that removes the impact of fluctuations in foreign-currency exchange rates, thereby facilitating period-to-period comparisons of the Company’s performance. It is calculated by translating the current period’s revenue at the same average exchange rates in effect during the applicable prior-year period and then comparing that amount to the prior-year period’s revenue. We believe that constant-currency revenue change is useful to investors, lenders and analysts because such information enables them to gauge the impact of foreign-currency fluctuations on our revenue from period to period.

Available Information

Our website address is www.nuskin.com. We make available, free of charge on our Investor Relations website, ir.nuskin.com, our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission.

We also use our Investor Relations website, ir.nuskin.com, as a channel of distribution of additional Company information that may be deemed material. Accordingly, investors should monitor this channel, in addition to following our press releases, Securities and Exchange Commission filings and public conference calls and webcasts. The contents of our website shall not be deemed to be incorporated herein by reference.

Table of Contents

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Currency Risk and Exchange Rate Information

A majority of our revenue and many of our expenses are recognized outside of the United States, except for inventory purchases, a significant portion of which are primarily transacted in U.S. dollars from vendors in the United States. The local currency of each of our Subsidiaries’ primary markets is considered the functional currency with the exception of our Asia product-distribution subsidiary in Singapore and, as discussed below, our subsidiary in Argentina. All revenue and expenses are translated at weighted-average exchange rates for the periods reported. Therefore, our reported revenue and earnings will be positively impacted by a weakening of the U.S. dollar and will be negatively impacted by a strengthening of the U.S. dollar. These impacts may be significant because a large portion of our business is derived from outside of the United States. Given the uncertainty of exchange rate fluctuations, it is difficult to predict the effect of these fluctuations on our future business, product pricing and results of operations or financial condition.

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, the functional currency for our subsidiary in Argentina became the U.S. dollar, and the income statement and balance sheet for this subsidiary 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 September 30, 2025, our subsidiary in Argentina had a small net peso monetary position. Net sales of our subsidiary in Argentina were less than 4% of our consolidated net sales for the three- and nine-month periods ended September 30, 2025 and 2024.

We may seek to reduce our exposure to fluctuations in foreign currency exchange rates through the use of foreign currency exchange contracts and through intercompany loans of foreign currency. We do not use derivative financial instruments for trading or speculative purposes. We regularly monitor our foreign currency risks and periodically take measures to reduce the impact of foreign exchange fluctuations on our operating results. As of September 30, 2025 and 2024, we did not hold material non-designated mark-to-market forward derivative contracts to hedge foreign denominated intercompany positions or third party foreign debt. As of September 30, 2025, and 2024 we did not hold any material forward contracts designated as foreign currency cash flow hedges. We continue to evaluate our foreign currency hedging policy.

For additional information about our market risk see Note 10 to the consolidated financial statements contained in this Quarterly Report.

ITEM 4.

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this Quarterly Report, under the supervision and with the participation of our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Based on that evaluation, our CEO and our CFO concluded that our disclosure controls and procedures were effective as of September 30, 2025.

Changes in Internal Controls Over Financial Reporting.

We made no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) during the fiscal quarter ended September 30, 2025 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Table of Contents

PART II. OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

From time to time, we are involved in legal proceedings arising in the ordinary course of business. For additional information, see Note 12 (Commitments and Contingencies) to the consolidated financial statements contained in this Quarterly Report.

ITEM 1A.

RISK FACTORS

The information presented below supplements and should be read in conjunction with the detailed discussion of risks associated with our business in our recent SEC filings, including our Annual Report on Form 10-K for the 2024 fiscal year and subsequent reports.

Changes to tariff and import/export regulations, and trade disputes between the United States and other jurisdictions have had a negative effect on global economic conditions and could negatively affect our business, financial results and financial condition.

The United States and other foreign jurisdictions have changed customs regulations or tariff rates that are applied to our imports or exports, and they could make further changes at any time. Tariff changes are difficult to predict and may cause us material short-term or long-term cost fluctuations. The political administration in the United States has implemented new tariffs, some of which have been paused but may continue in the future, and has expressed an intention to continue using tariffs more robustly in pursuing government policy. When increases are made to U.S. duty rates or tariffs, retaliatory action by other countries has occurred and could continue occurring. Any increases could impact the price of our products and cause a decline in the demand for our products, as well as cause disruptions in our supply chain. We rely on the use of Free Trade Agreements, where available, that may experience alterations, suspensions or cancellations, which could increase our customs expenses or otherwise harm our business. Although we may take actions in response to tariffs, such as shifting our sourcing and production to alternate locations, there is no assurance that such actions would be successful in mitigating the additional tariffs.

In addition to duties and tariffs, any actions taken by the United States or by foreign countries to further implement trade policy changes, including limiting foreign investment or trade, banning imports from particular countries, increasing regulatory requirements, other actions that impact our ability to obtain necessary licenses or approvals, or any other restrictions on international trade, could negatively impact our business. These actions are unpredictable, and any of them could also have a material adverse effect on global economic conditions and the stability of global financial markets, significantly reduce global trade, or restrict our access to suppliers or customers, any of which would have a material adverse effect on our business, financial condition and results of operations.

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Purchases of Equity Securities by the Issuer

	(a)		(b)		(c)		(d)
Period	Total Number of Shares Purchased		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions)⁽¹⁾

July 1 - 31, 2025		—	$	—		—	$	157.4
August 1 - 31, 2025		135,752		11.92		135,752	$	155.7
September 1 - 30, 2025		282,640		12.00		282,640	$	152.4
Total		418,392	$	11.97		418,392

(1)	In August 2018, we announced that our board of directors approved a stock repurchase plan. Under this plan, our board of directors authorized the repurchase of up to $500 million of our outstanding Class A common stock on the open market or in privately negotiated transactions.

Table of Contents

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.

MINE SAFETY DISCLOSURES

Not Applicable.

ITEM 5.

OTHER INFORMATION

None.

ITEM 6.

EXHIBITS

Exhibits Regulation S-K Number		Description

31.1		Certification by Ryan S. Napierski, Chief Executive Officer, pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification by James D. Thomas, Chief Financial Officer, pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification by Ryan S. Napierski, Chief Executive Officer, pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification by James D. Thomas, Chief Financial Officer, pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

Table of Contents

SIGNATURE

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 thereunto duly authorized.

November 6, 2025

NU SKIN ENTERPRISES, INC.

By:	/s/ James D. Thomas
	James D. Thomas
	Chief Financial Officer
	(Duly Authorized Officer and Principal Financial Officer)

EXHIBIT 31.1

SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Ryan S. Napierski, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Nu Skin Enterprises, Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 6, 2025	/s/ Ryan S. Napierski
	Ryan S. Napierski
	Chief Executive Officer

EXHIBIT 31.2

SECTION 302 CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, James D. Thomas, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Nu Skin Enterprises, Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

(a)

(b)

(c)

(d)

5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 6, 2025	/s/ James D. Thomas
	James D. Thomas
	Chief Financial Officer

EXHIBIT 32.1

SECTION 906 CERTIFICATION OF CHIEF EXECUTIVE OFFICER

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of Nu Skin Enterprises, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2025 (the “Report”), I, Ryan S. Napierski, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 6, 2025	/s/ Ryan S. Napierski
	Ryan S. Napierski
	Chief Executive Officer

EXHIBIT 32.2

SECTION 906 CERTIFICATION OF CHIEF FINANCIAL OFFICER

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of Nu Skin Enterprises, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2025 (the “Report”), I, James D. Thomas, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 6, 2025	/s/ James D. Thomas
	James D. Thomas
	Chief Financial Officer