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 18, 2006
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NATURAL HEALTH TRENDS CORP.
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(Exact name of Company as specified in its charter)
Delaware 0-26272 59-2705336
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(State or other jurisdiction (Commission IRS Employer
of incorporation) File Number) Identification No.)
2050 Diplomat Drive Dallas, TX 75234
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(Address of principal executive offices) (Zip Code)
Company's telephone number, including area code (972) 241-4080
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the Company under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On April 18, 2006, Natural Health Trends Corp. (the "Company") received
a letter from The Nasdaq Stock Market stating that the Company is not in
compliance with Marketplace Rule 4310(c)(14), which obligates Nasdaq listed
issuers to timely file those reports and other documents required to be filed
with the Securities and Exchange Commission. As previously disclosed, the
Company will be filing its Annual Report on Form 10-K late.
Since the Company anticipates requesting a hearing with the Nasdaq
Hearings Panel, or filing its Annual Report on Form 10-K, by April 25, 2006, it
is not anticipated that the Company's shares of common stock will be delisted on
April 27, 2006. However, if the Company fails to file its Annual Report on Form
10-K, or to persuade the Hearings Panel to provide the Company with an exception
to Marketplace Rule 4310(c) (14), the Company's shares of Common Stock may be
subject to delisting by The Nasdaq Stock Market.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99. Press Release of the Company dated April 21, 2006.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NATURAL HEALTH TRENDS CORP.
Date: April 21, 2006
By: /s/ CHRIS SHARNG
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Name: Chris Sharng
Title: Executive Vice President and
Chief Financial Officer
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