What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2025-02-21 compared with 2024-02-28 · 23 added, 31 removed, 286 unchanged (16% of the section changed)

4 unchanged sentences

Our wholly-owned subsidiaries have an active physical presence in the following markets:

the Americas, which consists of the United States, Canada, Cayman Islands, Mexico and Peru;

the Americas, which consists of the United States, Canada, Cayman Islands, Mexico, Peru and Colombia;

Greater China, which consists of Hong Kong, Taiwan and China;

Southeast Asia, which consists of Malaysia, Singapore and Thailand;

Southeast Asia, which consists of Malaysia and Singapore;

We also operate in Russia and Kazakhstan through our engagement with a local service provider.

1 unchanged sentence

Our objectives are to enrich the lives of our customers and enable our members to benefit financially from the sale of our products.

We are incorporated in Delaware and maintain our corporate headquarters in Hong Kong.

We are incorporated in Delaware.

In February 2025, we relocated our corporate headquarters from Hong Kong to Rolling Hills Estates, California.

Our common stock is currently traded on the NASDAQ Capital Market under the symbol “NHTC.”

5 unchanged sentences

Our Principal Products

We offer a line of “NHT Global” branded products in six distinct categories:

wellness, herbal, beauty, lifestyle, home, and daily.

We offer a line of “NHT Global” branded products in the following distinct categories:

wellness, herbal, beauty, lifestyle, home, daily and at home tests.

These product categories, along with the business opportunity we offer in most of our markets, provide our members a platform to further their goal of achieving and maintaining healthy, quality lifestyles complete with product supplementation and the opportunity for financial rewards.

7 unchanged sentences

Herbal supplements

LivaPro™, Cordyceps Mycelia CS-4™ , Purus, RespFactor™

LivaPro™, Cordyceps Mycelia CS-4™ , RespFactor™

Products to help improve skin health and bring an appearance of youthful vibrancy.

1 unchanged sentence

Facial skin care and hand and body care

Skindulgence™ 30 Minute Firming System, BioCell SC Mask, Skindulgence™ Essence Gel, Valesce™ Eye Cream, Floraeda Toner and Primer, Botanical Hand Protector™, Airelle® Age-Defying Facial Serum, Airelle® Intense Hydrating Repair Complex, Airelle® Age-Defying Eye & Lip Treatment, Color Awakening Lipstick™, Adamas™ Brightening Series, Micellion Cleansing Water, Skindulgence™ Probiotic Ampoule, Skindulgence™ Daily Gentle Facial Cleanser

Skindulgence™ 30 Minute Firming System, BioCell SC Mask, Skindulgence™ Essence Gel, Floraeda Toner and Primer, Botanical Hand Protector™, Airelle ® Age-Defying Facial Serum, Airelle ® Intense Hydrating Repair Complex, Airelle ® Age-Defying Eye & Lip Treatment, Color Awakening Lipstick™, Adamas™ Brightening Night Cream, Micellion Cleansing Water, Skindulgence™ Probiotic Ampoule, Skindulgence™ Daily Gentle Facial Cleanser, Skindulgence ® Revitalizing Serum, Skindulgence ® Revitalizing Eye Cream, Root Revive Hair Serum

Products uniquely formulated to improve overall quality of life and to support active, physical and healthy lifestyles including weight management, and energy enhancing supplements.

7 unchanged sentences

Smart Sonic Toothbrush

At Home Tests

Measures 17+ critical biomarkers across multiple key areas of your well-being – including your cardiovascular, hormonal, inflammatory, metabolic, and nutritional health.

At-home testing kit

BioEssence Wellness Panel

We continuously source unique, proprietary and immediate impact products to offer to our members and customers.

45 unchanged sentences

Russia and Kazakhstan

1 United States, Canada, Mexico and Peru

1 United States, Canada, Mexico, Peru and Colombia

2 Substantially all of our Hong Kong revenues are derived from the sale of products that are delivered to members in China.

8 unchanged sentences

Accordingly, we carry minimal accounts receivable and credit losses are historically negligible.

As a result of the COVID-19 pandemic, we modified some of our marketing strategies and programs by offering a hybrid approach of both in-person and virtual or online marketing programs and activities.

We offer both in-person and virtual or online marketing programs and activities.

We generally sponsor promotional meetings, product education, motivational and personal development training events for current and potential members.

3 unchanged sentences

We are continually developing and updating our marketing strategies and programs to motivate our members.

Recent Disruptions to our Business

Our normal business operations have recently been disrupted by a series of events, including the COVID-19 pandemic and related measures to control it, the Chinese government’s 100-day campaign focused on companies involved in the sale of health products in China, and recent political and social developments in Hong Kong.

See “Item 1A.

Risk Factors - Epidemics, such as the COVID-19 pandemic, or natural disasters, terrorist attacks or acts of war…”, “Risk Factors - Our business in China is subject to compliance with a myriad of applicable laws and regulations...”, “Risk Factors - Our Hong Kong operations are being adversely affected by recent political and social developments in Hong Kong…”, and “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations - Business Overview.”

Management Information Systems

2 unchanged sentences

At December 31, 2024, we employed 133 individuals, including 131 total full-time employees, worldwide.

Of the full-time employees, 86 were located in Greater China (Hong Kong, China, and Taiwan), 31 in the Americas (United States, Canada, Cayman Islands, and Peru), seven in India, five in Europe, three in Japan, two in Malaysia and Singapore, and two in each of South Korea and Russia.

Of the full-time employees, 84 were located in Greater China (Hong Kong, China, and Taiwan), 27 in the Americas (United States, Canada, Cayman Islands, and Peru), seven in India, four in Europe, three in Japan, and two in each of Malaysia, South Korea and Russia.

From quarter to quarter, we are somewhat impacted by seasonal factors and trends such as major cultural events and vacation patterns.

20 unchanged sentences

While we provide informational brochures and other sales materials, members are primarily responsible for enrolling and educating their new members with respect to products, the compensation plan and how to build a successful membership network.

Members are not required to enroll other members as their down-line, and we do not pay any commissions for enrolling new members.

Members are not required to enroll other members as their down-line members, and we do not pay any commissions for enrolling new members.

However, because of the financial incentives provided to those who succeed in building a member network that consumes and resells products, we believe that many of our members attempt, with varying degrees of effort and success, to enroll additional members.

61 unchanged sentences

See “Item 1A.

Risk Factors - Our recent loss of a significant number of members is adversely affecting our business...”.

Risk Factors - Our continuing loss of a significant number of members is adversely affecting our business...”.

Government Regulations

61 unchanged sentences

products may be subject to more restrictive limitations on the claims we can make about our products in these markets.

China’s 100-Day Campaign Focusing on Health Products and Services

In January 2019 the Chinese government announced a 100-day campaign focusing on companies involved in the sale of food, equipment, daily necessities, small home electrical appliances and services that are claimed to promote health.

The Chinese government conducted a campaign in 2019 focusing on companies involved in the sale of food, equipment, daily necessities, small home electrical appliances and services that are claimed to promote health.

The Chinese government ministries in charge of this campaign indicated that they were targeting illegal practices in the industry, particularly the manufacture and sale of counterfeit and substandard products, and false advertising and misleading claims as to the health benefits of products and services.

It is understood that the campaign was specifically focused on the business practices of direct selling companies.

Although the 100-day campaign was due to expire in April 2019, we are not aware of any information indicating that the campaign has formally concluded.

However, the Chinese government subsequently announced that it would conduct a “look-back review” to evaluate the 100-day campaign.

As part of this review, we understand that various Chinese governmental agencies formed a working group to assess the 100-day campaign, particularly focusing on the health market and its supervision in certain provinces.

We understand that during September 2019 the working group evaluated the performance and results of a number of organizations and governmental departments in these provinces and made recommendations for various improvements.

It was noted that each province had opened a number of investigative cases, had successfully closed numerous cases, and had imposed various fines and penalties.

We understand that the look-back review continued after September 2019, and we are not aware that this review has been completed.

As a result, the business environment in China for health product companies continues to be challenging, which has been exacerbated by negative social media sentiment expressed for these types of companies.

The 100-day campaign, including its extension and aftermath, has and is expected to continue negatively impacting our business in China in the near-term, but we believe will ultimately benefit us and Chinese consumers in the long-term as purveyors of substandard products are driven from the market.

Although it was initially announced as a 100-day campaign, we are not aware of any information indicating that the campaign has ever been formally concluded.

In any case, the business environment in China for health product companies can be challenging, which has from time to time been exacerbated by negative social media sentiment expressed for these types of companies.

See “Item 1A.

Risk Factors - Our business in China is subject to compliance with a myriad of applicable laws and regulations...” and “Item 7.

- Management’s Discussion and Analysis of Financial Condition and Results of Operations - Business Overview.”

Risk Factors - Adverse publicity associated with our products, ingredients or network marketing program, or those of similar companies...”.

Other Regulatory Issues

15 unchanged sentences

Although no single member accounted for 10% or more of net sales, the loss of a key member or that member’s network could have an adverse effect on our net sales and financial results.

We are engaged in the direct selling industry, selling wellness, herbal, beauty, lifestyle, home, and daily products.

We are engaged in the direct selling industry, selling wellness, herbal, beauty, lifestyle, home, daily and at home test products.

More specifically, we are engaged in what is called network marketing or multi-level marketing.

5 unchanged sentences

Big network marketing companies include Nu Skin Enterprises, Inc., USANA Health Sciences, Inc., and Herbalife Nutrition Ltd., which have much greater name recognition and financial resources than we do and also have many more members.

They are publicly traded and therefore serve as informational benchmarks, but we don’t overlap with them in terms of marketplace or product range.

They are publicly traded and therefore serve as informational benchmarks, but we do not significantly overlap with them in terms of marketplace or product range.

On the other hand, many medium- and small-sized privately held Chinese, Taiwanese and Hong Kong companies are fierce competitors and are much closer to directly competing with us.

7 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business