0000849146-23-000102 | 10-K | XBRL Viewer

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Share-Based Compensation - Equity-Settled Plans, Narrative (Details) - $ / shares		12 Months Ended
	Feb. 16, 2017	Jun. 30, 2023	Jun. 30, 2017	Jun. 30, 2022	Jun. 30, 2021	Feb. 02, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Company's common stock purchased in aggregate (in shares)		72,000		92,000	178,000
2010 Long-Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum common stock issued under Long-Term Incentive Plan (in shares)						475,000
2017 Long-Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of additional shares authorized		1,052,000	650,000
Maximum common stock issued under Long-Term Incentive Plan (in shares)		4,000,000
Exercise price of outstanding stock options (dollars per share)		$ 4.44
Vesting period		3 years
Company's common stock purchased in aggregate (in shares)		100,000
2017 Long Term Incentive Plan Excluding 2010 Long Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum common stock issued under Long-Term Incentive Plan (in shares)						3,492,000
Contractual term of stock options granted	10 years

Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Disaggregation of Revenue [Line Items]
Revenue, net	$ 213,398	$ 206,360
Americas
Disaggregation of Revenue [Line Items]
Revenue, net	155,361	138,323
Asia/Pacific & Europe
Disaggregation of Revenue [Line Items]
Revenue, net	58,037	68,037
United States
Disaggregation of Revenue [Line Items]
Revenue, net	148,522	130,932
Japan
Disaggregation of Revenue [Line Items]
Revenue, net	$ 32,082	$ 36,810

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
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-Name Accounting Standards Codification
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-Paragraph 1
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

The Company	12 Months Ended
The Company	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
The Company	The Company LifeVantage Corporation (the "Company" or "we" or "our" or "us") is a company focused on nutrigenomics, the study of how nutrition and naturally occurring compounds affect human genes to support good health. The Company is dedicated to helping people achieve their health, wellness and financial goals. The Company provides quality, scientifically-validated products to customers and independent consultants as well as a financially rewarding commission-based direct sales opportunity to its independent consultants. LifeVantage sells its products in the United States, Mexico, Japan, Australia, Hong Kong, Canada, Thailand, the United Kingdom, the Netherlands, Germany, Taiwan, Austria, Spain, Ireland, Belgium, New Zealand, Singapore, and the Philippines. The Company sold its products in China through a China approved cross-border e-commerce business model until March 15, 2023, at which time the Company closed its e-commerce business in China. The Company engages in the identification, research, development, formulation and sale of advanced nutrigenomic activators, dietary supplements, nootropics, pre- and pro-biotics, weight management, skin and hair care, bath & body, and targeted relief products. The Company’s line of scientifically validated dietary supplements includes its flagship Protandim® family of products, LifeVantage® Omega+, ProBio, IC Bright®, Daily Wellness, Rise AM, Reset PM and D3+ dietary supplements. TrueScience® is the Company's line of skin, hair, bath & body, and targeted relief products. The Company also markets and sells Petandim®, its companion pet supplement formulated to combat oxidative stress in dogs, AXIO® its nootropic energy drink mixes, and PhysIQ™, its smart weight management system. The Company was incorporated in Colorado in June 1988 under the name Andraplex Corporation. The Company changed its corporate name to Yaak River Resources, Inc. in January 1992, and subsequently changed it again in October 2004 to Lifeline Therapeutics, Inc. In October 2004 and March 2005, the Company acquired all of the outstanding common stock of Lifeline Nutraceuticals Corporation. In November 2006, the Company changed its name to LifeVantage Corporation. In March 2018, the Company reincorporated from the state of Colorado to the state of Delaware. All outstanding shares of common stock, options and share units of the Colorado corporation were converted into an equivalent share, option or share unit of the Delaware corporation and the par value of the Company's common stock was adjusted to $0.0001.

Other Accrued Expenses

12 Months Ended

Jun. 30, 2023

Payables and Accruals [Abstract]

Other Accrued Expenses

Other accrued expenses consist of (in thousands):


	June 30,
	2023		2022
Accrued incentive compensation	$	3,060	$	708
Accrued severance	42		263
Other taxes payable	1,730		1,753
Accrued payable to vendors	720		461
Deferred revenue	834		78

Accrued incentives and promotions to distributors	758		2,763
Accrued other expenses	788		1,901
Total other accrued expenses	$	7,932	$	7,927

Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Leases [Abstract]
Operating cash outflows from operating leases	$ 2,973	$ 2,709

Gig Economy Group Investment	12 Months Ended
Gig Economy Group Investment	Jun. 30, 2022
Investments, All Other Investments [Abstract]
Gig Economy Group Investment	Gig Economy Group Investment Convertible Note Receivable The Company entered into a convertible promissory note agreement with Gig Economy Group, Inc. ("GEG") pursuant to which the Company agreed to loan to GEG up to an aggregate of $2.0 million in a series of loan installments, evidenced by a convertible promissory note having a maturity date of May 31, 2019 ("Convertible Note"). The Convertible Note accrued interest at a rate of 8% per annum, compounded annually. On May 17, 2019, the Company and GEG entered into an amendment agreement to extend the maturity date of the Convertible Note to December 31, 2019. In all other aspects, the Convertible Note remained unchanged from the original agreement. Pursuant to a Common Stock Purchase Agreement between the Company and GEG dated December 16, 2019, GEG issued to the Company 1,000,000 shares of GEG’s common stock, par value $0.0001 per share, in consideration for conversion and cancellation of all principal, interest and other amounts due under the Convertible Note (representing $2.2 million in aggregate consideration). Equity Securities under ASC 321 At December 31, 2019, the Company held a minority interest (less than 20%) in GEG, accounted for under ASC 321, Investments - Equity Securities ("ASC 321"), which is included in equity securities in the condensed consolidated balance sheets. Dividends received are reported in earnings if and when received. The Company reviews securities individually for impairment by evaluating if events or circumstances have occurred that may indicate the fair value of the investment is less than its carrying value. If such events or circumstances have occurred, the Company estimates the fair value of the investment and recognizes an impairment loss in other expense, net on the condensed consolidated statements of operations and comprehensive income equal to the difference between the fair value of the investment and its carrying value. The estimated fair value of the investment is determined using unobservable inputs including assumptions by GEG's management and quantitative information such as lower valuations in recently completed or proposed financings. These inputs are classified as Level 3. Equity securities held by the Company lack readily determinable fair values and therefore the securities are measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar equity securities of the same issuer. During the fourth quarter of fiscal year ended June 30, 2022, the Company determined its investment in GEG had declined significantly as a result of the business failing to achieve profitability due to weak market conditions for its products. The Company recorded non-cash impairment charges of $2.2 million related to these equity securities the fiscal year ended June 30, 2022. The carrying amount of equity securities held by the Company without readily determinable fair values was zero at June 30, 2023 and 2022.

Cover Page - USD ($) $ in Millions	12 Months Ended
Cover Page - USD ($) $ in Millions	Jun. 30, 2023	Aug. 25, 2023	Dec. 31, 2022
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Jun. 30, 2023
Current Fiscal Year End Date	--06-30
Document Transition Report	false
Entity File Number	001-35647
Entity Registrant Name	LIFEVANTAGE CORP
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	90-0224471
Entity Address, Address Line One	3300 N. Triumph Blvd
Entity Address, Address Line Two	Suite 700
Entity Address, City or Town	Lehi
Entity Address, State or Province	UT
Entity Address, Postal Zip Code	84043
City Area Code	801
Local Phone Number	432-9000
Title of 12(b) Security	Common Stock, par value $0.0001
Trading Symbol	LFVN
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Public Float			$ 44.2
Entity Common Stock, Shares Outstanding		12,701,736
Documents Incorporated by Reference	Portions of the registrant’s definitive proxy statement to be filed subsequent to the date hereof with the Securities and Exchange Commission pursuant to Regulation 14A in connection with the registrant’s fiscal year 2023 annual meeting of stockholders are incorporated by reference into Part III of this report. Such definitive proxy statement will be filed with the Commission not later than 120 days after the end of the registrant’s fiscal year ended June 30, 2023.
Entity Central Index Key	0000849146
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Document Financial Statement Error Correction [Flag]	false

Summary of Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022
Components of Inventory
Finished goods	$ 12,153	$ 12,674
Raw materials	3,920	3,798
Total inventory	$ 16,073	$ 16,472
Finished goods	75.60%	76.90%
Raw materials	24.40%	23.10%
Total inventory	100.00%	100.00%

Commitments and Contingencies - Legal Accruals (Details)	Dec. 05, 2019 claim
Commitments and Contingencies Disclosure [Abstract]
Claims dismissed	3
Pending claims	4

Revenue - Narrative (Details) $ in Thousands	12 Months Ended
Revenue - Narrative (Details) $ in Thousands	Jun. 30, 2023 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2023 USD ($) segment	Jun. 30, 2023 USD ($) region	Jun. 30, 2023 USD ($) productLine	Jun. 30, 2022 USD ($) productLine
Revenue from External Customer [Line Items]
Money back guarantee period	30 days
Handling and restocking fee, percentage	10.00%	10.00%	10.00%	10.00%	10.00%	10.00%
Return liability reserve	$ 100	$ 100	$ 100	$ 100	$ 100	$ 100	$ 100
Number of geographic segments				2	2
Number of product lines \| productLine						2	2
Deferred revenue	$ 834	834	$ 834	$ 834	$ 834	$ 834	$ 78
Increase in revenue from recognition of deferred revenue		$ (700)					$ 200
Product concentration risk \| Revenue benchmark
Revenue from External Customer [Line Items]
Concentration risk			100.00%				100.00%
Product concentration risk \| Revenue benchmark \| Protandim and TrueScience Product Line
Revenue from External Customer [Line Items]
Concentration risk			79.30%				76.80%

Summary of Significant Accounting Policies - Narrative (Details) shares in Millions	12 Months Ended
	Jun. 30, 2023 USD ($)	Jun. 30, 2023 USD ($) shares	Jun. 30, 2023 USD ($) lease	Jun. 30, 2023 USD ($) segment	Jun. 30, 2023 USD ($) region	Jun. 30, 2022 USD ($) shares
Summary of Significant Accounting Policies Additional Information [Abstract]
Recorded bad debt expense	$ 100,000					$ 0
Reduction in inventory	1,300,000	$ 1,300,000	$ 1,300,000	$ 1,300,000	$ 1,300,000	1,300,000
Impairment of intangible assets	0					0
Research and development	600,000					$ 700,000
Number of finance leases \| lease			0
Number of antidilutive securities (in shares) \| shares		0.2				0.2
Number of geographic segments				2	2
Cash Accounts Held Primarily At Financial Institution
Summary of Significant Accounting Policies Additional Information [Abstract]
Concentration of credit risk	17,000,000
Cash Accounts Held at Other Financial Institutions
Summary of Significant Accounting Policies Additional Information [Abstract]
Concentration of credit risk	$ 4,600,000

Revenue - Major Products (Details) - USD ($) $ in Thousands	12 Months Ended
Revenue - Major Products (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022
Revenue from External Customer [Line Items]
Revenue, net	$ 213,398	$ 206,360
Product concentration risk \| Revenue benchmark
Revenue from External Customer [Line Items]
Concentration risk	100.00%	100.00%
Protandim® product line
Revenue from External Customer [Line Items]
Revenue, net	$ 119,720	$ 135,616
Protandim® product line \| Product concentration risk \| Revenue benchmark
Revenue from External Customer [Line Items]
Concentration risk	56.10%	65.70%
TrueScience® product line
Revenue from External Customer [Line Items]
Revenue, net	$ 49,494	$ 22,877
TrueScience® product line \| Product concentration risk \| Revenue benchmark
Revenue from External Customer [Line Items]
Concentration risk	23.20%	11.10%
Other
Revenue from External Customer [Line Items]
Revenue, net	$ 44,184	$ 47,867
Other \| Product concentration risk \| Revenue benchmark
Revenue from External Customer [Line Items]
Concentration risk	20.70%	23.20%

- Definition

+ References

+ Details

Summary of Significant Accounting Policies - Segment Information (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022
United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	$ 20,504	$ 19,790
Japan
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	$ 354	$ 1,869

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022
Current assets
Cash and cash equivalents	$ 21,605	$ 20,190
Accounts receivable	1,612	3,338
Income tax receivable	241	1,752
Inventory	16,073	16,472
Prepaid expenses and other	4,753	5,205
Total current assets	44,284	46,957
Non-current assets
Property and equipment, net	9,086	9,500
Right-of-use assets	8,738	11,040
Intangible assets, net	455	587
Deferred income tax asset	2,991	1,289
Other long-term assets	569	1,333
TOTAL ASSETS	66,123	70,706
Current liabilities
Accounts payable	3,505	7,462
Commissions payable	6,651	7,285
Income tax payable	0	453
Lease liabilities	1,521	2,601
Other accrued expenses	7,932	7,927
Total current liabilities	19,609	25,728
Long-term lease liabilities	11,566	13,154
Other long-term liabilities	299	308
Total liabilities	31,474	39,190
Commitments and contingencies — Note 14
Stockholders’ equity
Preferred stock — par value $0.0001 per share, 5,000 shares authorized, no shares issued or outstanding	0	0
Common stock — par value $0.0001 per share, 40,000 shares authorized and 12,622 and 12,493 issued and outstanding as of June 30, 2023 and 2022, respectively	1	1
Additional paid-in capital	134,314	131,075
Accumulated deficit	(98,305)	(98,437)
Accumulated other comprehensive loss	(1,361)	(1,123)
Total stockholders’ equity	34,649	31,516
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 66,123	$ 70,706

Other Accrued Expenses (Tables)

12 Months Ended

Jun. 30, 2023

Payables and Accruals [Abstract]

Schedule of Other Accrued Expenses

Other accrued expenses consist of (in thousands):


	June 30,
	2023		2022
Accrued incentive compensation	$	3,060	$	708
Accrued severance	42		263
Other taxes payable	1,730		1,753
Accrued payable to vendors	720		461
Deferred revenue	834		78

Accrued incentives and promotions to distributors	758		2,763
Accrued other expenses	788		1,901
Total other accrued expenses	$	7,932	$	7,927

Leases - Schedule of Lease Cost (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Leases [Abstract]
Operating lease cost	$ 2,537	$ 2,874
Variable lease cost	283	266
Short-term lease cost	76	108
Total lease expense	$ 2,896	$ 3,248

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)
Beginning balances (in shares) at Jun. 30, 2021		13,609,000
Beginning balances at Jun. 30, 2021	$ 36,807	$ 1	$ 129,048	$ (92,346)	$ 104
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	$ 1,768		1,768
Exercise of options (in shares)	30,000	30,000
Exercise of options	$ 133		133
Common stock issued under employee stock purchase plan (in shares)		68,000
Common stock issued under employee stock purchase plan	372		372
Common stock issued under equity award plans (in shares)		169,000
Common stock issued under equity award plans	$ 0
Shares canceled or surrendered as payment of tax withholding and other (in shares)	(39,000)	(39,000)
Shares canceled or surrendered as payment of tax withholding and other	$ (246)		(246)
Repurchase of company stock (in shares)	(1,300,000)	(1,344,000)
Repurchase of company stock	$ (8,833)			(8,833)
Cash dividends	(378)			(378)
Currency translation adjustment	(1,227)				(1,227)
Net income	$ 3,120			3,120
Ending balances (in shares) at Jun. 30, 2022	12,493,000	12,493,000
Ending balances at Jun. 30, 2022	$ 31,516	$ 1	131,075	(98,437)	(1,123)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	$ 3,188		3,188
Exercise of options (in shares)	0
Common stock issued under employee stock purchase plan (in shares)		76,000
Common stock issued under employee stock purchase plan	$ 252		252
Common stock issued under equity award plans (in shares)		273,000
Common stock issued under equity award plans	$ 0
Shares canceled or surrendered as payment of tax withholding and other (in shares)	(47,000)	(47,000)
Shares canceled or surrendered as payment of tax withholding and other	$ (201)		(201)
Repurchase of company stock (in shares)	(200,000)	(173,000)
Repurchase of company stock	$ (822)			(822)
Cash dividends	(1,586)			(1,586)
Currency translation adjustment	(238)				(238)
Net income	$ 2,540			2,540
Ending balances (in shares) at Jun. 30, 2023	12,622,000	12,622,000
Ending balances at Jun. 30, 2023	$ 34,649	$ 1	$ 134,314	$ (98,305)	$ (1,361)

Stockholders' Equity	12 Months Ended
Stockholders' Equity	Jun. 30, 2023
Equity [Abstract]
Stockholders' Equity	Stockholders’ Equity During the fiscal years ended June 30, 2023 and 2022, the Company issued zero and 30,000 shares, respectively, of common stock as a result of the exercise of options. During the fiscal years ended June 30, 2023 and 2022, the Company issued 0.3 million and 0.2 million shares, respectively, under the Company's equity incentive plans. During the fiscal years ended June 30, 2023 and 2022, 47,000 and 39,000 shares, respectively, of restricted stock were canceled or surrendered as payment of tax withholding upon vesting. During the fiscal years ended June 30, 2023 and 2022, the Company sold 0.1 million and 0.1 million shares under its 2019 Employee Stock Purchase Plan, respectively. On November 27, 2017, the Company's board of directors approved a stock repurchase program, which was subsequently amended on February 1, 2019. Under the currently approved repurchase program, the Company is authorized to purchase up to $60 million through December 31, 2026. The stock repurchase program permits the Company to purchase shares from time to time through a variety of methods, including in the open market, through privately negotiated transactions or other means as determined by the Company's management, in accordance with applicable securities laws. As part of the stock repurchase program, the Company may enter into a pre-arranged stock repurchase plan which operates in accordance with guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Accordingly, any transactions under such stock repurchase plan would be completed in accordance with the terms of the plan, including specified price, volume and timing conditions. The stock repurchase program may be suspended or discontinued at any time. During the year ended June 30, 2023, the Company purchased 0.2 million shares of its common stock at an aggregate purchase price of $0.8 million under this repurchase program. During the fiscal year ending June 30, 2022, the Company purchased 1.3 million shares of its common stock at an aggregate purchase price of $8.8 million under this repurchase program. At June 30, 2023, there is $26.9 million remaining under this stock repurchase program. The Company’s Certificate of Incorporation authorizes the designation and issuance of shares of preferred stock. However, as of June 30, 2023, none have been issued nor have any rights or preferences been assigned to the preferred stock by the Company’s board of directors. Dividends The Company paid quarterly cash dividends of $0.03 per share of common stock to stockholders of record in September 2022, December 2022 and March 2023, and $0.035 per share of common stock in June 2023 which were in the aggregate amount of $1.6 million for the fiscal year ended June 30, 2023. For the fiscal year ended June 30, 2022, the Company paid to stockholders a quarterly cash dividend of $0.4 million, or $0.03 per share of common stock, in June 2022. The 2016 Credit Facility, as amended, contains customary covenants that among other things, restrict the Company’s ability to pay dividends absent consent from its lender. The Company received consent from its lender to declare and pay dividends up to $500,000 per quarter, through September 30, 2023. The declaration of dividends is subject to the discretion of our board of directors and will depend upon various factors, including our earnings, financial condition, restrictions imposed by any indebtedness that may be outstanding, cash requirements, future prospects and other factors deemed relevant by our board of directors.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Share-Based Compensation - Restricted Stock, Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value of vested awards	$ 0.3	$ 0.3
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value of vested awards	$ 0.6	$ 0.6

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Property and Equipment, Net (Tables)

12 Months Ended

Jun. 30, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment are recorded at cost and depreciated using the straight-line method over the following useful lives:


			Years
Equipment (includes computer hardware and software)			3 - 5
Furniture and fixtures			5
Vehicles			5

Property and equipment, net consist of (in thousands):


	June 30,
	2023		2022
Equipment (includes computer hardware and software)	$	16,976	$	17,781
Furniture and fixtures	1,476		1,320
Leasehold improvements	4,734		6,034
Vehicles	51		51
Accumulated depreciation	(14,151)		(15,686)
Total property and equipment, net	$	9,086	$	9,500

Income Taxes (Tables)

12 Months Ended

Jun. 30, 2023

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense

The income tax expense for the fiscal years ended June 30, 2023 and 2022 consists of the following (in thousands):


	Year ended June 30,
	2023		2022
Income Before Income Taxes:
Domestic	$	2,464	$	1,613
International	1,535		3,078
	$	3,999	$	4,691
Current Taxes:
Federal	$	2,012	$	255
State	436		237
Foreign	686		1,195
Total Current Income Tax Provision	$	3,134	$	1,687
Deferred Taxes:
Federal	$	(1,400)	$	(391)
State	(303)		(43)
Foreign	28		318
Total Deferred Income Tax Provision	$	(1,675)	$	(116)
Net Income Tax Provision	$	1,459	$	1,571

Schedule of The Effective Income Tax Rate Differs from the U.S. Federal Statutory Income Tax Rate

The effective income tax rate for the fiscal years ended June 30, 2023 and 2022 differs from the U.S. Federal statutory income tax rate due to the following:


	Year ended June 30,
	2023		2022
Federal statutory income tax rate	21.0	%	21.0	%
State income taxes, net of federal benefit	0.8	%	0.1	%
Foreign tax rate difference	8.3	%	12.9	%
Tax return to provision true-up	3.2	%	(4.3)	%
Limit on future stock compensation due to 162(m)	4.3	%	0.1	%
Foreign withholding tax	0.4	%	1.3	%
Other differences	(0.3)	%	1.0	%
Revalue of deferred for change in federal tax rate	0.1	%	0.1	%
Permanent differences:
— stock-based compensation	5.8	%	3.9	%

— foreign derived intangible income deduction	(5.8)	%	(6.5)	%

— tax credits	(5.3)	%	(16.0)	%
— meals and entertainment	0.8	%	0.1	%
— removal of permanent reinvestment assertion in Japan	0.3	%	4.6	%
— other permanent differences	2.1	%	2.2	%
Change in valuation allowance	0.7	%	13.1	%
Net income tax provision	36.5	%	33.5	%

Schedule of The Components of the Deferred Tax Assets and Liabilities

The components of the deferred tax assets and liabilities as of June 30, 2023 and 2022 are as follows (in thousands):


	June 30,
	2023		2022
Deferred tax assets:
Federal, state, and foreign net operating loss carryovers	$	250	$	292
Stock option compensation	549		232
Section 174 costs	955		—
Lease liability	3,100		3,388
Accrued vacation, allowance for returns, bonuses & other	3,005		2,780
Gross deferred tax asset	$	7,859	$	6,692

Deferred tax liabilities:
Patents and trademarks	$	(66)	$	(78)

Property & equipment	(1,571)		(1,996)
Right of use asset	(2,057)		(2,245)
Other	(470)		(409)
Gross deferred tax liabilities	(4,164)		(4,728)
Less: valuation allowance	(704)		(675)
Deferred tax assets, net	$	2,991	$	1,289

Summary of Valuation Allowance

The change in the valuation allowance were as follows (in thousands):


	Years ended June 30,
	2023		2022
Beginning balance	$	675	$	73
Increases	29		602
Ending balance	$	704	$	675

Share-Based Compensation - Performance Restricted Stock Units, Narrative (Details) - Performance Restricted Stock Units - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Distribution percentage of target number of Performance Stock Units			133.13%
Fair value of vested awards	$ 4	$ 100
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Distribution percentage of target number of Performance Stock Units			0.00%
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Distribution percentage of target number of Performance Stock Units			200.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Stockholders' Equity (Details) - USD ($)	1 Months Ended					12 Months Ended
Stockholders' Equity (Details) - USD ($)	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Feb. 17, 2022
Class of Stock [Line Items]
Shares canceled or surrendered as payment of tax withholding and other (in shares)						47,000	39,000
Repurchase common stock amount authorized (up to)								$ 60,000,000
Stock repurchased during period (in shares)						200,000	1,300,000
Payments for repurchase of common stock						$ 822,000	$ 8,833,000
Remaining authorized amount of common stock repurchase program	$ 26,900,000					26,900,000
Cash dividend, common stock						$ 1,600,000	$ 400,000
Cash dividend, common stock (in dollars per share)	$ 0.035	$ 0.03	$ 0.03	$ 0.03	$ 0.03
Maximum dividend				$ 500,000
ESPP
Class of Stock [Line Items]
Common stock issued under employee stock purchase plan (in shares)						100,000	100,000
Restricted Stock
Class of Stock [Line Items]
Restricted common stock to employees (in shares)						300,000	200,000
Common Stock
Class of Stock [Line Items]
Common stock issued (in shares)						0	30,000
Restricted common stock to employees (in shares)						273,000	169,000
Shares canceled or surrendered as payment of tax withholding and other (in shares)						47,000	39,000
Common stock issued under employee stock purchase plan (in shares)						76,000	68,000
Stock repurchased during period (in shares)						173,000	1,344,000

Leases

12 Months Ended

Jun. 30, 2023

Leases [Abstract]

Leases

The Company has operating leases for current corporate offices and certain equipment. These leases have remaining terms of approximately one to nine years. As of June 30, 2023, the weighted average remaining lease term and weighted average discount rate for operating leases was 8.27 years and 3.25%, respectively. As of June 30, 2022, the weighted average remaining lease term and weighted average discount rate for operating leases was 8.51 years and 3.27%, respectively.

The components of lease expense for the fiscal years ended June 30, 2023 and 2022, were as follows:


	June 30,
	2023		2022
Operating lease expense
Operating lease cost	$	2,537	$	2,874
Variable lease cost	283		266
Short-term lease cost	76		108
Total lease expense	$	2,896	$	3,248

Supplemental cash flow information related to operating leases was as follows (in thousands):


	June 30, 2023		June 30, 2022
Operating cash outflows from operating leases	$	2,973	$	2,709

Maturity of lease liabilities at June 30, 2023 are as follows (in thousands):


Year ended June 30,	Amount
2024	$	1,917
2025	1,606
2026	1,646
2027	1,687
2028	1,729
Thereafter	6,394
Total	14,979
Less: imputed interest	(1,892)
Present value of lease liabilities	$	13,087

In July 2023, LifeVantage Japan entered into a lease agreement with Sumitomo Mitsui Trust Bank, Limited, for a new office located in the Shinagawa Grand Central Tower in Tokyo, Japan. The lease is for approximately 5,200 square feet and has a lease term from July 1, 2023 through June 30, 2026 with the option to renew for an additional two years. Lease payments begin in November 2023 totaling approximately 28,000 per month, or $0.3 million per year.

Income Taxes - Narrative (Details) - USD ($)	12 Months Ended
Income Taxes - Narrative (Details) - USD ($)	Jun. 30, 2023	Jun. 30, 2022
Operating Loss Carryforwards [Line Items]
Tax benefit from settlement of stock based awards	$ 200,000	$ 200,000
Unrecognized Tax Benefits	0	$ 0
State and Local Jurisdiction
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	6,100,000
Foreign Tax Authority
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	$ 300,000

Share-Based Compensation

12 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Share-Based Compensation

Long-Term Incentive Plans

Equity-Settled Plans

The Company adopted, and the stockholders approved, the 2017 Long-Term Incentive Plan (the “2017 Plan”), effective February 16, 2017, to provide incentives to eligible employees, directors and consultants. The initial share pool approved was 650,000 shares. On November 12, 2022, the stockholders approved amendments to the 2017 Plan to increase the number of shares of the Company's common stock that are available for issuance under the 2017 Plan by 1,052,000 shares. As of June 30, 2023, a maximum of 4.0 million shares of the Company's common stock can be issued under the 2017 Plan in connection with the grant of awards which is calculated as the sum of (i) 3,492,000 shares and (ii) up to 475,000 shares previously reserved for issuance under the Company's prior 2010 Long Term Incentive Plan, including shares returned upon cancellation, termination

or forfeiture of awards that were previously granted under that plan. Outstanding stock options awarded under the 2017 Plan have exercise prices of $4.44 per share, vest over a three year vesting period, and have a contractual term of ten years. Awards expire in accordance with the terms of each award and, upon expiration of the award, the shares subject to the award are added back to the 2017 Plan. As of June 30, 2023, under the 2017 Plan, there were stock option awards outstanding, net of awards expired, for an aggregate of 0.1 million shares of the Company’s common stock.

Employee Stock Purchase Plan

General. The Company’s 2019 Employee Stock Purchase Plan ("ESPP") was adopted by its board of directors in September 2018 and its stockholders approved it in November 2018. The ESPP is intended to qualify under Section 423 of the Internal Revenue Code.

Share Reserve. The Company has reserved 0.4 million shares of its common stock for issuance under the ESPP. As of June 30, 2023, 0.1 million shares were available for issuance. The number of shares reserved under the ESPP will automatically be adjusted in the event of a stock split, stock dividend or a reverse stock split (including an adjustment to the per-purchase period share limit).

Purchase Price. Employees may purchase each share of common stock under the ESPP at a price equal to 85% of the lower of the fair market values of the stock as of the beginning or the end of the six-month offering periods. An employee’s contributions to the ESPP are limited to 15% of the compensation, and up to a maximum of 3,000 shares may be purchased by an employee during any offering period. A participant shall not be granted an option under the ESPP if such option would permit the participant’s rights to purchase stock to accrue at a rate exceeding $25,000 fair market value of stock for each calendar year in which such option is outstanding at any time.

Offering Periods. Unless otherwise determined by the compensation committee, the ESPP will be operated through a series of successive six-month offering periods, which will begin each year on March 1 and September 1.

During the fiscal years ended June 30, 2023 and 2022, 0.1 million and 0.1 million shares of common stock were purchased under the ESPP, respectively.

Stock-Based Compensation

In accordance with accounting guidance for stock-based compensation, payments in equity instruments for goods or services are accounted for by the fair value method. For the fiscal year ended June 30, 2023 and 2022, stock-based compensation of $3.2 million and $1.8 million, respectively, was reflected as an increase to additional paid in capital.

At June 30, 2023, there was $2.7 million of unrecognized compensation cost related to non-vested stock-based compensation arrangements under the 2017 Plan, based on management's estimate of the shares that will ultimately vest. The Company expects to recognize such costs over a weighted-average period of 1.45 years.

Stock Options

During the fiscal year ended June 30, 2018, the Company awarded stock options ("FY 2018 Stock Options") to its executive officers and senior management. The vesting period for the FY 2018 Stock Options is three years and occurs as follows, subject to continued service through the applicable vesting dates: one-third of the total number of shares awarded vests on January 1, 2019; and one-twelfth of the total number of shares awarded vests on the last day of each fiscal quarter following January 1, 2019. The fair value of the stock options will be recognized on a straight-line basis over the requisite service period of the awards.

There were no stock option grants during the fiscal years ended June 30, 2023 and 2022.

The following is a summary of stock option activity for the fiscal years ended June 30, 2023 and 2022:


	Options (in thousands)	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (in thousands)






Outstanding at June 30, 2021	178	$	5.96

Granted	—	$	—
Exercised	(30)	4.44			$	108
Forfeited	(2)	16.12
Expired or Canceled	(54)	5.93
Outstanding at June 30, 2022	92	6.23

Granted	—	$	—
Exercised	—	—			$	—
Forfeited	—	—
Expired or Canceled	(20)	12.46
Outstanding at June 30, 2023	72	4.44		4.59	$	—
Exercisable at June 30, 2023	72	$	4.44	4.59	$	—

Restricted Stock Awards

The following is a summary of restricted stock award activity during the fiscal years ended June 30, 2023 and 2022:


	Shares (in thousands)	Weighted Average Grant Date Fair Value





Nonvested at June 30, 2021	41	$	11.14


Granted	66	$	6.85
Vested	(41)	11.14
Forfeited	—	—
Nonvested at June 30, 2022	66	6.85


Granted	117	$	3.85
Vested	(66)	6.85
Forfeited	—	—
Nonvested at June 30, 2023	117	3.85

The total vesting date fair value of restricted shares that vested during the fiscal years ended June 30, 2023 and 2022 was $0.3 million and $0.3 million, respectively.

Restricted Stock Units

The following is a summary of restricted stock units activity during the fiscal years ended June 30, 2023 and 2022:


	Number of Units (in thousands)	Weighted Average Grant Date Fair Value





Nonvested at June 30, 2021	185	$	12.54


Granted	321	$	6.60
Vested	(92)	13.17
Forfeited	(80)	9.18
Nonvested at June 30, 2022	334	7.36


Granted	417	$	4.19
Vested	(156)	8.04
Forfeited	(56)	6.20
Nonvested at June 30, 2023	539	4.90

The total vesting date fair value of restricted stock units that vested during the fiscal years ended June 30, 2023 and 2022 was $0.6 million and $0.6 million, respectively.

Performance Restricted Stock Units

The Company awards performance restricted stock units to certain employees (the "Recipients"). Each performance restricted stock unit represents a contingent right for the Recipients to receive a distribution of shares of common stock of the Company equal to 0% to 200% of the target number of performance restricted stock units subject to the award. The actual number of shares distributed will be based on the Company's achievement of specified financial performance metrics. The performance period for the performance restricted stock unit ends on the last day of the fiscal year the awards are issued. For the fiscal year ended June 30, 2023, the number of performance restricted stock units distributed were based on 133.13% achievement of specified financial performance metrics. The performance restricted stock units will vest only to the extent the specified financial performance criteria are achieved and subject to the Recipient’s continued service with the Company, as follows: (i) a portion of the earned award will vest on the first anniversary of the grant date and (ii) an additional portion of the earned award will vest thereafter in a series of quarterly installments. The fair values of the performance restricted stock units are based on the grant date fair value which is the closing price of the Company's common stock on the date of grant. During the fiscal years ended June 30, 2023 and 2022, the Company awarded performance restricted stock units ("FY 2023 Performance Restricted Stock Units" and "FY 2022 Performance Restricted Stock Units") to certain employees.

The following is a summary of performance restricted stock units activity during the fiscal years ended June 30, 2023 and 2022:


	Number of Units (in thousands)	Weighted Average Grant Date Fair Value





Nonvested at June 30, 2021	12	$	13.85

Granted	176	$	7.23
Vested	(10)	13.63
Forfeited	(177)	7.26
Nonvested at June 30, 2022	1	15.2

Granted(1)	518	$	4.24
Vested	(1)	15.2
Forfeited	(26)	4.27
Nonvested at June 30, 2023	492	4.24


(1)			Includes shares added based on achievement of performance goals in excess of target.

The total vesting date fair value of performance restricted stock units that vested during the fiscal years ended June 30, 2023 and 2022 was approximately $4,000 and $0.1 million, respectively.

Revenue - Sales Return (Details) - Sales Returns and Allowances - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Beginning balance	$ 131	$ 197
Additions	1,978	1,616
Returns	(1,980)	(1,682)
Ending balance	$ 129	$ 131

Summary of Significant Accounting Policies - Property and Equipment (Details)	Jun. 30, 2023
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Estimated service lives of property and equipment	5 years
Vehicles
Property, Plant and Equipment [Line Items]
Estimated service lives of property and equipment	5 years
Minimum \| Equipment (includes computer hardware and software)
Property, Plant and Equipment [Line Items]
Estimated service lives of property and equipment	3 years
Maximum \| Equipment (includes computer hardware and software)
Property, Plant and Equipment [Line Items]
Estimated service lives of property and equipment	5 years

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Consolidation

ConsolidationThe consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation.

Use of Estimates

The Company prepares the consolidated financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America (GAAP). In preparing these statements, the Company is required to use estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates and assumptions. On an ongoing basis, the Company reviews its estimates, including, but not limited to, those related to inventory valuation and obsolescence, sales returns, income taxes and tax valuation reserves, transfer pricing methodology and positions, impairment of assets, stock-based compensation, and loss contingencies.

Foreign Currency Translation

A portion of the Company’s business operations occurs outside the United States. The local currency of each of the Company’s subsidiaries generally is its functional currency. All assets and liabilities are translated into U.S. Dollars at exchange rates existing at the balance sheet dates, revenue and expenses are translated at weighted-average exchange rates and stockholders’ equity is recorded at historical exchange rates. The resulting foreign currency translation adjustments are recorded as a separate component of stockholders’ equity in the consolidated balance sheets and as a component of comprehensive income. Transaction gains and losses are included in other expense, net in the consolidated statements of operations and comprehensive income.

Fair Value of Financial Instruments

The Company accounts for assets and liabilities using a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions. These two types of inputs have created the fair-value hierarchy below. This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when determining fair value.

•Level 1—Quoted prices for identical instruments in active markets;

•Level 2—Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and

•Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Our financial instruments, consisting primarily of cash and cash equivalents, accounts receivable, and accounts payable, approximate fair value due to their short-term nature. Equity securities held by the Company are measured at fair value on a nonrecurring basis; that is, the assets are not measured at fair value on an ongoing basis but are instead subject to fair value adjustments using fair value measurements with unobservable inputs (level 3), in certain circumstances (e.g., when there is evidence of impairment).

Cash and Cash Equivalents

The Company considers only its monetary liquid assets with original maturities of three months or less to be cash and cash equivalents.

Accounts Receivable

Accounts ReceivableThe Company’s accounts receivable for the fiscal years ended June 30, 2023 and 2022 consist primarily of credit card receivables. Based on the Company’s verification process for customer credit cards and historical information available, management has determined that an allowance for doubtful accounts on credit card sales related to its customer sales as of June 30, 2023 or 2022 is not necessary.

Inventories

Inventories are carried at the lower of cost or net realizable value, using the first-in, first-out method

Property and Equipment

Property and equipment are recorded at cost and depreciated using the straight-line method over the following useful lives:


			Years
Equipment (includes computer hardware and software)			3 - 5
Furniture and fixtures			5
Vehicles			5

Leasehold improvements are depreciated over the shorter of estimated useful life of the related asset or the lease term.

The cost of normal maintenance and repairs is charged to expense as incurred. When an asset is sold or otherwise disposed of, the cost and associated accumulated depreciation are removed from the accounts and the resulting gain or loss is recognized in the consolidated statements of operations and comprehensive income in other expense, net. Significant expenditures that increase the useful life of an asset are capitalized and depreciated over the estimated useful life of the asset. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable.

Intangible Assets

Intangible assets are stated at cost less accumulated amortization. Finite-lived intangible assets are amortized over their related useful lives, using a straight-line method, consistent with the underlying expected future cash flows related to the specific intangible asset. Finite-lived intangible assets are reviewed for impairment whenever events or changes in circumstances exist that indicate the carrying amount of an asset may not be recoverable. When indicators of impairment exist, an estimate of undiscounted net cash flows is used in measuring whether the carrying amount of the asset or related asset group is recoverable. Measurement of the amount of impairment, if any, is based upon the difference between the asset’s carrying value and estimated fair value.

Impairment of Long-Lived Assets

Impairment of Long-Lived AssetsPursuant to guidance established for impairment or disposal of assets, the Company assesses impairment whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. When an assessment for impairment of long-lived assets, long-lived assets to be disposed of, and certain identifiable intangibles related to those assets is performed, the Company is required to compare the net carrying value of long-lived assets on the lowest level at which cash flows can be determined on a consistent basis to the related estimates of future undiscounted net cash flows for such assets. If the net carrying value exceeds the net cash flows, then an impairment is recognized to reduce the carrying value to the estimated fair value, generally equal to the future discounted net cash flow.

Concentration of Credit Risk

Concentration of Credit RiskAccounting guidance for financial instruments requires disclosure of significant concentrations of credit risk regardless of the degree of such risk. Financial instruments with significant credit risk include cash and cash equivalents.

Commissions and Incentives

Commissions and incentives expenses are the Company’s most significant expenses and are classified as operating expenses. Commissions and incentives expenses include sales commissions paid to the Company's independent consultants, special incentives, costs for incentive trips and other rewards. Commissions and incentives expenses do not include any amounts the Company pays to its independent consultants for personal purchases. Commissions paid to independent consultants on personal purchases are considered a sales discount and are reported as a reduction to net revenue.

Shipping and Handling, Revenue And Deferred Revenue

Shipping and Handling

Shipping and handling costs associated with inbound freight and freight out to customers, including independent consultants, are included in cost of sales. Shipping and handling fees charged to all customers are included in sales.

Revenue

Revenue is recognized when control of the promised goods or services are transferred to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Sales, value add, and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue.

The Company generates the majority of its revenue through product sales to customers. These products include the Protandim® line of dietary supplements, LifeVantage® Omega+, ProBio, Daily Wellness, Rise AM, Reset PM, and D3+ dietary supplements, TrueScience® skin, hair, bath & body and targeted relief, IC Bright®, Petandim®, Axio® nootropic energy drink mixes, and the PhysIQ smart weight management system. The Company ships most of its product directly to the consumer and receives substantially all payment for product sales in the form of credit card receipts. Revenue from direct product sales to customers is recognized upon shipment, which is when passage of title and risk of loss occurs. For items sold in packs and bundles, the Company determines the standalone selling price at contract inception for each distinct good, and then allocates the transaction price on a relative standalone selling price basis. Any discounts are accounted for as a direct reduction to the transaction price. Shipping and handling revenue is recognized upon shipment when the performance obligation is completed.

The Company also charges amounts to independent consultants to attend events that it holds. Tickets to events are sold as standalone items or included within packs. For event tickets sold in packs, the Company allocates a portion of the transaction price to the ticket on a relative standalone selling price basis, adjusted for the probability of the tickets being redeemed for attendance at a future event. Any discounts are accounted for as a direct reduction to the transaction price. Fee revenue associated with ticket sales is recorded in the month that the event is held, which is when the Company has performed its obligations under the contract.

Deferred Revenue

On March 1, 2023, the Company launched its Rewards Circle loyalty program. Contract liabilities, recorded as deferred revenue, include these loyalty program credit deferrals with certain customers which are accounted for as a reduction in the transaction price and are generally recognized as credits are redeemed for additional products at a later date.

The Company also records deferred revenue when cash payments are received or due in advance of performance, including amounts which are refundable. The Company pre-sells tickets to its events. When cash payments are received in advance of events, the cash received is recorded to deferred revenue until the event is held, at which time the Company has performed its obligations under the contract and the revenue is recognized.

Deferred revenue is included in accrued expenses in the consolidated balance sheets. The balance of deferred revenue related to contract liabilities was $0.8 million and $0.1 million as of June 30, 2023 and 2022, respectively. The contract liabilities impact to revenue for the years ended June 30, 2023 and 2022 was a decrease of $0.7 million and an increase of $0.2 million, respectively.

Research and Development Costs

Research and Development CostsThe Company expenses all costs related to research and development activities as incurred.

Leases

The Company accounts for leases in accordance with Accounting Standards Codification ("ASC") 842. The Company reviews all contracts and determines if the arrangement is or contains a lease, at inception. Operating leases are included in right-of-use (“ROU”) assets, current lease liabilities and long-term lease liabilities on the condensed consolidated balance sheets. The Company does not have any finance leases.

Operating lease ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. The Company uses its estimated incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. The operating lease ROU asset also includes any upfront lease payments made and excludes lease incentives and initial direct costs incurred. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. Leases with a term of 12 months or less are not recorded on the balance sheet. The Company’s lease agreements do not contain any residual value guarantees.

Stock-Based Compensation

The Company recognizes stock-based compensation by measuring the cost of services to be rendered based on the grant date fair value of the equity award. The Company recognizes stock-based compensation, net of any estimated forfeitures, over the period an employee is required to provide service in exchange for the award, generally referred to as the requisite service period. The Company estimates forfeitures based on historical information and other management assumptions. For awards with market-based performance conditions, the cost of the awards is recognized as the requisite service is rendered by employees, regardless of when, if ever, the market-based performance conditions are satisfied.

The Black-Scholes option pricing model is used to estimate the fair value of stock options and options under the Company's 2019 Employee Stock Purchase Plan. The determination of the fair value of options is affected by the Company's stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate and expected dividends. The Company uses historical data for estimating the expected volatility and expected life of stock options required in the Black-Scholes model. The risk-free interest rate assumption is based on observed interest rates appropriate for the expected terms of the stock options.

The fair value of restricted stock grants, including performance restricted stock units that include non-market based performance conditions, is based on the closing market price of the Company's stock on the date of grant less the Company's expected dividend yield. The fair value of cash-settled performance-based awards, accounted for as liabilities, is remeasured at the end of each reporting period and is based on the closing market price of the Company’s stock on the last day of the reporting period. The Company recognizes compensation costs for awards with performance conditions when it concludes it is probable that the performance conditions will be achieved. The Company reassesses the probability of vesting at each balance sheet date and adjusts compensation costs accordingly.

Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using statutory tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled, updated as needed for changes in corporate tax rates. The effect on deferred tax assets and liabilities from a change in tax rates is recognized in income in the period that includes the effective date of the change. The Company recognizes tax liabilities or benefits from an uncertain position only if it is more likely than not that the position will be sustained upon examination by taxing authorities based on the technical merits of the issue. The amount recognized would be the largest liability or benefit that the Company believes has greater than a 50% likelihood of being realized upon settlement.

Income Per Share

Basic income per common share is computed by dividing net income by the weighted-average number of common shares outstanding during the period, less unvested restricted stock awards. Diluted income per common share is computed by dividing net income by the weighted-average common shares and potentially dilutive common share equivalents using the treasury stock method.

Segment Information

Segment InformationThe Company operates in a single operating segment by selling products directly to customers through an international network of independent consultants that operates in an integrated manner from market to market. Commissions and incentives expenses are the Company’s largest expense comprised of the commissions paid to its independent consultants. The Company manages its business primarily by managing its international network of independent consultants. The Company disaggregates revenue in two geographic regions: the Americas region and the Asia/Pacific & Europe region.

New Accounting Pronouncements

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). This standard adds to U.S. GAAP an impairment model known as the current expected credit loss (“CECL model”) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses, which is intended to result in the more timely recognition of losses. Under the CECL model, entities will estimate credit losses over the entire contractual term of the instrument (considering estimated prepayments, but not expected extensions or modifications) from the date of initial recognition of the financial instrument. Measurement of expected credit losses are to be based on relevant forecasts that affect collectability. The scope of financial assets within the CECL methodology is broad and includes trade receivables from certain revenue transactions and certain off-balance sheet credit exposures. Different components of the guidance require modified retrospective or prospective adoption. ASU 2019-10 deferred the effective date of ASU 2016-13 for smaller reporting companies. This standard became effective for us on July 1, 2023. ASU 2016-13 will only have applicability to our receivables from revenue transactions. Under ASC Topic 606, revenue is recognized when, among other criteria, it is probable that the entity will collect the consideration to which it is entitled for goods or services transferred to a customer. At the point that trade

receivables are recorded, they become subject to the CECL model and estimates of expected credit losses on trade receivables over their contractual life will be required to be recorded at inception based on historical information, current conditions, and reasonable and supportable forecasts. The Company has reviewed the pronouncement and not found any indication, nor do we expect to find that the new guidance will have an impact on our consolidated financial statements or existing internal controls.

Other recently issued accounting pronouncements did not or are not believed by management to have a material impact on the Company's present or future financial statements.

Share-Based Compensation - Stock Options, Narrative (Details) - shares	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted (in shares)	0	0	0
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period					3 years
Vesting on January 1, 2019 \| Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting right percentage				33.33%
Vesting on the last day of each fiscal quarter following January 1, 2019 \| Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting right percentage				8.33%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Schedule of Components of Inventory

As of June 30, 2023 and 2022, inventory consisted of (in thousands):


	As of June 30,
	2023				2022
Finished goods	$	12,153	75.6	%	$	12,674	76.9	%
Raw materials	3,920		24.4	%	3,798		23.1	%
Total inventory	$	16,073	100.0	%	$	16,472	100.0	%

Reserves of inventories consist of the following (in thousands):


	Years ended June 30,
	2023		2022
Beginning balance	$	1,253	$	460
Additions	1,199		1,494
Write-offs	(1,160)		(701)
Ending balance	$	1,292	$	1,253

Schedule of Property and Equipment

Property and equipment are recorded at cost and depreciated using the straight-line method over the following useful lives:


			Years
Equipment (includes computer hardware and software)			3 - 5
Furniture and fixtures			5
Vehicles			5

Property and equipment, net consist of (in thousands):


	June 30,
	2023		2022
Equipment (includes computer hardware and software)	$	16,976	$	17,781
Furniture and fixtures	1,476		1,320
Leasehold improvements	4,734		6,034
Vehicles	51		51
Accumulated depreciation	(14,151)		(15,686)
Total property and equipment, net	$	9,086	$	9,500

Summary of Computation of Net Income Per Share

The following is a reconciliation of net income per share and the weighted-average common shares outstanding for purposes of computing basic and diluted net income per share (in thousands, except per share amounts):


	Years ended June 30,
	2023		2022
Numerator:
Net income	$	2,540	$	3,120
Denominator:
Basic weighted-average common shares outstanding	12,557		12,886
Effect of dilutive securities:
Stock awards and options	10		183

Diluted weighted-average common shares outstanding	12,567		13,069
Net income per share, basic	$	0.20	$	0.24
Net income per share, diluted	$	0.20	$	0.24

Schedule of Long-lived Assets by Geographic Areas

The following table presents the Company's long-lived assets for its most significant geographic markets (in thousands):


	June 30,
	2023		2022
United States	$	20,504	$	19,790
Japan	$	354	$	1,869

Income Taxes - Deferred Tax Assets, Valuation Allowance Schedule (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Beginning balance	$ 675	$ 73
Increases	29	602
Ending balance	$ 704	$ 675

Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2021
Deferred tax assets:
Federal, state, and foreign net operating loss carryovers	$ 250	$ 292
Stock option compensation	549	232
Section 174 costs	955	0
Lease liability	3,100	3,388
Accrued vacation, allowance for returns, bonuses & other	3,005	2,780
Gross deferred tax asset	7,859	6,692
Deferred tax liabilities:
Patents and trademarks	(66)	(78)
Property & equipment	(1,571)	(1,996)
Right of use asset	(2,057)	(2,245)
Other	(470)	(409)
Gross deferred tax liabilities	(4,164)	(4,728)
Less: valuation allowance	(704)	(675)	$ (73)
Deferred tax assets, net	$ 2,991	$ 1,289

Share-Based Compensation - Restricted Shares (Details) - $ / shares shares in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Restricted Shares
Shares
Nonvested beginning period (in shares)	66	41
Granted (in shares)	117	66
Vested (in shares)	(66)	(41)
Forfeited (in shares)	0	0
Nonvested ending period (in shares)	117	66
Weighted Average Grant Date Fair Value
Nonvested beginning period (dollars per share)	$ 6.85	$ 11.14
Granted (dollars per share)	3.85	6.85
Vested (dollars per share)	6.85	11.14
Forfeited (dollars per share)	0	0
Nonvested ending period (dollars per share)	$ 3.85	$ 6.85
Restricted Stock Units (RSUs)
Shares
Nonvested beginning period (in shares)	334	185
Granted (in shares)	417	321
Vested (in shares)	(156)	(92)
Forfeited (in shares)	(56)	(80)
Nonvested ending period (in shares)	539	334
Weighted Average Grant Date Fair Value
Nonvested beginning period (dollars per share)	$ 7.36	$ 12.54
Granted (dollars per share)	4.19	6.60
Vested (dollars per share)	8.04	13.17
Forfeited (dollars per share)	6.20	9.18
Nonvested ending period (dollars per share)	$ 4.90	$ 7.36

Revenue

12 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

Revenue

Deferred Revenue

Sales Returns and Allowances

Estimated returns are recorded when product is shipped. Subject to some exceptions based on local regulations, the Company’s return policy is to provide a full refund for product returned within 30 days. After 30 days of purchase, only unopened product that is in a resalable and restockable condition may be returned within twelve months of purchase and shall receive a 100% refund, less a 10% handling and restocking fee and any shipping and handling costs. The Company establishes a refund liability reserve, and an asset reserve for its right to recover products, based on historical experience. The returns asset reserve and returns liability reserve are evaluated on a quarterly basis. As of June 30, 2023 and 2022, the Company’s return liability reserve, net was $0.1 million and $0.1 million, respectively.

Reserves for sales returns consist of the following (in thousands):


	Years ended June 30,
	2023		2022
Beginning balance	$	131	$	197
Additions	1,978		1,616
Returns	(1,980)		(1,682)
Ending balance	$	129	$	131

Geographic Information

The Company reports revenue in two geographic regions: the Americas region and the Asia/Pacific & Europe region. The following table presents the Company's revenue disaggregated by these two geographic regions (in thousands):


	Years ended June 30,
	2023		2022
Americas	$	155,361	$	138,323
Asia/Pacific & Europe	58,037		68,037
Total revenue	$	213,398	$	206,360

Additional information as to the Company’s revenue from operations in the most significant geographical areas is set forth below (in thousands):


	Years ended June 30,
	2023		2022
United States	$	148,522	$	130,932
Japan	$	32,082	$	36,810

Major Products

The Company's revenue is largely attributed to two product lines, Protandim® and TrueScience® each of which accounted for more than 10% of total revenue for each of the fiscal years ended June 30, 2023 and 2022. On a combined basis, the Protandim® and TrueScience® product lines represent approximately 79.3% and 76.8% of the Company's total revenue for the fiscal years ended June 30, 2023 and 2022, respectively. The following table shows revenue by major product line for the fiscal years ended June 30, 2023 and 2022:


	Years ended June 30,
	2023				2022
Protandim® product line	$	119,720	56.1	%	$	135,616	65.7	%
TrueScience® product line	49,494		23.2	%	22,877		11.1	%
Other	44,184		20.7	%	47,867		23.2	%
Total	$	213,398	100.0	%	$	206,360	100.0	%

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
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+ Details

The Company (Details) - $ / shares	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Common stock, par value (dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001

Revenue (Tables)

12 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

Reserves for sales returns consist of the following (in thousands):


	Years ended June 30,
	2023		2022
Beginning balance	$	131	$	197
Additions	1,978		1,616
Returns	(1,980)		(1,682)
Ending balance	$	129	$	131

The following table presents the Company's revenue disaggregated by these two geographic regions (in thousands):


	Years ended June 30,
	2023		2022
Americas	$	155,361	$	138,323
Asia/Pacific & Europe	58,037		68,037
Total revenue	$	213,398	$	206,360

Additional information as to the Company’s revenue from operations in the most significant geographical areas is set forth below (in thousands):


	Years ended June 30,
	2023		2022
United States	$	148,522	$	130,932
Japan	$	32,082	$	36,810

Schedule of Revenues by Major Product Line

The following table shows revenue by major product line for the fiscal years ended June 30, 2023 and 2022:


	Years ended June 30,
	2023				2022
Protandim® product line	$	119,720	56.1	%	$	135,616	65.7	%
TrueScience® product line	49,494		23.2	%	22,877		11.1	%
Other	44,184		20.7	%	47,867		23.2	%
Total	$	213,398	100.0	%	$	206,360	100.0	%

Audit Information	12 Months Ended
Audit Information	Jun. 30, 2023
Auditor Information [Abstract]
Auditor Name	Deloitte & Touche LLP
Auditor Location	Salt Lake City, Utah
Auditor Firm ID	34

Intangible Assets, Net

12 Months Ended

Jun. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets, Net

Intangible assets, net consist of (in thousands):


	June 30,
	2023		2022
Patent costs	$	2,330	$	2,330
Accumulated amortization	(2,120)		(1,988)
Total finite-lived intangible assets, net	210		342

Trademarks and other indefinite-lived intangible assets	245		245
Total intangible assets, net	$	455	$	587

Amortization expense totaled $0.1 million and $0.1 million for the fiscal years ended June 30, 2023 and 2022, respectively. As of June 30, 2023, the remaining weighted-average amortization period for finite-lived intangible assets was 1.75 years. Annual estimated amortization expense is expected to approximate $0.1 million for each of the two succeeding fiscal years.

Share-Based Compensation - Performance Restricted Stock Units (Details) - Performance Restricted Stock Units - $ / shares shares in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Shares
Nonvested beginning period (in shares)	1	12
Granted (in shares)	518	176
Vested (in shares)	(1)	(10)
Forfeited (in shares)	(26)	(177)
Nonvested ending period (in shares)	492	1
Weighted Average Grant Date Fair Value
Nonvested beginning period (dollars per share)	$ 15.2	$ 13.85
Granted (dollars per share)	4.24	7.23
Vested (dollars per share)	15.2	13.63
Forfeited (dollars per share)	4.27	7.26
Nonvested ending period (dollars per share)	$ 4.24	$ 15.2

Other Expense, Net

12 Months Ended

Jun. 30, 2023

Other Income and Expenses [Abstract]

Other Expense, Net

Other expense, net consists of the following (in thousands):


	Year ended June 30,
	2023		2022

Foreign currency transaction loss, net	$	(373)	$	(646)
Loss on settlement of forward contract	—		(64)

Other (expense) income, net	(85)		41
Total other expense, net	$	(458)	$	(669)

Leases - Narrative (Details) $ in Thousands	12 Months Ended
Leases - Narrative (Details) $ in Thousands	Jun. 30, 2023 USD ($) ft²	Jun. 30, 2022
Lessee, Lease, Description [Line Items]
Weighted average remaining lease term	8 years 3 months 7 days	8 years 6 months 3 days
Weighted average discount rate	3.25%	3.27%
Lease area \| ft²	5,200
Renewal term	2 years
Monthly payments	$ 28
Annual amount	$ 300
Minimum
Lessee, Lease, Description [Line Items]
Lease term	1 year
Maximum
Lessee, Lease, Description [Line Items]
Lease term	9 years

Summary of Significant Accounting Policies - Computation of Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Numerator:
Net income	$ 2,540	$ 3,120
Denominator:
Basic weighted-average common shares outstanding (in shares)	12,557	12,886
Effect of dilutive securities:
Stock awards and options (in shares)	10	183
Diluted weighted-average common shares outstanding (in shares)	12,567	13,069
Income per share, basic (dollars per share)	$ 0.20	$ 0.24
Income per share, diluted (dollars per share)	$ 0.20	$ 0.24

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
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-Section S99
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Reference 28: http://www.xbrl.org/2003/role/disclosureRef
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Reference 29: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
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Reference 30: http://www.xbrl.org/2003/role/disclosureRef
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Reference 31: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 60B
-Subparagraph (a)
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Reference 32: http://www.xbrl.org/2003/role/exampleRef
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Reference 33: http://www.xbrl.org/2003/role/disclosureRef
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Reference 34: http://www.xbrl.org/2003/role/disclosureRef
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Reference 35: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 36: http://www.xbrl.org/2003/role/disclosureRef
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-Section 45
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-Subparagraph (a)
-Publisher FASB
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Reference 37: http://www.xbrl.org/2003/role/disclosureRef
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Reference 38: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
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Reference 39: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

+ Details

Long-Term Debt	12 Months Ended
Long-Term Debt	Jun. 30, 2023
Debt Disclosure [Abstract]
Long-Term Debt	Long-Term Debt On March 30, 2016, the Company entered into a loan agreement (the "2016 Loan Agreement") to refinance its outstanding debt. In connection with the 2016 Loan Agreement and on the same date, the Company entered into a security agreement (the "Security Agreement"). The 2016 Loan Agreement provides for a term loan in an aggregate principal amount of $10.0 million (the "2016 Term Loan") and a revolving loan facility in an aggregate principal amount not to exceed $2.0 million (the "2016 Revolving Loan," and collectively with the 2016 Term Loan, the 2016 Loan Agreement and the Security Agreement, the "2016 Credit Facility"). During the fiscal year ended June 30, 2020, the Company repaid, in full, the balance of the 2016 Term Loan. On May 4, 2018 and February 1, 2019, the Company entered into loan modification agreements (“Amendment No. 1” and “Amendment No. 2”, respectively). These loan modification agreements amended certain financial covenants and the available borrowing amount under the 2016 Revolving Loan. On April 1, 2021, the Company entered into a loan modification agreement ("Amendment No. 3"), which amended the 2016 Credit Facility, as previously amended. Amendment No. 3, with an available borrowing amount of $5.0 million, revised the maturity date from March 31, 2021 to March 31, 2024 and modified the variable interest rate based on the one-month United States Treasury Rate, plus a margin of 3.00%, with an interest rate floor of 4.00%. Amendment No. 3 also revised the debt (total liabilities) to tangible net worth ratio (as defined in Amendment No. 3) covenant to require that the Company maintain this ratio not in excess of 2.00 to 1.00, measured as of the end of each fiscal quarter, and revised the definition and calculation of the minimum fixed charge coverage ratio (as defined in Amendment No. 3). There were no other changes to the minimum fixed charge coverage ratio of 1.10 to 1.00 or the minimum working capital of $6.0 million as set forth in previous amendments. The Company entered into a loan modification agreement ("Amendment No. 4"), effective September 30, 2022, which amended the 2016 Credit Facility, as previously amended. Amendment No. 4 revised the calculation of the minimum fixed charge coverage ratio (as defined in Amendment No. 4) and allows the Company to declare and pay dividends, up to $500,000 per quarter, through September 30, 2023. There were no other changes to the covenants or revolving loan facility as set forth in Amendment No. 3. The 2016 Credit Facility, as amended, contains customary covenants, including affirmative and negative covenants that, among other things, restrict the Company's ability to create certain types of liens, incur additional indebtedness, declare or pay dividends on or redeem capital stock without prior approval, make other payments to holders of equity interests in the Company, make certain investments, purchase or otherwise acquire all or substantially all the assets or equity interests of other companies, sell assets or enter into consolidations, mergers or transfers of all or any substantial part of the Company's assets. The 2016 Credit Facility, as amended, contains cross-default provisions, whereby a default under the terms of certain indebtedness or an uncured default of a payment or other material obligation of the Company under a material contract of the Company will cause a default on the remaining indebtedness under the 2016 Credit Facility, as amended. The Company’s obligations under the 2016 Credit Facility, as amended, are secured by a security interest in substantially all of the Company’s assetsAs of June 30, 2023, the Company was in compliance with its financial covenants under the 2016 Credit Facility, as amended. As of June 30, 2023, the effective interest rate is 8.20%. If the Company borrows under the 2016 Revolving Loan, interest will be payable quarterly in arrears on the last day of each fiscal quarter. As of June 30, 2023, there was no balance outstanding on the 2016 Credit Facility.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Income Taxes - Income Tax Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Income Before Income Taxes:
Domestic	$ 2,464	$ 1,613
International	1,535	3,078
Income before income taxes	3,999	4,691
Current Taxes:
Federal	2,012	255
State	436	237
Foreign	686	1,195
Total Current Income Tax Provision	3,134	1,687
Deferred Taxes:
Federal	(1,400)	(391)
State	(303)	(43)
Foreign	28	318
Total Deferred Income Tax Provision	(1,675)	(116)
Net Income Tax Provision	$ 1,459	$ 1,571

Subsequent Events (Details) - $ / shares			1 Months Ended
Subsequent Events (Details) - $ / shares	Sep. 22, 2023	Aug. 24, 2023	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022
Subsequent Events [Abstract]
Cash dividend, common stock (in dollars per share)			$ 0.035	$ 0.03	$ 0.03	$ 0.03	$ 0.03
Subsequent Event [Line Items]
Cash dividend, common stock (in dollars per share)			$ 0.035	$ 0.03	$ 0.03	$ 0.03	$ 0.03
Forecast
Subsequent Events [Abstract]
Cash dividend, common stock (in dollars per share)	$ 0.40
Subsequent Event [Line Items]
Cash dividend, common stock (in dollars per share)	$ 0.40
Subsequent Event
Subsequent Events [Abstract]
Cash dividend, common stock (in dollars per share)		$ 0.035
Subsequent Event [Line Items]
Cash dividend, common stock (in dollars per share)		$ 0.035

Income Taxes

12 Months Ended

Jun. 30, 2023

Income Tax Disclosure [Abstract]

Income Taxes

The income tax expense for the fiscal years ended June 30, 2023 and 2022 consists of the following (in thousands):


	Year ended June 30,
	2023		2022
Income Before Income Taxes:
Domestic	$	2,464	$	1,613
International	1,535		3,078
	$	3,999	$	4,691
Current Taxes:
Federal	$	2,012	$	255
State	436		237
Foreign	686		1,195
Total Current Income Tax Provision	$	3,134	$	1,687
Deferred Taxes:
Federal	$	(1,400)	$	(391)
State	(303)		(43)
Foreign	28		318
Total Deferred Income Tax Provision	$	(1,675)	$	(116)
Net Income Tax Provision	$	1,459	$	1,571

The effective income tax rate for the fiscal years ended June 30, 2023 and 2022 differs from the U.S. Federal statutory income tax rate due to the following:


	Year ended June 30,
	2023		2022
Federal statutory income tax rate	21.0	%	21.0	%
State income taxes, net of federal benefit	0.8	%	0.1	%
Foreign tax rate difference	8.3	%	12.9	%
Tax return to provision true-up	3.2	%	(4.3)	%
Limit on future stock compensation due to 162(m)	4.3	%	0.1	%
Foreign withholding tax	0.4	%	1.3	%
Other differences	(0.3)	%	1.0	%
Revalue of deferred for change in federal tax rate	0.1	%	0.1	%
Permanent differences:
— stock-based compensation	5.8	%	3.9	%

— foreign derived intangible income deduction	(5.8)	%	(6.5)	%

— tax credits	(5.3)	%	(16.0)	%
— meals and entertainment	0.8	%	0.1	%
— removal of permanent reinvestment assertion in Japan	0.3	%	4.6	%
— other permanent differences	2.1	%	2.2	%
Change in valuation allowance	0.7	%	13.1	%
Net income tax provision	36.5	%	33.5	%

The components of the deferred tax assets and liabilities as of June 30, 2023 and 2022 are as follows (in thousands):


	June 30,
	2023		2022
Deferred tax assets:
Federal, state, and foreign net operating loss carryovers	$	250	$	292
Stock option compensation	549		232
Section 174 costs	955		—
Lease liability	3,100		3,388
Accrued vacation, allowance for returns, bonuses & other	3,005		2,780
Gross deferred tax asset	$	7,859	$	6,692

Deferred tax liabilities:
Patents and trademarks	$	(66)	$	(78)

Property & equipment	(1,571)		(1,996)
Right of use asset	(2,057)		(2,245)
Other	(470)		(409)
Gross deferred tax liabilities	(4,164)		(4,728)
Less: valuation allowance	(704)		(675)
Deferred tax assets, net	$	2,991	$	1,289

The Company has adopted accounting guidance for uncertain tax positions which provides that in order to recognize an uncertain tax benefit, the taxpayer must be more likely than not of sustaining the position. The measurement of the benefit is calculated as the largest amount that is more than 50% likely to be realized upon recognition of the benefit. Currently, the Company has no material uncertain tax positions and does not expect significant changes within the next twelve months. Accordingly, the Company has not reserved for any corresponding interest or penalties.

In fiscal 2020, LifeVantage recorded an uncertain tax position related to withholding taxes in Taiwan. During fiscal 2021, the Company determined that this liability was owed, and moved it out of the UTP into taxes payable. The Company applied for a reduced withholding rate with the Taiwan government and was advised by its tax service providers who assisted with the application to hold payment until after a decision was made on the application. Near the end of fiscal 2021, the Taiwan government approved the application, and accordingly, LifeVantage made the required payments in the beginning of fiscal 2022.

During fiscal 2022, the Company impaired its investment in GEG Corporation for book purposes. The Company performed an analysis and determined that for tax purposes the loss would be capital in nature, but that the tax event had not yet occurred. The Company recorded a deferred tax asset for the loss in the current year, but recorded a full valuation allowance against the deferred tax asset because the Company believes that when the tax event does occur, it will not be able to utilize the capital loss within the carryback or carryforward period.

During fiscal 2022, the Company removed its permanent reinvestment assertion in Japan. As a result, the Company recorded provisions for withholding tax that it will pay to Japan and income taxes it will pay to various states when the cash is repatriated from Japan to Singapore. During fiscal 2022, the Company made a check the box election for LifeVantage Asia to be taxed as a disregarded entity ("DRE") of the parent company, so dividends from Japan to Singapore are treated as received by the United States for USA income tax purposes. The Company also recorded an unborn foreign tax credit related to the 965(a) PTEP in Japan that will be given a partial FTC when the cash is repatriated. The Company has historically had little or no excess FTC limitation in the 951A basket and has therefore chosen not to record the unborn foreign tax credit related to that basket.

There were no unrecognized tax benefits and no changes to the liability for uncertain tax positions for the fiscal years ending June 30, 2023 and 2022.

The tax years open for examination by the Internal Revenue Service (“IRS”) include returns for fiscal years June 30, 2020 through present and the open tax years by state tax authorities include returns for fiscal years June 30, 2019 through present. In addition, the IRS and state tax authorities may examine net operating losses ("NOLs") for any previous years if utilized by the Company.

The change in the valuation allowance were as follows (in thousands):


	Years ended June 30,
	2023		2022
Beginning balance	$	675	$	73
Increases	29		602
Ending balance	$	704	$	675

The change in valuation allowance during the fiscal year ended June 30, 2023 related to current year income in entities with a full valuation allowance along with a change to the United States valuation allowance based on updated projections and changes to the blended rate. During the fiscal year ended June 30, 2022, the Company placed a full valuation allowance on the deferred tax asset for the impairment on the GEG investment. The Company does not expect to recognize future capital gains to benefit the future tax capital loss.

As of June 30, 2023, the Company had utilized all of its Federal NOL carry-forwards. The net operating losses were to expire by June 30, 2024 and are subject to review by the Internal Revenue Service, and are subject to U.S. Internal Revenue Code Section 382 limitations. As of June 30, 2023, state NOLs were $6.1 million and foreign NOLs were $0.3 million.

The total recognized tax benefit from settlement of stock-based awards for the fiscal years ending June 30, 2023 and 2022, was $0.2 million and $0.2 million, respectively.

The Company conducts its business globally. As a result, the Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions, and are subject to examination for the open tax years of June 30, 2019 through June 30, 2023.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Property and Equipment, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Property, Plant and Equipment [Line Items]
Accumulated depreciation	$ (14,151)	$ (15,686)
Total property and equipment, net	9,086	9,500
Depreciation expense	3,400	3,100
Equipment (includes computer hardware and software)
Property, Plant and Equipment [Line Items]
Property and equipment, gross	16,976	17,781
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,476	1,320
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	4,734	6,034
Vehicles
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 51	$ 51

Leases - Maturity of Lease Liabilities (Details) $ in Thousands	Jun. 30, 2023 USD ($)
Leases [Abstract]
2024	$ 1,917
2025	1,606
2026	1,646
2027	1,687
2028	1,729
Thereafter	6,394
Total	14,979
Less: imputed interest	(1,892)
Present value of lease liabilities	$ 13,087

Gig Economy Group Investment (Details) - USD ($)		12 Months Ended
Gig Economy Group Investment (Details) - USD ($)	Dec. 16, 2019	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2018
Related Party Transaction [Line Items]
Common stock, par value (dollars per share)		$ 0.0001	$ 0.0001	$ 0.0001
Equity securities held without readily determinable value		$ 0	$ 0
Equity Method Investment, Other than Temporary Impairment			$ 2,200,000
GEG
Related Party Transaction [Line Items]
Notes receivable related party maximum commitment		$ 2,000,000
Debt conversion, interest rate of debt		8.00%
GEG \| Common Stock
Related Party Transaction [Line Items]
Debt conversion, converted instrument, shares issued (in shares)	1,000,000
Common stock, par value (dollars per share)	$ 0.0001
Debt conversion, converted instrument, amount	$ 2,200,000

Long-Term Debt (Details)	Apr. 01, 2021 USD ($)	Jun. 30, 2023	Sep. 30, 2022 USD ($)	Mar. 30, 2016 USD ($)
Line of Credit Facility [Line Items]
Maximum dividend			$ 500,000
Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Total liabilities to tangible net worth ratio (not greater than)	2.00
Debt instrument, effective interest rate		8.20%
March 2016 Revolving Loan \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 5,000,000			$ 2,000,000
Basis spread on variable rate	3.00%
Floor interest rate	4.00%
March 2016 Term Loan \| Secured Debt
Line of Credit Facility [Line Items]
Maximum borrowing capacity				$ 10,000,000
Fixed charge coverage ratio, minimum	1.10
Minimum working capital	$ 6,000,000

Intangible Assets, Net (Details) - USD ($) $ in Thousands	12 Months Ended
Intangible Assets, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022
Indefinite-lived Intangible Assets [Line Items]
Total intangible assets, net	$ 455	$ 587
Amortization of intangible assets	$ 100	100
Definite-lived intangible assets weighted-average amortization period	1 year 9 months
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
2024	$ 100
2025	100
Trademarks
Indefinite-lived Intangible Assets [Line Items]
Trademarks and other indefinite-lived intangible assets	245	245
Patents
Finite-Lived Intangible Assets [Line Items]
Patent costs	2,330	2,330
Accumulated amortization	(2,120)	(1,988)
Total finite-lived intangible assets, net	$ 210	$ 342

Share-Based Compensation - Stock-Based Compensation, Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation	$ 3,188	$ 1,768
Restricted Stock \| 2010 and 2017 Long Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	$ 2,700
Period for recognition of unrecognized compensation cost	1 year 5 months 12 days

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Income Statement [Abstract]
Revenue, net	$ 213,398	$ 206,360
Revenue from Contract with Customer, Product and Service [Extensible Enumeration]	Product [Member]	Product [Member]
Cost of sales	$ 43,387	$ 38,097
Gross profit	170,011	168,263
Operating expenses:
Commissions and incentives	94,687	97,263
Selling, general and administrative	71,065	63,425
Total operating expenses	165,752	160,688
Operating income	4,259	7,575
Other expense:
Interest income (expense)	198	(10)
Other expense, net	(458)	(669)
Impairment of investment	0	(2,205)
Total other expense, net	(260)	(2,884)
Income before income taxes	3,999	4,691
Income tax expense	(1,459)	(1,571)
Net income	$ 2,540	$ 3,120
Net income per share:
Basic (dollars per share)	$ 0.20	$ 0.24
Diluted (dollars per share)	$ 0.20	$ 0.24
Weighted-average shares outstanding:
Basic (in shares)	12,557	12,886
Diluted (in shares)	12,567	13,069
Other comprehensive loss, net of tax:
Foreign currency translation adjustment	$ (238)	$ (1,227)
Other comprehensive loss, net of tax:	(238)	(1,227)
Comprehensive income	$ 2,302	$ 1,893

Leases (Tables)

12 Months Ended

Jun. 30, 2023

Leases [Abstract]

Schedule of Lease, Cost

The components of lease expense for the fiscal years ended June 30, 2023 and 2022, were as follows:


	June 30,
	2023		2022
Operating lease expense
Operating lease cost	$	2,537	$	2,874
Variable lease cost	283		266
Short-term lease cost	76		108
Total lease expense	$	2,896	$	3,248

Supplemental cash flow information related to operating leases was as follows (in thousands):


	June 30, 2023		June 30, 2022
Operating cash outflows from operating leases	$	2,973	$	2,709

Schedule of Lessee, Operating Lease, Liability, Maturity

Maturity of lease liabilities at June 30, 2023 are as follows (in thousands):


Year ended June 30,	Amount
2024	$	1,917
2025	1,606
2026	1,646
2027	1,687
2028	1,729
Thereafter	6,394
Total	14,979
Less: imputed interest	(1,892)
Present value of lease liabilities	$	13,087

Share-Based Compensation (Tables)

12 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Summary of Stock Option Activity

The following is a summary of stock option activity for the fiscal years ended June 30, 2023 and 2022:


	Options (in thousands)	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (in thousands)






Outstanding at June 30, 2021	178	$	5.96

Granted	—	$	—
Exercised	(30)	4.44			$	108
Forfeited	(2)	16.12
Expired or Canceled	(54)	5.93
Outstanding at June 30, 2022	92	6.23

Granted	—	$	—
Exercised	—	—			$	—
Forfeited	—	—
Expired or Canceled	(20)	12.46
Outstanding at June 30, 2023	72	4.44		4.59	$	—
Exercisable at June 30, 2023	72	$	4.44	4.59	$	—

Schedule of Nonvested Restricted Shares

The following is a summary of restricted stock award activity during the fiscal years ended June 30, 2023 and 2022:


	Shares (in thousands)	Weighted Average Grant Date Fair Value





Nonvested at June 30, 2021	41	$	11.14


Granted	66	$	6.85
Vested	(41)	11.14
Forfeited	—	—
Nonvested at June 30, 2022	66	6.85


Granted	117	$	3.85
Vested	(66)	6.85
Forfeited	—	—
Nonvested at June 30, 2023	117	3.85

Schedule of Unvested Restricted Stock Units Roll Forward

The following is a summary of restricted stock units activity during the fiscal years ended June 30, 2023 and 2022:


	Number of Units (in thousands)	Weighted Average Grant Date Fair Value





Nonvested at June 30, 2021	185	$	12.54


Granted	321	$	6.60
Vested	(92)	13.17
Forfeited	(80)	9.18
Nonvested at June 30, 2022	334	7.36


Granted	417	$	4.19
Vested	(156)	8.04
Forfeited	(56)	6.20
Nonvested at June 30, 2023	539	4.90

Summary of Nonvested Restricted Stock Units

The following is a summary of performance restricted stock units activity during the fiscal years ended June 30, 2023 and 2022:


	Number of Units (in thousands)	Weighted Average Grant Date Fair Value





Nonvested at June 30, 2021	12	$	13.85

Granted	176	$	7.23
Vested	(10)	13.63
Forfeited	(177)	7.26
Nonvested at June 30, 2022	1	15.2

Granted(1)	518	$	4.24
Vested	(1)	15.2
Forfeited	(26)	4.27
Nonvested at June 30, 2023	492	4.24


(1)			Includes shares added based on achievement of performance goals in excess of target.

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Contingencies The Company accounts for contingent liabilities in accordance with ASC 450, Contingencies. This guidance requires management to assess potential contingent liabilities that may exist as of the date of the financial statements to determine the probability and amount of loss that may have occurred, which inherently involves an exercise of judgment. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. For loss contingencies considered remote, no accrual or disclosures are generally made. Management has assessed potential contingent liabilities as of June 30, 2023, and based on the assessment there are no probable loss contingencies requiring accrual or disclosures within its financial statements. Legal Accruals In addition to commitments and obligations in the ordinary course of business, from time to time, the Company is subject to various claims, pending and potential legal actions, investigations relating to governmental laws and regulations and other matters arising out of the normal conduct of its business. Management assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in the consolidated financial statements. An estimated loss contingency is accrued in the consolidated financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Because evaluating legal claims and litigation results are inherently unpredictable and unfavorable results could occur, assessing contingencies is highly subjective and requires judgments about future events. When evaluating contingencies, management may be unable to provide a meaningful estimate due to a number of factors, including the procedural status of the matter in question, the presence of complex or novel legal theories, and/or the ongoing discovery and development of information important to the matters. In addition, damage amounts claimed or asserted against the Company may be unsupported, exaggerated or unrelated to possible outcomes, and as such are not meaningful indicators of a potential liability. Management regularly reviews contingencies to determine the adequacy of financial statement accruals and related disclosures. The amount of ultimate loss may differ from these estimates. It is possible that cash flows or results of operations could be materially affected in any particular period by the unfavorable publicity or resolution of one or more of these contingencies. Whether any losses finally determined in any claim, action, investigation or proceeding or publicity related to such could reasonably have a material effect on the Company's business, financial condition, results of operations or cash flows will depend on a number of variables, including: the timing and amount of such losses; the structure and type of any remedies; the significance of the impact of any such losses, damages or remedies may have on the consolidated financial statements; and the unique facts and circumstances of the particular matter that may give rise to additional factors. Class Action Lawsuit (Smith v. LifeVantage Corp.): On January 24, 2018, a purported class action was filed in the United States District Court for the District of Connecticut, entitled Smith v. LifeVantage Corp., Case No. 3:18-cv-a35 (D. Connecticut filed Jan. 24, 2018). In this action, Plaintiffs alleged that the Company, its Chief Executive Officer, Chief Sales Officer and Chief Marketing Officer operated a pyramid scheme in violation of a variety of federal and state statutes, including RICO and the Connecticut Unfair Trade Practices Act. On April 16, 2018, the Company filed motions with the court to dismiss the complaint against LifeVantage, dismiss the complaint against the Company's executives, transfer the venue of the case from the State of Connecticut to the State of Utah, and contest class certification. On July 23, 2018, the parties filed a stipulation with the Court agreeing to transfer the case to the Federal District Court for Utah. On September 20, 2018, Plaintiffs filed an amended complaint in Utah. As per the parties stipulated agreement, Plaintiffs' amended complaint dropped the RICO and Connecticut state law claims and removed the Company's Chief Sales Officer and Chief Marketing Officer as individual defendants (the former Chief Executive Officer remained a defendant in the case at that time). The Plaintiffs' amended complaint added an antitrust claim, alleging that the Company fraudulently obtained patents for its products and was attempting to use those patents in an anti-competitive manner. The Company filed a Motion to Dismiss the amended complaint on November 5, 2018, Plaintiffs filed a response to the Company’s Motion to Dismiss on December 17, 2018, and the Company filed a reply brief on January 10, 2019. The Court ruled on the motion on December 5, 2019, dismissing three of the Plaintiff's four claims, including the antitrust claim, unjust enrichment claim, and the securities claim for the sale of unregistered securities. On December 19, 2019, Plaintiffs filed a second amended complaint which included three causes of action, including a 10(b)(5) securities fraud claim, and renewed claims relating to the sale of unregistered securities and unjust enrichment. LifeVantage filed a Motion to Dismiss the Second Amended Complaint on January 28, 2020, and with the Motion fully briefed by the parties as of March 17, 2020, the Court decided the matter on the parties’ briefs only on November 25, 2020. In its decision, the Court dismissed with prejudice the Plaintiffs’ Section 12(1) claim (sale of an unregistered security), because the Court concluded the claim was time barred. The Court also dismissed the Plaintiffs’ claim for unjust enrichment against LifeVantage without prejudice, and the Plaintiffs did not amend their complaint following the Court’s order to re-plead unjust enrichment. The court found that the Plaintiffs had sufficiently pled their claim under Section 12(2) (offer to sell a security that misstates or omits a material fact by means of a prospectus or oral communication). LifeVantage filed its Answer to the Second Amended Complaint on December 23, 2020, responding to the Plaintiffs’ remaining securities claims. On February 2, 2021, the Court issued an amended scheduling order that reflects the parties’ agreement on a schedule for discovery and other litigation matters. On June 15, 2021, the plaintiffs filed their motion for class certification, and on July 13, 2021, the defendants, including LifeVantage Corporation, filed their opposition brief that opposed class certification. On July 27, 2021, the Plaintiffs filed their reply to the Company's opposition brief. The court held a hearing for the motion for class certification on March 28, 2022. On April 19, 2022, the court issued an order denying the Plaintiff’s motion for class certification. On December 15, 2022, the case was dismissed with prejudice, which concluded litigation. Other Matters. In addition to the matters described above, the Company also may become involved in other litigation and regulatory matters incidental to its business and the matters disclosed in this annual report on Form 10-K, including, but not limited to, product liability claims, regulatory actions, employment matters and commercial disputes. The Company intends to defend itself in any such matters and does not currently believe that the outcome of any such matters will have a material adverse effect on the Company's business, financial condition, results of operations and cash flows.

Share-Based Compensation - Employee Stock Purchase Plan, Narrative (Details) - ESPP - USD ($)	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares of common stock subject for purchase	400,000
Number of shares available for issuance	100,000
Purchase price of stock fair market value	85.00%
Maximum percentage of employee compensation	15.00%
Maximum number of shares that can be purchased during any offering period	3,000
Amount in excess of fair market value of stock for option not to be granted	$ 25,000
Offering period	6 months
Common stock issued under employee stock purchase plan (in shares)	100,000	100,000

Share-Based Compensation - Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2021
Options (in thousands)
Outstanding beginning balance (in shares)	92,000	178,000
Granted (in shares)	0	0	0
Exercised (in shares)	0	(30,000)
Forfeited (in shares)	0	(2,000)
Expired or Canceled (in shares)	(20,000)	(54,000)
Outstanding ending balance (in shares)	72,000	92,000	178,000
Exercisable (in shares)	72,000
Weighted Average Exercise Price
Outstanding beginning balance (dollars per share)	$ 6.23	$ 5.96
Granted (dollars per share)	0	0
Exercised (dollars per share)	0	4.44
Forfeited (dollars per share)	0	16.12
Expired or Canceled (dollars per share)	12.46	5.93
Outstanding ending balance (dollars per share)	4.44	$ 6.23	$ 5.96
Exercisable (dollars per share)	$ 4.44
Weighted Average Remaining Contractual Term (in years)
Outstanding	4 years 7 months 2 days
Exercisable	4 years 7 months 2 days
Aggregate Intrinsic Value (in thousands)
Exercised	$ 0	$ 108
Outstanding	0
Exercisable	$ 0

Intangible Assets, Net (Tables)

12 Months Ended

Jun. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets, Net

Intangible assets, net consist of (in thousands):


	June 30,
	2023		2022
Patent costs	$	2,330	$	2,330
Accumulated amortization	(2,120)		(1,988)
Total finite-lived intangible assets, net	210		342

Trademarks and other indefinite-lived intangible assets	245		245
Total intangible assets, net	$	455	$	587

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Cash Flows from Operating Activities:
Net income	$ 2,540	$ 3,120
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	3,579	3,261
Stock-based compensation	3,188	1,768
Non-cash operating lease expense	1,748	1,786
Impairment of investment	0	2,205
Loss on disposal of fixed assets	33	0
Deferred income tax	(1,702)	(81)
Changes in operating assets and liabilities:
Accounts receivable	1,558	(614)
Income tax receivable	1,510	(713)
Inventory	61	(1,186)
Prepaid expenses and other	1,276	(551)
Other long-term assets	(157)	139
Accounts payable	(3,982)	824
Income tax payable	(453)	(377)
Other accrued expenses	(770)	357
Lease liabilities	(1,858)	(1,644)
Other long-term liabilities	257	(335)
Net Cash Provided by Operating Activities	6,828	7,959
Cash Flows from Investing Activities:
Purchase of equipment	(3,067)	(1,530)
Proceeds from sale of fixed assets	8	0
Net Cash Used in Investing Activities	(3,059)	(1,530)
Cash Flows from Financing Activities:
Repurchase of company stock	(822)	(8,833)
Payment of cash dividends	(1,586)	(378)
Shares purchased as payment of tax withholding and other	(201)	(246)
Proceeds from common stock issued under employee stock purchase plan	252	372
Exercise of options and warrants	0	133
Net Cash Used in Financing Activities	(2,357)	(8,952)
Foreign Currency Effect on Cash	3	(461)
Increase (Decrease) in Cash and Cash Equivalents	1,415	(2,984)
Cash and Cash Equivalents — beginning of period	20,190	23,174
Cash and Cash Equivalents — end of period	21,605	20,190
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for interest	5	10
Cash paid for income taxes	$ 1,873	$ 2,601

Summary of Significant Accounting Policies - Schedule Of Inventory Valuation Reserve (Details) - SEC Schedule, 12-09, Reserve, Inventory - USD ($) $ in Thousands	12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Beginning balance	$ 1,253	$ 460
Additions	1,199	1,494
Write-offs	(1,160)	(701)
Ending balance	$ 1,292	$ 1,253

Subsequent Events	12 Months Ended
Subsequent Events	Jun. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsOn August 24, 2023, the board of directors approved a quarterly cash dividend of $0.035 per share of common stock to be paid on September 22, 2023, to stockholders of record on September 8, 2022. In addition, the board of directors approved a one-time cash dividend of $0.40 per share of common stock to be paid on September 22, 2023, to stockholders of record on September 8, 2023.

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2023	Jun. 30, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value (dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	5,000,000	5,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	40,000,000	40,000,000
Common stock, shares issued (in shares)	12,622,000	12,493,000
Common stock, shares outstanding (in shares)	12,622,000	12,493,000

Other Expense, Net (Details) - USD ($) $ in Thousands	12 Months Ended
Other Expense, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022
Other Income and Expenses [Abstract]
Foreign currency transaction loss, net	$ (373)	$ (646)
Loss on settlement of forward contract	0	(64)
Other (expense) income, net	(85)	41
Total other expense, net	$ (458)	$ (669)

Property and Equipment, Net

12 Months Ended

Jun. 30, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

Property and Equipment, NetProperty and equipment, net consist of (in thousands):


	June 30,
	2023		2022
Equipment (includes computer hardware and software)	$	16,976	$	17,781
Furniture and fixtures	1,476		1,320
Leasehold improvements	4,734		6,034
Vehicles	51		51
Accumulated depreciation	(14,151)		(15,686)
Total property and equipment, net	$	9,086	$	9,500

Depreciation expense totaled $3.4 million and $3.1 million for the fiscal years ended June 30, 2023 and 2022, respectively.

Other Accrued Expenses (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022
Payables and Accruals [Abstract]
Accrued incentive compensation	$ 3,060	$ 708
Accrued severance	42	263
Other taxes payable	1,730	1,753
Accrued payable to vendors	720	461
Deferred revenue	834	78
Accrued incentives and promotions to distributors	758	2,763
Accrued other expenses	788	1,901
Total other accrued expenses	$ 7,932	$ 7,927

Summary of Significant Accounting Policies

12 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation.

Use of Estimates

Foreign Currency Translation

Fair Value of Financial Instruments

•Level 1—Quoted prices for identical instruments in active markets;

•Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Cash and Cash Equivalents

The Company considers only its monetary liquid assets with original maturities of three months or less to be cash and cash equivalents.

Accounts Receivable

The Company’s accounts receivable for the fiscal years ended June 30, 2023 and 2022 consist primarily of credit card receivables. Based on the Company’s verification process for customer credit cards and historical information available, management has determined that an allowance for doubtful accounts on credit card sales related to its customer sales as of June 30, 2023 or 2022 is not necessary. Bad debt expense for the fiscal year ended June 30, 2023 was $0.1 million. There was no bad debt expense recorded for the fiscal year ended June 30, 2022.

Inventory

As of June 30, 2023 and 2022, inventory consisted of (in thousands):


	As of June 30,
	2023				2022
Finished goods	$	12,153	75.6	%	$	12,674	76.9	%
Raw materials	3,920		24.4	%	3,798		23.1	%
Total inventory	$	16,073	100.0	%	$	16,472	100.0	%

Inventories are carried at the lower of cost or net realizable value, using the first-in, first-out method, which includes a reduction in inventory values of $1.3 million and $1.3 million at June 30, 2023 and 2022, respectively, related to obsolete and slow-moving inventory.

Reserves of inventories consist of the following (in thousands):


	Years ended June 30,
	2023		2022
Beginning balance	$	1,253	$	460
Additions	1,199		1,494
Write-offs	(1,160)		(701)
Ending balance	$	1,292	$	1,253

Property and Equipment

Property and equipment are recorded at cost and depreciated using the straight-line method over the following useful lives:


			Years
Equipment (includes computer hardware and software)			3 - 5
Furniture and fixtures			5
Vehicles			5

Leasehold improvements are depreciated over the shorter of estimated useful life of the related asset or the lease term.

Intangible Assets

Indefinite-lived intangible assets are not amortized; however, they are tested at least annually for impairment or more frequently if events or changes in circumstances exist that may indicate impairment. An impairment loss is recognized if the carrying amount of the asset exceeds its fair value. Annual impairment tests on intangible assets were completed for the fiscal years ended June 30, 2023 and 2022, resulting in no impairment charges.

Impairment of Long-Lived Assets

Pursuant to guidance established for impairment or disposal of assets, the Company assesses impairment whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. When an assessment for impairment of long-lived assets, long-lived assets to be disposed of, and certain identifiable intangibles related to those assets is performed, the Company is required to compare the net carrying value of long-lived assets on the lowest level at which cash flows can be determined on a consistent basis to the related estimates of future undiscounted net cash flows for such assets. If the net carrying value exceeds the net cash flows, then an impairment is recognized to reduce the carrying value to the estimated fair value, generally equal to the future discounted net cash flow. For the fiscal years ended June 30, 2023 and 2022, management has concluded that there are no indications of impairment.

Concentration of Credit Risk

Accounting guidance for financial instruments requires disclosure of significant concentrations of credit risk regardless of the degree of such risk. Financial instruments with significant credit risk include cash and cash equivalents. At June 30, 2023, the Company had $17.0 million in cash accounts at one financial institution and $4.6 million in other financial institutions. As of June 30, 2023 and 2022, and during the years then ended, the Company’s cash balances exceeded federally insured limits.

Commissions and Incentives

Shipping and Handling

Research and Development Costs

The Company expenses all costs related to research and development activities as incurred. Research and development expenses for the fiscal years ended June 30, 2023 and 2022 were $0.6 million and $0.7 million, respectively.

Leases

Stock-Based Compensation

Income Taxes

Income Per Share

For the fiscal years ended June 30, 2023 and 2022, the effects of approximately 0.2 million and 0.2 million common shares, respectively, issuable upon exercise of options and non-vested shares of restricted stock, are not included in the computations as their effect was anti-dilutive.


	Years ended June 30,
	2023		2022
Numerator:
Net income	$	2,540	$	3,120
Denominator:
Basic weighted-average common shares outstanding	12,557		12,886
Effect of dilutive securities:
Stock awards and options	10		183

Diluted weighted-average common shares outstanding	12,567		13,069
Net income per share, basic	$	0.20	$	0.24
Net income per share, diluted	$	0.20	$	0.24

Segment Information

The Company operates in a single operating segment by selling products directly to customers through an international network of independent consultants that operates in an integrated manner from market to market. Commissions and incentives expenses are the Company’s largest expense comprised of the commissions paid to its independent consultants. The Company manages its business primarily by managing its international network of independent consultants. The Company disaggregates revenue in two geographic regions: the Americas region and the Asia/Pacific & Europe region. See disaggregated revenue in Note 3.

The following table presents the Company's long-lived assets for its most significant geographic markets (in thousands):


	June 30,
	2023		2022
United States	$	20,504	$	19,790
Japan	$	354	$	1,869

New Accounting Pronouncements

Other recently issued accounting pronouncements did not or are not believed by management to have a material impact on the Company's present or future financial statements.

Income Taxes - Effective Income Tax Rate (Details)	12 Months Ended
Income Taxes - Effective Income Tax Rate (Details)	Jun. 30, 2023	Jun. 30, 2022
The effective income tax rate differs from the U.S. Federal statutory income tax rate
Federal statutory income tax rate	21.00%	21.00%
State income taxes, net of federal benefit	0.80%	0.10%
Foreign tax rate difference	8.30%	12.90%
Tax return to provision true-up	3.20%	(4.30%)
Limit on future stock compensation due to 162(m)	4.30%	0.10%
Foreign withholding tax	0.40%	1.30%
Other differences	(0.30%)	1.00%
Revalue of deferred for change in federal tax rate	0.10%	0.10%
Permanent differences:
— stock-based compensation	5.80%	3.90%
— foreign derived intangible income deduction	(5.80%)	(6.50%)
— tax credits	(5.30%)	(16.00%)
— meals and entertainment	0.80%	0.10%
— removal of permanent reinvestment assertion in Japan	0.30%	4.60%
— other permanent differences	2.10%	2.20%
Change in valuation allowance	0.70%	13.10%
Net income tax provision	36.50%	33.50%

Other Expense, Net (Tables)

12 Months Ended

Jun. 30, 2023

Other Income and Expenses [Abstract]

Schedule of Other Expense, Net

Other expense, net consists of the following (in thousands):


	Year ended June 30,
	2023		2022

Foreign currency transaction loss, net	$	(373)	$	(646)
Loss on settlement of forward contract	—		(64)

Other (expense) income, net	(85)		41
Total other expense, net	$	(458)	$	(669)