الإحصائيات الأساسية
| CIK | 1096376 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to NutriSystem, Inc.
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
| March 25, 2019 |
NTRI / NutriSystem, Inc. FORM 15-12G Form 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-28551 Nutrisystem, Inc. (Exact name of registrant as specif |
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| March 15, 2019 |
NTRI / NutriSystem, Inc. POS AM POS AM As filed with the Securities and Exchange Commission on March 15, 2019 Registration Statement File No. |
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| March 15, 2019 |
NTRI / NutriSystem, Inc. POS AM POS AM As filed with the Securities and Exchange Commission on March 15, 2019 Registration Statement File No. |
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| March 15, 2019 |
NTRI / NutriSystem, Inc. POS AM POS AM As filed with the Securities and Exchange Commission on March 15, 2019 Registration Statement File No. |
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| March 15, 2019 |
NTRI / NutriSystem, Inc. POS AM POS AM As filed with the Securities and Exchange Commission on March 15, 2019 Registration Statement File No. |
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| March 15, 2019 |
NTRI / NutriSystem, Inc. FORM S-8 POS Form S-8 POS As filed with the Securities and Exchange Commission on March 15, 2019 Registration Statement File No. |
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| March 15, 2019 |
NTRI / NutriSystem, Inc. FORM S-8 POS Form S-8 POS As filed with the Securities and Exchange Commission on March 15, 2019 Registration Statement File No. |
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| March 15, 2019 |
NTRI / NutriSystem, Inc. FORM S-8 POS Form S-8 POS As filed with the Securities and Exchange Commission on March 15, 2019 Registration Statement File No. |
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| March 15, 2019 |
NTRI / NutriSystem, Inc. FORM S-8 POS Form S-8 POS As filed with the Securities and Exchange Commission on March 15, 2019 Registration Statement File No. |
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| March 15, 2019 |
NTRI / NutriSystem, Inc. FORM S-8 POS Form S-8 POS As filed with the Securities and Exchange Commission on March 15, 2019 Registration Statement File No. |
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| March 15, 2019 |
NTRI / NutriSystem, Inc. FORM S-8 POS Form S-8 POS As filed with the Securities and Exchange Commission on March 15, 2019 Registration Statement File No. |
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| March 15, 2019 |
NTRI / NutriSystem, Inc. FORM S-8 POS Form S-8 POS As filed with the Securities and Exchange Commission on March 15, 2019 Registration Statement File No. |
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| March 8, 2019 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 8, 2019 (March 7, 2019) Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporati |
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| March 8, 2019 |
Amended and Restated Certificate of Incorporation of Nutrisystem, Inc. EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF NUTRISYSTEM, INC. FIRST: The name of the Corporation is Nutrisystem, Inc. (the “Corporation”). SECOND: The address of the registered office of the Corporation is 160 Greentree Drive, Suite 101, City of Dover, County of Kent, Delaware 19904. The name of its registered agent at that address is National Registered Agents, Inc. TH |
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| March 8, 2019 |
First Amendment to the Second Amended and Restated Nutrisystem, Inc. 2008 Long-Term Incentive Plan. EX-10.1 Exhibit 10.1 FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED NUTRISYSTEM, INC. 2008 LONG-TERM INCENTIVE PLAN This First Amendment (this “Amendment”) shall be effective as of March 8, 2019 and shall amend the Second Amended and Restated Nutrisystem, Inc. 2008 Long-Term Incentive Plan (the “Company Stock Plan”) and has been approved previously by the Board of Directors (the “Board”) of Nu |
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| March 8, 2019 |
Amended and Restated Bylaws of Nutrisystem, Inc. EX-3.2 Exhibit 3.2 NUTRISYSTEM, INC. AMENDED AND RESTATED BYLAWS As adopted and in effect on March 8, 2019 ARTICLE I – STOCKHOLDERS Section 1.1 Annual Meeting. An annual meeting of the stockholders of Nutrisystem, Inc., a Delaware corporation (the “Corporation”), for the election of directors to succeed those whose terms expire and for the transaction of such other business as may properly come be |
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| March 5, 2019 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2019 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| February 28, 2019 |
10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 26, 2019 |
Subsidiaries of Nutrisystem, Inc. EX-21.1 2 ntri-ex21110.htm EX-21.1 Exhibit 21.1 Corporate Subsidiaries State or Province of Incorporation NutriVentures, LLC Pennsylvania NutriSystem Media, LLC Nevada Nutri/System IPHC, Inc. Delaware Slim and Tone, LLC Pennsylvania NutriSystem Fresh, Inc. Pennsylvania NSI Retail, LLC Virginia NSI Tech, Inc. Delaware Nutrisystem Everyday, LLC Delaware NSI Cash Management, Inc. Delaware SBD Enterpr |
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| February 26, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2018 ☐ 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 0-28551 Nutrisystem, Inc. (E |
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| February 22, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2019 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 22, 2019 |
NTRI / NutriSystem, Inc. FORM 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2019 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 20, 2019 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: February 20, 2019 TVTY – Q4 2018 Tivity Health, Inc. and Nutrisystem, Inc. Earnings Call EVENT DATE/TIME: February 19, 2019 CORPORATE PARTICIPANTS Adam C. Holland |
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| February 20, 2019 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Form 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: February 20, 2019 Investor Relations Contact: Bob East, Westwicke Partners (443) 213-0500 [email protected] TIVITY HEALTH REPORTS FOURTH-QUARTER 2018 |
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| February 20, 2019 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 The following is a transcript of the joint earnings call held by Tivity Health, Inc. ("Tivity Health") and Nutrisystem, Inc. ("Nutrisystem") on the evening of February 19, |
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| February 19, 2019 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On February 19, 2019, MacKenzie Partners, Inc., the proxy solicitor for Nutrisystem, Inc. (“Nutrisystem”), circulated the below shareholder reminder letter to shareholders |
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| February 19, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2019 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 19, 2019 |
Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES FOURTH QUARTER AND FULL YEAR 2018 FINANCIAL RESULTS Company Initiates 2019 Guidance Fort Washington, PA—February 19, 2019— Nutrisystem, Inc. (Nasdaq: NTRI), a leading provider of health and wellness and weight management products and services including Nutrisystem®, South |
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| February 11, 2019 |
NTRI / NutriSystem, Inc. / VANGUARD GROUP INC Passive Investment nutrisysteminc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Nutrisystem Inc Title of Class of Securities: Common Stock CUSIP Number: 67069D108 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate box to de |
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| February 4, 2019 |
NTRI / NutriSystem, Inc. DEFM14A DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| January 29, 2019 |
NUTRISYSTEM PROVIDES PRELIMINARY FOURTH QUARTER AND FULL YEAR 2018 FINANCIAL RESULTS Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM PROVIDES PRELIMINARY FOURTH QUARTER AND FULL YEAR 2018 FINANCIAL RESULTS Fort Washington, PA—January 28, 2019—Nutrisystem, Inc. (Nasdaq: NTRI), a leading provider of health and wellness and weight management products and services including Nutrisystem®, South Beach Diet® and DNA Bo |
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| January 29, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2019 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| January 23, 2019 |
TVTY / Tivity Health, Inc. TIVITY HEALTH FORM 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8‑K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 23, 2019 (January 22, 2019) TIVITY HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 000-19364 62-1117144 (State or other jurisdiction of incorporat |
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| January 23, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2019 (January 22, 2019) Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporation) |
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| January 23, 2019 |
NTRI / NutriSystem, Inc. FORM 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2019 (January 22, 2019) Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporation) |
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| January 10, 2019 |
TVTY / Tivity Health, Inc. 425 (Prospectus) 425 1 d688729d425.htm 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: January 10, 2019 JANUARY 08, 2019, TVTY – Tivity Health Inc. at JPMorgan Global Healthcare Conference CORPORATE PARTICIPANTS Adam C. Hol |
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| January 9, 2019 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) 425 1 dp100809425.htm FORM 425 Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On January 8, 2019, Dawn Zier, President and Chief Executive Officer of Nutrisystem, Inc., retweeted the following Twitter post made availab |
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| January 9, 2019 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On January 8, 2019, Dawn Zier, President and Chief Executive Officer of Nutrisystem, Inc., Donato Tramuto, CEO of Tivity Health, Adam Hollan, CFO of Tivity Health, and Ste |
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| January 9, 2019 |
TVTY / Tivity Health, Inc. 425 (Prospectus) 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: January 9, 2019 Explanatory Note: On January 8, 2019, the following communications were made available on Twitter and LinkedIn by Tivity Health, Inc. (“Tivity |
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| January 9, 2019 |
TVTY / Tivity Health, Inc. 425 (Prospectus) 425 January 8, 2019 Tivity Health J.P. Morgan Healthcare Conference CALORIES IN + CALORIES OUT A POWERFUL COMBINATION Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: January 8, 2019 Cautionary Note on Forward-L |
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| January 7, 2019 |
TVTY / Tivity Health, Inc. 425 (Prospectus) 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: January 7, 2019 Explanatory Note: The following communications were made available on Twitter and LinkedIn by Tivity Health, Inc. (“Tivity Health”) at twitter |
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| January 7, 2019 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On January 7, 2019, USA Today released an article titled “Weight Watcher, Jenny Craig remain top picks for dieting, weight loss in 2019” quoting Dawn Zier, President and C |
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| January 7, 2019 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) 425 1 dp100617425-2.htm FORM 425 Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On January 4, 2019, Dawn Zier, President and Chief Executive Officer of Nutrisystem, Inc., was interviewed by Business First AM with Angel |
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| January 7, 2019 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On January 4, 2019, the following Twitter post was made available by Dawn Zier, President and Chief Executive Officer of Nutrisystem, Inc. Also, on January 4, 2019, the fo |
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| January 2, 2019 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On January 2, 2019, Dawn Zier, President and Chief Executive Officer of Nutrisystem, Inc., was interviewed on Behind the Bell. The interview was posted to the Nasdaq Faceb |
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| January 2, 2019 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On January 2, 2019, Dawn Zier, President and Chief Executive Officer of Nutrisystem, Inc., was interviewed on the TD Ameritrade Network. The interview was posted to Vimeo |
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| January 2, 2019 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On January 2, 2019, Dawn Zier, President and Chief Executive Officer of Nutrisystem, Inc., delivered the below remarks prior to Nutrisystem ringing the Nasdaq Stock Market |
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| January 2, 2019 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On January 2, 2019, Dawn Zier, President and Chief Executive Officer of Nutrisystem, Inc., was interviewed by Cheddar. A video recording of the interview is available at h |
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| December 31, 2018 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k), as promulgated under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them a Statement on Schedule 13D (including amendments thereto) with regard to the common stock of Nutrisystem, Inc. and further agree that this Joint Filing Agreement be included as an Exh |
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| December 31, 2018 |
NTRI / NutriSystem, Inc. / Magnetar Financial LLC - SC 13D Activist Investment SC 13D 1 a18-422121sc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* NUTRISYSTEM, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 67069D108 (CUSIP Number of Class of Securities) Alec N. Litowitz Magnetar Capital LLC 1603 Orrington Ave. Evanst |
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| December 19, 2018 |
NTRI / NutriSystem, Inc. / Legion Partners Asset Management, LLC - 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 Nutrisystem, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 67069D108 (CUSIP Number) CHRISTOPHER S. KIPE |
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| December 13, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Form 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: December 13, 2018 Tivity Health Acquires Nutrisystem – Q&A General 1. What was announced today? • Tivity Health and Nutrisystem have entered into an agre |
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| December 13, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) 425 1 d658399d425.htm FORM 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: December 13, 2018 Linked Content: 1) Colleague Message from Donato 2) Colleague Q&A – See attached pdf 3) Press release 4) Presenta |
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| December 13, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Form 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 DECEMBER 10, 2018 / 1:00PM, TVTY - Tivity Health Inc to Acquire Nutrisystem Inc C O R P O R A T E P A R T I C I P A N T S Adam C. Holland Tivity Health, Inc. - |
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| December 12, 2018 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On December 11, 2018, the following Twitter post was made available by Dawn Zier, President and Chief Executive Officer of Nutrisystem, Inc. with a link to a Yahoo Finance |
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| December 11, 2018 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On December 11, 2018, Dawn Zier, President and CEO of Nutrisystem, Inc., shared the below message with Nutrisystem employees to address various updates and concerns. Dear |
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| December 11, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Form 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: December 11, 2018 Tivity Health® and Nutrisystem® Expanding our Healthy Lifestyle Brand Portfolio “Humana has long believed that social determinants of h |
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| December 10, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Form 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: December 10, 2018 ABOUT PRODUCTS INVESTORS CAREERS CONTACT Tivity Health® to and Acquire Nutrisystem® Nutrisystem® NOTE ON FORWARD LOOKING STATEMENTS Thi |
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| December 10, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Form 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: December 10, 2018 Script for D. Tramuto Video Email to Tivity Health Colleagues • Tivity colleagues, moments ago we announced a definitive agreement to a |
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| December 10, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) 425 1 d659958d425.htm FORM 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: December 10, 2018 Donato Tramuto’s Welcome Voice Message to Nutrisystem Employees Hello to all Nutrisystem employees. My name is Do |
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| December 10, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Form 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: December 10, 2018 Tivity Health Acquires Nutrisystem – Tivity Health Partner Location Email SUBJECT: Tivity Health to Acquire Nutrisystem Dear [NAME], I’ |
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| December 10, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Form 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: December 10, 2018 Tivity Health Acquires Nutrisystem – Tivity Health Key Partner Email SUBJECT: Tivity Health to Acquire Nutrisystem Dear [NAME], I’m ple |
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| December 10, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Form 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: December 10, 2018 Tivity Health Acquires Nutrisystem – Tivity Health Customer Email SUBJECT: Tivity Health to Acquire Nutrisystem Dear [NAME], I’m please |
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| December 10, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Form 425 Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: December 10, 2018 Tivity Health® and Nutrisystem® Expanding our Healthy Lifestyle Brand Portfolio Transaction Value The acquisition of Nutrisystem is a t |
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| December 10, 2018 |
TVTY / Tivity Health, Inc. FORM 425 (Prospectus) Form 425 Town Hall Strategy E Update Filed by Tivity Health, Inc. Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No.: 000-28551 Date: December 10, 2018 October 2015 – Donato’s Three Commitments 1 2 3 Empower the Organization ~ Strengthen the culture ~ Create |
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| December 10, 2018 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) 425 1 dp99481425-4.htm FORM 425 Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On December 10, 2018, Dawn Zier, President and CEO of Nutrisystem, Inc., shared the below message with Nutrisystem employees. Dear Team, To |
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| December 10, 2018 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On December 10, 2018, Nutrisystem, Inc. prepared the below responses to frequently asked questions for potential callers to the company’s contact center. Tivity Health Acq |
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| December 10, 2018 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On December 10, 2018, Dawn Zier, President and CEO of Nutrisystem, Inc., shared an audio message from Donato Tramuto, CEO of Tivity Health, Inc., a transcript for which is |
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| December 10, 2018 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) 425 1 dp99483425-5.htm FORM 425 Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 On December 10, 2018, various executives of Nutrisystem, Inc. (the “Company”) shared the below email with the Company’s key vendors and par |
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| December 10, 2018 |
NTRI / NutriSystem, Inc. FORM 425 (Prospectus) Filed by Nutrisystem, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Nutrisystem, Inc. Commission File No. 000-28551 The following communication was made available by Dawn Zier, President and Chief Executive Officer of Nutrisystem, on Twitter, Facebook and LinkedIn related to the transac |
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| December 10, 2018 |
Financial Statements and Exhibits, Other Events, Entry into a Material Definitive Agreement 8-K 1 dp994538k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2018 (December 9, 2018) Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or Other |
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| December 10, 2018 |
EX-2.1 2 dp99453ex0201.htm EXHIBIT 2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 9, 2018 BY AND AMONG TIVITY HEALTH, INC. SWEET ACQUISITION, INC. AND NUTRISYSTEM, INC. TABLE OF CONTENTS Article I THE MERGER; CERTAIN RELATED MATTERS Section 1.1 The Merger 1 Section 1.2 Closing 2 Section 1.3 Effective Time 2 Section 1.4 Certificate of Incorporation 2 Section 1.5 Bylaws 2 Section |
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| December 10, 2018 |
Tivity Health to Acquire Nutrisystem for $1.3 Billion in Cash and Stock Exhibit 99.1 Tivity Health to Acquire Nutrisystem for $1.3 Billion in Cash and Stock · Combination and increased scale will create unique new value proposition for shareholders, health plans, fitness partners, members and consumers – supporting healthier lifestyles and lowering medical costs · With the addition of Nutrisystem, Tivity Health will deliver a unique “calories in and calories out” solu |
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| December 10, 2018 |
Tivity Health to Acquire Nutrisystem for $1.3 Billion in Cash and Stock Exhibit 99.1 Tivity Health to Acquire Nutrisystem for $1.3 Billion in Cash and Stock · Combination and increased scale will create unique new value proposition for shareholders, health plans, fitness partners, members and consumers – supporting healthier lifestyles and lowering medical costs · With the addition of Nutrisystem, Tivity Health will deliver a unique “calories in and calories out” solu |
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| December 10, 2018 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 9, 2018 BY AND AMONG TIVITY HEALTH, INC. SWEET ACQUISITION, INC. AND NUTRISYSTEM, INC. TABLE OF CONTENTS Article I THE MERGER; CERTAIN RELATED MATTERS Section 1.1 The Merger 1 Section 1.2 Closing 2 Section 1.3 Effective Time 2 Section 1.4 Certificate of Incorporation 2 Section 1.5 Bylaws 2 Section 1.6 Board of Directors 2 Section 1.7 Of |
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| December 10, 2018 |
NTRI / NutriSystem, Inc. FORM 8-K (Prospectus) 425 1 dp994538k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2018 (December 9, 2018) Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or Other |
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| December 10, 2018 |
EX-2.1 2 d614292dex21.htm EX-2.1 EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 9, 2018 BY AND AMONG TIVITY HEALTH, INC. SWEET ACQUISITION, INC. AND NUTRISYSTEM, INC. TABLE OF CONTENTS ARTICLE I THE MERGER; CERTAIN RELATED MATTERS Section 1.1 The Merger 1 Section 1.2 Closing 2 Section 1.3 Effective Time 2 Section 1.4 Certificate of Incorporation 2 Section 1.5 Bylaws 2 Section 1.6 Bo |
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| December 10, 2018 |
EX-99.2 Tivity Health + Nutrisystem Expanding our Healthy Lifestyle Brand Portfolio Exhibit 99.2 Cautionary Note on Forward-Looking Statements Note On Forward Looking Statements This communication contains certain statements that are “forward-looking” statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of th |
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| December 10, 2018 |
TVTY / Tivity Health, Inc. 8-K (Prospectus) 425 1 d614292d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2018 (December 9, 2018) TIVITY HEALTH, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 000-19364 62-1117144 (State or Other |
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| December 10, 2018 |
Tivity Health to Acquire Nutrisystem for $1.3 Billion in Cash and Stock EX-99.1 Exhibit 99.1 Tivity Health to Acquire Nutrisystem for $1.3 Billion in Cash and Stock • Combination and increased scale will create unique new value proposition for shareholders, health plans, fitness partners, members and consumers – supporting healthier lifestyles and lowering medical costs • With the addition of Nutrisystem, Tivity Health will deliver a unique “calories in and calories o |
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| November 1, 2018 |
NTRI / NutriSystem, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2018 OR ☐ 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 0-28551 Nutrisys |
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| October 30, 2018 |
Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES THIRD QUARTER 2018 FINANCIAL RESULTS Diluted Income Per Share Increased 10% to $0.54 for Third Quarter 2018 Company Expects to Achieve Full Year 2018 Revenue, Diluted Income Per Share and Adjusted EBITDA Guidance Ranges Board Authorizes New $75 Million Stock Repurchase Pr |
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| October 30, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2018 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| October 25, 2018 |
8-K 1 ntri-8k20181023.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2018 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Inc |
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| October 25, 2018 |
Nutrisystem Names Tricia Han and Ben Kirshner To Board Of Directors Exhibit 99.1 Nutrisystem Names Tricia Han and Ben Kirshner To Board Of Directors FORT WASHINGTON, PA (Oct. 23, 2018) – The Board of Directors of Nutrisystem, Inc. (Nasdaq: NTRI) today announced that after completing a comprehensive search, it has expanded the Board to ten members and appointed Tricia Han and Ben Kirshner as new directors, effective immediately. "As a leader in the health and welln |
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| October 25, 2018 |
EX-10.1 2 ntri-ex101146.htm EX-10.1 Exhibit 10.1 COOPERATION AGREEMENT This Cooperation Agreement (this “Agreement”), effective as of October 23, 2018 (the “Effective Date”), is entered into by and among Nutrisystem, Inc., a Delaware corporation (the “Company” or “Nutrisystem”), and the persons and entities identified under that certain Schedule 13D (as defined below) as Reporting Persons (as defi |
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| October 23, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Nutrisystem, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 67069D108 (CUSIP Number) CHRISTOPHER S. KIPE |
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| October 23, 2018 |
Exhibit 99.1 COOPERATION AGREEMENT This Cooperation Agreement (this “Agreement”), effective as of October 23, 2018 (the “Effective Date”), is entered into by and among Nutrisystem, Inc., a Delaware corporation (the “Company” or “Nutrisystem”), and the persons and entities identified under that certain Schedule 13D (as defined below) as Reporting Persons (as defined therein) (each, a “Legion Party” |
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| August 2, 2018 |
NTRI / NutriSystem, Inc. / Legion Partners Asset Management, LLC - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Nutrisystem, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 67069D108 (CUSIP Number) CHRISTOPHER S. KIPER |
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| August 1, 2018 |
NTRI / NutriSystem, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2018 OR ☐ 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 0-28551 Nutrisystem, |
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| July 30, 2018 |
EX-99.1 2 ntri-ex99141.htm EX-99.1 Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES SECOND QUARTER 2018 FINANCIAL RESULTS, EXCEEDING EXPECTATIONS Company Reported $191.3 Million of Revenue for Second Quarter 2018 Net Income Increased 7% to $26.1 Million for Second Quarter 2018 Fort Washington, PA—July 30, 2018—Nutrisyst |
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| July 30, 2018 |
8-K 1 ntri-8k20180630.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2018 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorp |
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| May 11, 2018 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2018 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| May 2, 2018 |
NTRI / NutriSystem, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2018 OR ☐ 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 0-28551 Nutrisystem, |
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| April 30, 2018 |
Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES FIRST QUARTER 2018 FINANCIAL RESULTS, EXCEEDING REVENUE AND EPS EXPECTATIONS Company Reports $211 Million of Revenue for First Quarter 2018 Generates $0.09 Diluted Income Per Share for First Quarter 2018 Company Raises Full Year 2018 Guidance Ranges Fort Washington, PA—Ap |
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| April 30, 2018 |
8-K 1 ntri-8k20180430.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2018 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incor |
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| March 26, 2018 |
NTRI / NutriSystem, Inc. DEF 14A DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 28, 2018 |
NTRI / NutriSystem, Inc. 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2017 ☐ 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 0-28551 Nutrisystem, Inc. (E |
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| February 28, 2018 |
Subsidiaries of Nutrisystem, Inc. Exhibit 21.1 Corporate Subsidiaries State or Province of Incorporation NutriVentures, LLC Pennsylvania NutriSystem Media, LLC Nevada Nutri/System IPHC, Inc. Delaware Slim and Tone, LLC Pennsylvania NutriSystem Fresh, Inc. Pennsylvania NSI Retail, LLC Virginia NSI Tech, Inc. Delaware Nutrisystem Everyday, LLC Delaware NSI Cash Management, Inc. Delaware SBD Enterprises, LLC Delaware SBD Retail, LLC |
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| February 26, 2018 |
ntri-ex9916.htm Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] Nutrisystem Announces Fourth Quarter and Full Year 2017 Financial Results Revenue increased 28% and Diluted Income per Share Increased 60% for Full Year 2017 Multi-brand strategy begins to take hold with escalation of South Beach Diet Company Increases Annual Dividend 43% to $1.00 per Share Fort |
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| February 26, 2018 |
8-K 1 ntri-8k20180226.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2018 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of In |
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| February 9, 2018 |
NTRI / NutriSystem, Inc. / VANGUARD GROUP INC Passive Investment nutrisysteminc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Nutrisystem Inc Title of Class of Securities: Common Stock CUSIP Number: 67069D108 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriate box to de |
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| December 28, 2017 |
EX-10.1 2 ntri-ex1016.htm EX-10.1 Exhibit 10.1 December 27, 2017 Mr. Michael P. Monahan [Address Redacted] RE:Second Amendment to Employment Agreement Dear Mike: Reference is hereby made to the letter agreement between us dated April 19, 2013, as amended by that letter agreement dated January 2, 2015 (as so amended, the “Agreement”). The parties hereby agree to further amend the Agreement as of th |
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| December 28, 2017 |
8-K 1 ntri-8k20171228.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2017 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of In |
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| December 28, 2017 |
EX-10.2 3 ntri-ex1027.htm EX-10.2 Exhibit 10.2 December 27, 2017 Ms. Keira Krausz [Address Redacted] RE:Second Amendment to Employment Agreement Dear Keira: Reference is hereby made to the letter agreement between us dated February 5, 2013, as amended by that letter agreement dated January 2, 2015 (as so amended, the “Agreement”). The parties hereby agree to further amend the Agreement as of the d |
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| November 1, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 ntri-10q20170930.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commis |
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| October 25, 2017 |
ntri-ex9916.htm Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES THIRD QUARTER 2017 FINANCIAL RESULTS, EXCEEDING EXPECTATIONS Company Generated 27% Year-Over-Year Top-Line Growth for Third Quarter 2017 Diluted Income Per Share Increased 81% Year-Over-Year to $0.49 for the Third Quarter 2017 Company Raises Full Year 2017 |
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| October 25, 2017 |
8-K 1 ntri-8k20171025.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2017 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Inc |
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| October 3, 2017 |
Submission of Matters to a Vote of Security Holders ntri-8ka20170510.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2017 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporation) |
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| July 28, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2017 OR ☐ 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 0-28551 Nutrisystem, |
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| July 26, 2017 |
EX-99.1 2 ntri-ex99121.htm EX-99.1 Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES SECOND QUARTER 2017 FINANCIAL RESULTS, EXCEEDING EXPECTATIONS Company Reports 30% Top-Line Growth for Second Quarter 2017 Diluted Income Per Share Increased 48% to $0.80 for the Second Quarter 2017 Company Raises Full Year 2017 Revenue a |
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| July 26, 2017 |
8-K 1 ntri-8k20170726.htm 8-K 07262017 ER UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2017 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdicti |
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| June 23, 2017 |
S-8 1 ntri-s8.htm S-8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NUTRISYSTEM, INC. (Exact name of registrant as specified in its charter) Delaware 23-3012204 (State of incorporation or organization) (I.R.S. Employer Identification No.) Fort Washington Executive Center 600 Office Center Drive Fort Washingt |
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| May 12, 2017 |
ntri-8k20170510.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2017 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorporation) (C |
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| May 12, 2017 |
EX-10.1 2 ntri-ex101111.htm EX-10.1 Exhibit 10.1 Second Amended and Restated Nutrisystem, Inc. 2008 Long-Term Incentive Plan 1. Purpose The purpose of the Second Amended and Restated NutriSystem, Inc. 2008 Long-Term Incentive Plan (the “Plan”) is to provide designated (i) employees of NutriSystem, Inc. (the “Company”) and its subsidiaries, (ii) non-employee members of the Board of Directors of the |
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| May 3, 2017 |
NutriSystem 10-Q (Quarterly Report) ntri-10q20170331.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2017 OR ? 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 |
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| April 26, 2017 |
8-K 1 ntri-8k20170426.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2017 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incor |
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| April 26, 2017 |
ntri-ex99146.htm Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES FIRST QUARTER 2017 FINANCIAL RESULTS, EXCEEDING EXPECTATIONS Company Reports 31% Top-Line Increase for First Quarter 2017 and On Track to Achieve Fourth Consecutive Year of Double-Digit Revenue Growth Company Raises Full Year 2017 Revenue and Diluted Inco |
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| April 5, 2017 |
ntri-ex3138.htm Exhibit 3.1 Amendment to the Amended and Restated Bylaws Of Nutrisystem, Inc. In accordance with resolutions duly adopted and effective as of April 4, 2017 by the Board of Directors of Nutrisystem, Inc. (the ?Corporation?), Article III, Section 4 of the Corporation?s Amended and Restated Bylaws is hereby deleted and replaced in its entirety to read as follows: ?4. Removal. Except a |
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| April 5, 2017 |
8-K 1 ntri-8k20170404.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2017 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Incorp |
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| March 28, 2017 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a- |
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| February 28, 2017 |
EX-21.1 4 ntri-ex2116.htm EX-21.1 Exhibit 21.1 Corporate Subsidiaries State or Province of Incorporation NutriVentures, LLC Pennsylvania NutriSystem Media, LLC Nevada Nutri/System IPHC, Inc. Delaware Slim and Tone, LLC Pennsylvania NutriSystem Fresh, Inc. Pennsylvania NSI Retail, LLC Virginia Nutrisystem Alliance For Better Living LLC Delaware NSI Tech, Inc. Delaware Nutrisystem Everyday, LLC Dela |
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| February 28, 2017 |
Approved 12/28/16 Exhibit 10.2 Amendment No.1 to Amended and Restated NutriSystem, Inc. 2008 Long-Term Incentive Plan Approved by Joint Resolutions of the Compensation Committee and the Board of Directors of Nutrisystem, Inc. Amendment of Long-Term Incentive Plan WHEREAS, the Company maintains the Amended and Restated NutriSystem, Inc. 2008 Long-Term Incentive Plan (the “Plan”); and WHEREAS, Secti |
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| February 28, 2017 |
NutriSystem NTRI-10K-20161231 (Annual Report) ntri-10k20161231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2016 ? 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 0-28551 |
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| February 28, 2017 |
EX-10.5 3 ntri-ex105547.htm EX-10.5 Exhibit 10.5 NutriSystem, Inc. Compensation Policy For Non-Employee Directors ANNUAL EQUITY COMPENSATION: • On an annual basis, each non-employee director will receive shares of common stock with a value of $100,000 on a grant date to be determined in advance by the Board of Directors. Shares will be fully vested on the date of grant, but may not be sold until t |
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| February 27, 2017 |
ntri-ex99138.htm Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES FOURTH QUARTER AND FULL YEAR 2016 FINANCIAL RESULTS Strong Start to Diet Season Expected to Fuel Fourth Consecutive Year of Double-Digit Revenue Growth in 2017 Company Initiates Multi-Brand Strategy with January Launch of South Beach Diet Revenue increase |
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| February 27, 2017 |
8-K 1 ntri-8k20170227.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2017 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of In |
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| February 10, 2017 |
NTRI / NutriSystem, Inc. / VANGUARD GROUP INC Passive Investment nutrisysteminc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Nutrisystem Inc Title of Class of Securities: Common Stock CUSIP Number: 67069D108 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to de |
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| November 2, 2016 |
NTRI / NutriSystem, Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2016 OR ☐ 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 0-28551 Nutrisys |
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| October 26, 2016 |
8-K 1 ntri-8k20161026.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2016 Nutrisystem, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 0-28551 23-3012204 (State or Other Jurisdiction of Inc |
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| October 26, 2016 |
ntri-ex99196.htm Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES THIRD QUARTER 2016 FINANCIAL RESULTS Company Reports 19% Year-over-Year Revenue Growth Company Exceeds Third Quarter Revenue Expectations and Raises Full Year Revenue and EPS Guidance Fort Washington, PA?October 26, 2016?Nutrisystem, Inc. (NASDAQ: NTRI), |
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| September 20, 2016 |
CORRESP 600 OFFICE CENTER DRIVE, FORT WASHINGTON, PA 19034 ? PHONE: 215.706.5300 ? WWW.NUTRISYSTEM.COM September 20, 2016 Via EDGAR Submission U.S. Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Attention: Mara Ransom, Assistant Director Daniel Porco, Staff Attorney Re: Nutrisystem, Inc. Form 10-K for Fiscal Year Ended December 31, 2015 Filed February 29, 2016 File N |
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| August 3, 2016 |
NTRI / NutriSystem, Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2016 OR o 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 0-28551 Nutrisystem, |
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| July 27, 2016 |
NutriSystem 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15 (d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2016 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 Delaware 23-3012204 (State or other jurisdiction of incorpo |
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| July 27, 2016 |
EX-99.1 Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES SECOND QUARTER 2016 FINANCIAL RESULTS Company Reports 15% Top-Line Growth and 12th Consecutive Quarter of Year-over-Year Revenue Growth Company Exceeds Earnings per Share and Adjusted EBITDA Expectations Fort Washington, PA?July 27, 2016?Nutrisystem, Inc. (NASDAQ: |
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| May 13, 2016 |
NutriSystem LIVE FILING (Current Report/Significant Event) Nutrisystem, Inc. (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 12, 2016 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Commissio |
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| May 5, 2016 |
NTRI / NutriSystem, Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2016 OR o 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 0-28551 Nutrisystem, |
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| May 5, 2016 |
NutriSystem, Inc. Compensation Policy For Non-Employee Directors Exhibit 10.1 NutriSystem, Inc. Compensation Policy For Non-Employee Directors EQUITY COMPENSATION: Annual Equity Retainer Grant · On an annual basis, each non-employee director will receive shares of common stock with a value of $100,000 on a grant date to be determined in advance by the Board of Directors. Shares will be fully vested on the date of grant, but may not be sold until the first anniv |
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| May 3, 2016 |
Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES FIRST QUARTER 2016 FINANCIAL RESULTS, EXCEEDING EXPECTATIONS Company Reports 18% Top-Line Increase and On Track to Achieve Third Consecutive Year of Double-Digit Revenue Growth Company Raises Full Year Guidance Announces $50 Million Share Buyback Program Fort Washington, |
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| May 3, 2016 |
NutriSystem LIVE FILING (Current Report/Significant Event) Nutrisystem, Inc. (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 3, 2016 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Commission |
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| March 30, 2016 |
NutriSystem DEFINITIVE PROXY STATEMENT DEF 14A 1 d125940ddef14a.htm DEFINITIVE PROXY STATEMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, f |
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| February 29, 2016 |
NTRI / NutriSystem, Inc. 10-K - Annual Report - 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2015 o 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 0-28551 Nutrisystem, Inc. (E |
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| February 29, 2016 |
Exhibit 21.1 Corporate Subsidiaries State or Province of Incorporation NutriVentures, LLC Pennsylvania NutriSystem Media, LLC Nevada Nutri/System IPHC, Inc. Delaware Slim and Tone, LLC Pennsylvania NutriSystem Fresh, Inc. Pennsylvania NSI Retail, LLC Virginia Nutrisystem Alliance For Better Living LLC Delaware NSI Tech, Inc. Delaware Nutrisystem Everyday, LLC Delaware NSI Cash Management, Inc. Del |
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| February 25, 2016 |
EX-99.1 Contact: Exhibit 99.1 John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES FOURTH QUARTER AND FULL YEAR 2015 FINANCIAL RESULTS Positive Start to Diet Season Expected to Fuel Third Consecutive Year of Double-Digit Revenue Growth in 2016 Company Reports 15% Growth in 2015 and Tenth Consecutive Quarter of Year-over-Year Revenue Growth Adjus |
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| February 25, 2016 |
NutriSystem LIVE FILING (Current Report/Significant Event) Nutrisystem, Inc. (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 25, 2016 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Comm |
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| February 11, 2016 |
NTRI / NutriSystem, Inc. / VANGUARD GROUP INC Passive Investment nutrisysteminc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Nutrisystem Inc Title of Class of Securities: Common Stock CUSIP Number: 67069D108 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to de |
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| January 7, 2016 |
NutriSystem LIVE FILING (Current Report/Significant Event) Nutrisystem, Inc. (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 6, 2016 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Commis |
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| January 7, 2016 |
EX-3.1 AMENDMENT TO THE AMENDED AND RESTATED BYLAWS OF NUTRISYSTEM, INC. In accordance with the resolutions duly adopted on January 6, 2016 by the Board of Directors of NutriSystem, Inc. (the ?Corporation?), Article III, Section 4 of the Corporation?s Amended and Restated Bylaws is hereby deleted and replaced in its entirety to read as follows: ?4. Removal. Except as otherwise provided in the Cert |
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| January 5, 2016 |
NutriSystem LIVE FILING (Current Report/Significant Event) Nutrisystem, Inc. (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 31, 2015 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Comm |
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| January 5, 2016 |
EX-10.1 Exhibit 10.1 NUTRISYSTEM, INC. AMENDED AND RESTATED NUTRISYSTEM, INC. 2008 LONG-TERM INCENTIVE PLAN 2015 NONQUALIFIED STOCK OPTION GRANT AGREEMENT DAWN M. ZIER This 2015 NONQUALIFIED STOCK OPTION GRANT AGREEMENT (the ?Agreement?), dated as of December 31, 2015 (the ?Date of Grant?), is delivered by NutriSystem, Inc. to Dawn M. Zier (the ?Grantee?). RECITALS A. The Amended and Restated Nutr |
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| January 5, 2016 |
EX-10.2 |
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| December 17, 2015 |
EX-2.1* ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (the ?Agreement?) is made as of December 17, 2015, by and between Nutrisystem SBD, LLC, a Delaware limited liability company (?Buyer?), and SBD Holdings Group Corp., a Delaware corporation (?Seller?). Capitalized terms used in this Agreement are defined in Exhibit A attached hereto. R E C I T A L S: WHEREAS, Buyer is a wholly-owned sub |
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| December 17, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 17, 2015 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Commission (I.R.S. Employer of inc |
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| December 17, 2015 |
EX-99.1 3 exhibit2.htm EX-99.1 NUTRISYSTEM, INC. ACQUIRES SOUTH BEACH DIET BRAND FROM SBD HOLDINGS GROUP CORP. Acquisition Broadens Industry Footprint and Expands Addressable Market Opportunity Fort Washington, PA — Dec. 17, 2015 — Nutrisystem, Inc. (NASDAQ-NTRI), a leading provider of weight management products and services, announced today that it has acquired the South Beach Diet brand from SBD |
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| November 10, 2015 |
NutriSystem LIVE FILING (Current Report/Significant Event) Nutrisystem, Inc. (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 6, 2015 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Commi |
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| November 10, 2015 |
EX-10.1 Exhibit 10.1 AMENDED AND RESTATED CREDIT AGREEMENT Dated November 6, 2015 among NUTRISYSTEM, INC., and CERTAIN SUBSIDIARIES as Borrowers, MANUFACTURERS AND TRADERS TRUST COMPANY, as Administrative Agent, a Lender, the Swing Line Lender and L/C Issuer, and The Other Lenders from Time to Time Party Hereto AMENDED AND RESTATED CREDIT AGREEMENT This AMENDED AND RESTATED CREDIT AGREEMENT (?Agre |
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| November 2, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 ntri-10q20150930.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commis |
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| October 28, 2015 |
NutriSystem LIVE FILING (Current Report/Significant Event) Nutrisystem, Inc. (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 28, 2015 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Commi |
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| October 28, 2015 |
EX-99.1 Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES THIRD QUARTER 2015 FINANCIAL RESULTS Company Reports Ninth Consecutive Quarter of Year-Over-Year Revenue Growth, Up 16% Earnings Per Share Increase 47% Year-Over-Year to $0.25 Fort Washington, PA?October 28, 2015?Nutrisystem, Inc. (NASDAQ: NTRI), a leading provide |
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| August 4, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2015 OR ¨ 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 0-28551 Nut |
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| July 29, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 29, 2015 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Commission (I.R.S. Employer of incorpo |
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| July 29, 2015 |
EX-99.1 Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEMS SECOND QUARTER 2015 FINANCIAL RESULTS EXCEED EXPECTATIONS Company Reports Double-Digit Revenue Growth of 17% Year-Over-Year Company Raises Full Year Revenue, Adjusted EBITDA, and Earnings Per Share Guidance Fort Washington, PAJuly 29, 2015Nutrisystem, Inc. (NASDAQ: NTRI |
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| July 1, 2015 |
NutriSystem LIVE FILING (Current Report/Significant Event) Nutrisystem, Inc. (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 30, 2015 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Commissi |
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| July 1, 2015 |
NUTRISYSTEM NAMES MICHAEL D. MANGAN TO BOARD OF DIRECTORS EX-99.1 Exhibit 99.1 NUTRISYSTEM NAMES MICHAEL D. MANGAN TO BOARD OF DIRECTORS FORT WASHINGTON, PA, July 1, 2015 ? The Board of Directors of Nutrisystem, Inc. (NASDAQ: NTRI) today announced the appointment of Michael D. Mangan to the Board, effective immediately. As an independent director of the company, Mr. Mangan will serve as Chairman of Nutrisystem?s Audit Committee. ?Mike has over 30 years o |
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| May 14, 2015 |
NutriSystem LIVE FILING (Current Report/Significant Event) Nutrisystem, Inc. (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 12, 2015 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Commissio |
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| May 6, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2015 OR ? 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 0-28551 Nutrisystem, |
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| April 30, 2015 |
EX-99.1 Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES FIRST QUARTER 2015 FINANCIAL RESULTS, EXCEEDING EXPECTATIONS Company Reports Double-Digit Revenue Growth of 12% Year-over-Year Company Raises Full Year Revenue, Adjusted EBITDA, and Earnings Per Share Guidance Fort Washington, PA?April 30, 2015?Nutrisystem, Inc. ( |
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| April 30, 2015 |
8-K 1 htm51738.htm LIVE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 30, 2015 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Commis |
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| April 1, 2015 |
NutriSystem DEFINITIVE PROXY STATEMENT DEF 14A 1 d879087ddef14a.htm DEFINITIVE PROXY STATEMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, f |
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| March 9, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the fiscal year ended December 31, 2014 ? 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 0-28551 Nu |
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| March 9, 2015 |
Exhibit 21.1 Corporate Subsidiaries State or Province of Incorporation NutriVentures, LLC Pennsylvania NutriSystem Media, LLC Nevada Nutri/System IPHC, Inc. Delaware Slim and Tone, LLC Pennsylvania NutriSystem Fresh, Inc. Pennsylvania NSI Retail, LLC Virginia Nutrisystem Alliance For Better Living LLC Delaware NSI Tech, Inc. Delaware Nutrisystem Everyday, LLC Delaware Nutrisystem DIY, LLC Delaware |
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| March 2, 2015 |
Nutrisystem, Inc. (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 2, 2015 Nutrisystem, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28551 23-3012204 (State or other jurisdiction (Commissi |
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| March 2, 2015 |
EX-99.1 Contact: Exhibit 99.1 John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES FOURTH QUARTER AND FULL YEAR 2014 FINANCIAL RESULTS Positive Start to Diet Season Expected to Fuel Continued Growth in Fiscal 2015 Company Reports Sixth Consecutive Quarter of Year-over-Year Revenue Growth; Revenue for Fiscal 2014 Increased 13% Adjusted EBITDA Inc |
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| February 17, 2015 |
NTRI / NutriSystem, Inc. / 12 West Capital Management LP - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NUTRISYSTEM, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 67069D108 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| February 10, 2015 |
NTRI / NutriSystem, Inc. / VANGUARD GROUP INC Passive Investment nutrisysteminc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Nutrisystem Inc Title of Class of Securities: Common Stock CUSIP Number: 67069D108 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to de |
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| January 2, 2015 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15 (d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 2, 2015 NUTRISYSTEM, INC. (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 Delaware 23-3012204 (State or other jurisdiction of incor |
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| January 2, 2015 |
EX-10.6 Exhibit 10.6 January 2, 2015 Ms. Keira Krausz [Address Redacted] Dear Keira: Reference is hereby made to the letter agreement between us dated February 5, 2013 (the “Agreement”). The parties hereby agree to amend the Agreement as of the date first set forth above on the terms set forth in this letter agreement (this “First Amendment”). With respect to the provisions in the Agreement set fo |
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| January 2, 2015 |
EX-10.5 6 d845316dex105.htm EX-10.5 Exhibit 10.5 January 2, 2015 Mr. Michael P. Monahan [Address Redacted] Dear Mike: Reference is hereby made to the letter agreement between us dated April 19, 2013 (the “Agreement”). The parties hereby agree to amend the Agreement as of the date first set forth above on the terms set forth in this letter agreement (this “First Amendment”). With respect to the pro |
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| January 2, 2015 |
EX-10.3 4 d845316dex103.htm EX-10.3 Exhibit 10.3 NUTRISYSTEM, INC. AMENDED AND RESTATED NUTRISYSTEM, INC. 2008 LONG-TERM INCENTIVE PLAN 2015 RESTRICTED STOCK AWARD AGREEMENT (Name) This RESTRICTED STOCK AWARD AGREEMENT (the “Agreement”), dated as of [ ] (the “Date of Grant”), is delivered by NutriSystem, Inc. to [ ] (the “Grantee”). RECITALS A. The Amended and Restated NutriSystem, Inc. 2008 Long- |
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| January 2, 2015 |
EX-10.1 Exhibit 10.1 NUTRISYSTEM, INC. AMENDED AND RESTATED NUTRISYSTEM, INC. 2008 LONG-TERM INCENTIVE PLAN 2015 PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT (Name) This 2015 PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT (the “Agreement”), effective as of [ ] [ ], 2015 (the “Date of Grant”), is delivered by NutriSystem, Inc. (the “Company”) to [ ] (the “Grantee”). RECITALS A. |
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| January 2, 2015 |
EX-10.4 5 d845316dex104.htm EX-10.4 Exhibit 10.4 January 2, 2015 Ms. Dawn M. Zier [Address Redacted] Dear Dawn: Reference is hereby made to the letter agreement between us dated November 1, 2012 (the “Agreement”). The parties hereby agree to amend the Agreement as of the date first set forth above on the terms set forth in this letter agreement (this “First Amendment”). With respect to the provisi |
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| January 2, 2015 |
EX-10.2 3 d845316dex102.htm EX-10.2 Exhibit 10.2 NUTRISYSTEM, INC. AMENDED AND RESTATED NUTRISYSTEM, INC. 2008 LONG-TERM INCENTIVE PLAN 2015 NONQUALIFIED STOCK OPTION GRANT AGREEMENT (NAME) This NONQUALIFIED STOCK OPTION GRANT AGREEMENT (the “Agreement”), dated as of [ ] (the “Date of Grant”), is delivered by NutriSystem, Inc. to [ ] (the “Grantee”). RECITALS A. The Amended and Restated NutriSyste |
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| November 6, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2014 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission File Numbe |
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| November 3, 2014 |
NUTRISYSTEM ANNOUNCES THIRD QUARTER 2014 FINANCIAL RESULTS Contact: Contact: Exhibit 99.1 John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES THIRD QUARTER 2014 FINANCIAL RESULTS Revenue and Adjusted EBITDA Exceed Company Third Quarter Guidance Third Quarter Earnings per Share Increase to $0.17, Achieving High End of Guidance Range Strong Momentum Heading into 2015 Diet Season Fort Washington, PA-Novem |
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| November 3, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 11/03/2014 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| August 5, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2014 OR ? 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 0-2 |
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| July 29, 2014 |
NUTRISYSTEM ANNOUNCES SECOND QUARTER 2014 FINANCIAL RESULTS DC14516.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM ANNOUNCES SECOND QUARTER 2014 FINANCIAL RESULTS Second Quarter Revenue Increased 14% to $111.1 Million, Meeting High End of Guidance Range GAAP Earnings per Share and Adjusted EBITDA Exce |
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| July 29, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 07/29/2014 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| July 28, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Nutrisystem, inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 67069D108 (CUSIP Number) July 16, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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| July 24, 2014 |
NTRI / NutriSystem, Inc. / Senvest Management, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| June 20, 2014 |
FOURTH AMENDMENT AND MODIFICATION TO CREDIT AGREEMENT DC14462.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing EXHIBIT 10.1 FOURTH AMENDMENT AND MODIFICATION TO CREDIT AGREEMENT THIS FOURTH AMENDMENT AND MODIFICATION TO CREDIT AGREEMENT (the “Amendment”) is made this 19th day of June, 2014, by and among NUTRISYSTEM, INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company (together with t |
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| June 20, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 06/19/2014 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| May 16, 2014 |
Submission of Matters to a Vote of Security Holders - 2014 ANNUAL MEETING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 05/13/2014 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| May 7, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2014 OR ¨ 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 0- |
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| May 5, 2014 |
NTRI / NutriSystem, Inc. / CLINTON GROUP INC - NUTRISYSTEM, INC. Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* NutriSystem, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 67069D108 (CUSIP Number) Marc Weingarten and David E. Rosewater Schulte Roth & Zabel LLP 919 Third Avenue New York, New York 10022 (212) 756-2000 (Name, Addres |
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| May 5, 2014 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EXHIBIT 7 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned. |
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| May 1, 2014 |
Company Raises Full Year 2014 Revenue and Earnings per Share Guidance Range DC14368.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing EXHIBIT 99.1 Contact: John Mills, Partner ICR, Inc. 646-277-1254 [email protected] [email protected] NUTRISYSTEM FIRST QUARTER 2014 REVENUE AND EARNINGS PER SHARE EXCEED EXPECTATIONS Revenue Increases 16% to $122.2 Million as Product Innovation and Marketing Execution Deliver New Customer Growth Com |
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| May 1, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 05/01/2014 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| April 2, 2014 |
DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 31, 2014 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EXHIBIT 6 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| March 31, 2014 |
NTRI / NutriSystem, Inc. / CLINTON GROUP INC - NUTRISYSTEM INC. Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* NutriSystem, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 67069D108 (CUSIP Number) Marc Weingarten and David E. Rosewater Schulte Roth & Zabel LLP 919 Third Avenue New York, New York 10022 (212) 756-2000 (Name, Addres |
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| March 31, 2014 |
EXHIBIT 5 March 31, 2014 Ms. Dawn Zier Chief Executive Officer NutriSystem, Inc. 600 Office Center Drive Fort Washington, PA 19034 Re: Clarifying My March 24, 2014 Letter Dear Ms. Zier: Thank you for taking the time to talk on Friday regarding the letter I sent on March 24, 2014, on behalf of Clinton Group, Inc. and its affiliates and associates (“Clinton Group”), which are owners of more than 6% |
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| March 25, 2014 |
EX-99 2 exhibit3.htm EXHIBIT 3 EXHIBIT 3 March 24, 2014 Ms. Dawn Zier Chief Executive Officer NutriSystem, Inc. 600 Office Center Drive Fort Washington, PA 19034 Re: Creating Additional Shareholder Value at NutriSystem, Inc. Dear Ms. Zier: I write again on behalf of Clinton Group, Inc., the investment manager to several partnerships and funds (“Clinton Group”) that collectively own more than 6% of |
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| March 25, 2014 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EXHIBIT 4 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| March 25, 2014 |
NTRI / NutriSystem, Inc. / CLINTON GROUP INC - NUTRISYSTEM, INC. Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* NutriSystem, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 67069D108 (CUSIP Number) Marc Weingarten and David E. Rosewater Schulte Roth & Zabel LLP 919 Third Avenue New York, New York 10022 (212) 756-2000 (Name, Addres |
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| March 10, 2014 |
EX-21.1 Exhibit 21.1 Corporate Subsidiaries State or Province of Incorporation NutriVentures, LLC Pennsylvania NutriSystem Media, LLC Nevada Nutri/System IPHC, Inc. Delaware Slim and Tone, LLC Pennsylvania NutriSystem Fresh, Inc. Pennsylvania NSI Retail, LLC Virginia Nutrisystem Alliance For Better Living LLC Delaware NSI TECH, Inc. Delaware Nutrisystem Everyday, LLC Delaware Nutrisystem DIY, LLC |
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| March 10, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 26, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 02/26/2014 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| February 26, 2014 |
ADJUSTED NET INCOME (LOSS) RECONCILIATION TO GAAP RESULTS DC14212.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 Contact: Joe Hassett, SVP Gregory FCA Direct: 610-228-2110 Mobile: 484-686-6600 NUTRISYSTEM REPORTS SECOND CONSECUTIVE QUARTER OF YEAR-OVER-YEAR REVENUE GROWTH Revenue growth expected to continue in 2014 fueled by successful start to diet season Fort Washington, PA—February 26, 2014—Nutrisys |
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| February 18, 2014 |
NTRI / NutriSystem, Inc. / CLINTON GROUP INC - NUTRISYSTEM, INC. Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* NutriSystem, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 67069D108 (CUSIP Number) Marc Weingarten and David E. Rosewater Schulte Roth & Zabel LLP 919 Third Avenue New York, New York 10022 (212) 756-2000 (Name, Addres |
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| February 12, 2014 |
NTRI / NutriSystem, Inc. / VANGUARD GROUP INC Passive Investment nutrisysteminc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Nutrisystem Inc Title of Class of Securities: Common Stock CUSIP Number: 67069D108 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to de |
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| February 7, 2014 |
NTRI / NutriSystem, Inc. / Senvest Management, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 8, 2014 |
NTRI / NutriSystem, Inc. / Senvest Management, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| December 10, 2013 |
Correspondence FORT WASHINGTON EXECUTIVE CENTER, 600 OFFICE CENTER DRIVE, FORT WASHINGTON, PA 19034 — PHONE: 215. |
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| November 6, 2013 |
NTRI / NutriSystem, Inc. / CLINTON GROUP INC - CLINTON GROUP, INC. Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* NutriSystem, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 67069D108 (CUSIP Number) Marc Weingarten and David E. Rosewater Schulte Roth & Zabel LLP 919 Third Avenue New York, New York 10022 (212) 756-2000 (Name, Addres |
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| November 6, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 4, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 11/04/2013 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| November 4, 2013 |
THIRD AMENDMENT AND MODIFICATION Exhibit 10.1 THIRD AMENDMENT AND MODIFICATION TO CREDIT AGREEMENT THIS THIRD AMENDMENT AND MODIFICATION TO CREDIT AGREEMENT (the "Amendment") is made this 4th day of November, 2013, to be effective as of September 30, 2013 (the "Effective Date"), by and among NUTRISYSTEM, INC., a Delaware corporation (the "Company"), certain Subsidiaries of the Company (together with the Company, the "Borrowers" a |
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| October 29, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 10/28/2013 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| October 29, 2013 |
MUTUAL RELEASE AND SETTLEMENT AGREEMENT DC13885.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing Exhibit 10.1 MUTUAL RELEASE AND SETTLEMENT AGREEMENT This MUTUAL RELEASE AND SETTLEMENT AGREEMENT (“Release”) is between Hormel Foods Sales, LLC, a Delaware limited liability company (“Hormel Foods”), and NutriSystem, Inc., a Delaware corporation (“NutriSystem”), and is effective on October 28, 2013 (“Ef |
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| October 28, 2013 |
NUTRISYSTEM REPORTS 5% GROWTH IN THIRD QUARTER REVENUES DC13884.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing EXHIBIT 99.1 Contact: Joe Hassett, SVP Gregory FCA Direct: 610-228-2110 Mobile: 484-686-6600 NUTRISYSTEM REPORTS 5% GROWTH IN THIRD QUARTER REVENUES Quarterly earnings of 15 cents per share up 50% from comparable year ago before one-time charges Board of Directors declares dividend of 17.5 cents per shar |
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| October 28, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 10/28/2013 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| September 30, 2013 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EX-99 3 p13-1792exh2.htm EXHIBIT 2 EXHIBIT 2 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing |
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| September 30, 2013 |
NTRI / NutriSystem, Inc. / CLINTON GROUP INC - NUTRISYSTEM INC. Activist Investment SC 13D 1 p13-1792sc13d.htm NUTRISYSTEM INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* NutriSystem, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 67069D108 (CUSIP Number) Marc Weingarten and David E. Rosewater Schulte Roth & Zabel LLP 919 Third Avenue New York, Ne |
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| September 30, 2013 |
Letter to the Chief Executive Officer, dated September 30, 2013 September 30, 2013 EX-99 2 p13-1792exh1.htm EXHIBIT 1 EXHIBIT 1 Letter to the Chief Executive Officer, dated September 30, 2013 September 30, 2013 Ms. Dawn Zier Chief Executive Officer NutriSystem, Inc. 600 Office Center Drive Fort Washington, PA 19034 Re: Stockholder Value Creation at NutriSystem, Inc. Dear Ms. Zier: I write on behalf of Clinton Group, Inc., the investment manager to several partnerships and funds |
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| August 15, 2013 |
SECOND AMENDMENT AND MODIFICATION Exhibit 10.1 SECOND AMENDMENT AND MODIFICATION TO CREDIT AGREEMENT THIS SECOND AMENDMENT AND MODIFICATION TO CREDIT AGREEMENT (the "Amendment") is made this 13th day of August, 2013, by and among NUTRISYSTEM, INC., a Delaware corporation (the "Company"), certain Subsidiaries of the Company (together with the Company, the "Borrowers" and, each a "Borrower"), MANUFACTURERS AND TRADERS TRUST COMPANY, |
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| August 15, 2013 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 08/13/2013 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| August 6, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2013 OR ? 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 0-2 |
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| August 6, 2013 |
Exhibit 10.1 NUTRISYSTEM, INC. AMENDED AND RESTATED NUTRISYSTEM, INC. 2008 LONG-TERM INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT (Name) This PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT (the “Agreement”), dated as of [ ] [ ], [ ] (the “Date of Grant”), is delivered by NutriSystem, Inc. (the “Company”) to [ ] (the “Grantee”). RECITALS A. The Amended and Restate |
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| August 6, 2013 |
Exhibit 10.3 NUTRISYSTEM, INC. AMENDED AND RESTATED NUTRISYSTEM, INC. 2008 LONG-TERM INCENTIVE PLAN 2013 PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT (Keira Krausz) This 2013 PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT (the “Agreement”), dated as of March 21st, 2013 (the “Date of Grant”), is delivered by NutriSystem, Inc. (the “Company”) to Keira Krausz (the “Grantee”). RECI |
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| August 6, 2013 |
Exhibit 10.2 NUTRISYSTEM, INC. AMENDED AND RESTATED NUTRISYSTEM, INC. 2008 LONG-TERM INCENTIVE PLAN 2013 PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT (Michael Monahan) This 2013 PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT (the “Agreement”), dated as of May 22, 2013 (the “Date of Grant”), is delivered by NutriSystem, Inc. (the “Company”) to Michael Monahan (the “Grantee”). RE |
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| July 29, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 07/29/2013 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| July 29, 2013 |
DC13501.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing Final Contact: Joe Crivelli Senior Vice President Gregory FCA Direct: 610-228-2100 Mobile: 610-299-6700 NUTRISYSTEM REPORTS SECOND QUARTER 2013 RESULTS Board of Directors declares dividend of 17.5 cents per share Quarterly earnings per share of 22 cents outperforms second quarter guidance Full year EPS g |
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| June 7, 2013 |
Submission of Matters to a Vote of Security Holders - 2013 ANNUAL MEETING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 06/05/2013 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| May 28, 2013 |
EX-10.1 2 d545524dex101.htm EX-10.1 Exhibit 10.1 May 21, 2013 Ms. Dawn Zier [Address redacted] Dear Dawn: This letter agreement (this “Agreement”) reflects the commitment of NutriSystem, Inc. (the “Company”) to pay you a cash bonus on the terms herein set forth. Subject to your continued employment with the Company through November 15, 2014 (the “Vesting Date”), you will receive a cash bonus equal |
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| May 28, 2013 |
Exhibit 99.1 We recently filed and mailed a proxy statement for the 2013 Annual Meeting of Stockholders of NutriSystem, Inc. dated April 25, 2013 (the “Proxy Statement”). This document is a supplement to the Proxy Statement and is being filed to revise certain information contained in the Proxy Statement regarding equity awards granted to Dawn Zier, our new Chief Executive Officer, and to Joseph R |
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| May 28, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8–K CURRENT REPORT Pursuant to Section 13 OR 15 (d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2013 NutriSystem, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 Delaware 23-3012204 (State or other jurisdiction of inc |
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| May 23, 2013 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, |
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| May 8, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2013 OR ? 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 0- |
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| May 8, 2013 |
Exhibit 10.1 Execution Copy April 19, 2013 Mr. Michael T. Monahan [Address Redacted] Dear Mike: We are pleased to extend to you (?Executive?) an offer to join NutriSystem, Inc. (the ?the Company?) on the terms set forth in this letter agreement (this ?Agreement?). Commencement Date: On or before May 27, 2013 Title/Reporting: Executive Vice President-Administration and Chief Financial Officer (the |
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| May 1, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 05/01/2013 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| May 1, 2013 |
DC13154.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 Contact: Joe Crivelli Senior Vice President Gregory FCA Direct: 610-228-2100 NUTRISYSTEM REPORTS FIRST QUARTER RESULTS Board of Directors declares dividend of 17.5 cents per share Q1 earnings per share exceeds expectations Fort Washington, Pa.—May 1, 2013—Nutrisystem, Inc. (NASDAQ: NTRI), a |
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| April 25, 2013 |
Mike Monahan Joins Nutrisystem as Chief Financial Officer EX-99 2 rrd37759139510.htm PRESS RELEASE, DATED APRIL 25, 2013. Exhibit 99.1 Contact: Joe Crivelli Senior Vice President Gregory FCA Direct: 610-228-2100 Mike Monahan Joins Nutrisystem as Chief Financial Officer Proven CFO brings public company finance experience, track record of increasing shareholder value Fort Washington, Pa.-April 25, 2013-Today Nutrisystem (NASDAQ: NTRI), a leader in weight l |
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| April 25, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): 04/19/2013 NUTRI SYSTEM INC DE (Exact name of registrant as specified in its charter) Commission File Number: 0-28551 DE 23-3012204 (State or other jurisdiction of (IRS Employer incor |
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| April 25, 2013 |
Jay Herratti Joins Nutrisystem Board of Directors Exhibit 99 Exhibit 99.2 Contact: Joe Crivelli Senior Vice President Gregory FCA Direct: 610-228-2100 Jay Herratti Joins Nutrisystem Board of Directors E-business strategist with a successful track record of scaling online businesses brings important perspective to board FORT WASHINGTON, Pa., April 25, 2013 - Nutrisystem, Inc. (NASDAQ: NTRI), a leading provider of weight management products and ser |
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| April 25, 2013 |
DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 12, 2013 |
SEPARATION AGREEMENT AND RELEASE Exhibit 10.22 SEPARATION AGREEMENT AND RELEASE This SEPARATION AGREEMENT AND RELEASE (this ?Release?) is made and entered into by and between NUTRISYSTEM, INC., a Delaware corporation (together with its successors and assigns, ?NutriSystem?), and MICHAEL R. AMBURGEY (?Executive?), in connection with the cessation of Executive?s employment. NutriSystem and Executive may each be referred to herein i |
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| March 12, 2013 |
Exhibit 10.26 NUTRISYSTEM, INC. AMENDED AND RESTATED NUTRISYSTEM, INC. 2008 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT Keira Krausz This RESTRICTED STOCK AWARD AGREEMENT (this ?Agreement?), dated as of [ ] (the ?Date of Grant?), is delivered by NutriSystem, Inc. to Keira Krausz (the ?Grantee?). RECITALS A. The Amended and Restated NutriSystem, Inc. 2008 Long-Term Incentive Plan perm |
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| March 12, 2013 |
EX-10.27 Exhibit 10.27 NUTRISYSTEM, INC. AMENDED AND RESTATED NUTRISYSTEM, INC. 2008 LONG-TERM INCENTIVE PLAN NONQUALIFIED STOCK OPTION GRANT AGREEMENT Keira Krausz This NONQUALIFIED STOCK OPTION GRANT AGREEMENT (the “Agreement”), dated as of [ ] (the “Date of Grant”), is delivered by NutriSystem, Inc. (the “Company”) to Keira Krausz (the “Grantee”). RECITALS A. The Amended and Restated NutriSyste |
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| March 12, 2013 |
EX-10.25 Exhibit 10.25 Executive Copy February 5, 2013 Ms. Keira Krausz [Address Redacted] Dear Keira: We are pleased to extend to you (“Executive”) an offer to join NutriSystem, Inc. (the “the Company”) on the terms set forth in this letter agreement (this “Agreement”). Commencement Date: February 11, 2013. Title/Reporting: Executive Vice President and Chief Marketing Officer, reporting to the Co |
