Independent
Tenure on this board
4.1 yrs
2 nominees · 3 ballot items.
Election of two Class III directors; ratification of BDO USA, P.C. as independent auditors; and a non-binding advisory vote to approve executive compensation (Say-on-Pay).
Elect John A. Seifrick and Robert Toth as Class III directors to serve until the 2029 annual meeting (or earlier upon disqualification, resignation, death, or removal).
Ratify the appointment of BDO USA, P.C. as Mannatech’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
A non-binding, advisory resolution asking shareholders to approve the company's overall compensation of Named Executive Officers as disclosed in the proxy statement.
This management-sponsored, non-binding advisory proposal asks shareholders to approve, on an advisory basis, the total compensation paid to the company’s Named Executive Officers as disclosed in the proxy. Management frames the vote as an important signal of shareholder support for the company’s compensation philosophy, which it says is designed to attract, retain and motivate experienced executives and to align pay with both short- and long-term performance. The board and its Compensation and Stock Option Plan Committee recommend a vote FOR, citing competitive compensation structures, use of a bonus pool tied to operating profit targets, and equity awards to align executives’ interests with shareholder value. While advisory and not binding, the result will guide the committee’s future decisions and shareholder engagement; a negative vote would likely prompt further outreach and potential adjustments to compensation design or disclosure. Company-specific context includes a recent award of stock options and an executive bonus framework tied to multi-tier operating profit targets, plus modest changes in executive pay and some related-party transactions disclosed elsewhere in the filing that may attract heightened investor scrutiny. The proposal interacts with governance considerations (board oversight of pay, committee independence) and financial context (changes in net income and TSR noted in the Pay Versus Performance disclosure), which analysts will weigh when assessing alignment. Given the advisory nature, proponents generally evaluate both quantitative pay-for-performance metrics and qualitative governance factors; the company emphasizes dialogue with shareholders and intends to consider voting outcomes in future compensation decisions. The board’s recommendation reflects its view that existing disclosures and compensation design are appropriate to support the company’s strategic goals and retain management talent while aligning incentives with shareholder interests.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BlackRock, Inc. | 2.70% | 52,163 | $302K |
| 2 | VANGUARD CAPITAL MANAGEMENT LLC | 2.57% | 49,617 | $298K |
| 3 | RENAISSANCE TECHNOLOGIES LLC | 1.60% | 30,878 | $178K |
| 4 | BRIDGEWAY CAPITAL MANAGEMENT, LLC | 1.50% | 28,954 | $174K |
| 5 | DIMENSIONAL FUND ADVISORS LP | 0.46% | 8,799 | $53K |
| 6 | ACADIAN ASSET MANAGEMENT LLC | 0.40% | 7,741 | $46K |
| 7 | DIMENSIONAL FUND ADVISORS LP | 0.16% | 3,126 | $19K |
| 8 | VANGUARD FIDUCIARY TRUST CO | 0.14% | 2,679 | $16K |
| 9 | UBS Group AG | 0.02% | 479 | $3K |
| 10 | Tower Research Capital LLC (TRC | 0.02% | 472 | $3K |
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