SEC Form SC 13D/A filed by Natural Health Trends Corp. (Amendment)

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

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.     ☐

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. ‎‎63888P406‎

This Amendment No. 1 (the “Amendment”) amends and supplements the beneficial ownership statement on Schedule 13D filed with the Securities and Exchange Commission by Chris Tahjiun Sharng‎ (the “Reporting Person”) on August 20, 2019 (the “Original Statement”). The Original Statement, as amended by this Amendment (the “Statement”), relates to the shares of Common Stock, par value $0.001 per share (the “Common Stock”) of Natural Health Trends Corp., a Delaware corporation (the “Issuer”). The purpose of this Amendment is to reflect the transfer of 443,322 shares of Common Stock from the Reporting Person to his former spouse as described in Item 5(c).

Percentages in this Amendment are based on 11,516,773 outstanding shares of Common Stock, as reported on the Issuer’s Form 10-K, as filed with the Securities and Exchange Commission (the “SEC”) on February 28, 2024, for the fiscal year ended December 31, 2023.

Capitalized terms used but not defined in this Amendment have the meanings ascribed to them in the Original Statement. This Amendment amends the Original Statement as specifically set forth herein. Except as set forth below, all previous Items in the Original Statement remain unchanged.

Item 2. Identity and Background

Item 2 of the Original Report is hereby supplemented as follows:

The address of the principal office of the Reporting Person is c/o Natural Health Trends Corp., Units 1205-07, 12F, Mira Place Tower A, 132 Nathan Road, Tsimshatsui, Kowloon, Hong Kong.

Item 5. Interest in Securities of the Issuer

Item 5 of the Original Statement is hereby amended and restated in its entirety to read as follows:

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: April 16, 2024