Material Agreement (Form 8-K)

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

Natural Alternatives International, Inc., a Delaware corporation, ("NAI") is party to a Credit Agreement (most recently amended June 20, 2025) with Wells Fargo Bank, National Association ("Wells Fargo"). The Credit Agreement as amended incorporates a Revolving Line of Credit Note, a Term Note, Security Agreement and Deed of Trust.

For its fiscal first quarter ended September 30, 2025, NAI was not in compliance with the maximum net loss and fixed charge coverage ratio covenants of the Credit Agreement. NAI advised Wells Fargo that NAI did not comply with all of the covenants required under the Credit Agreement in the first quarter of NAI's fiscal 2026, and requested Wells Fargo waive each and all of the defaults.

On December 17, 2025 NAI and Wells Fargo entered into a Waiver and Release Agreement in connection with the Credit Agreement. Pursuant to the Waiver and Release Agreement Wells Fargo waived all of the defaults and confirmed the Credit Agreement and related agreements between the parties remain in full force and effect.

The foregoing description does not purport to be complete and is qualified in its entirety by the Waiver and Release Agreement attached hereto as Exhibit 10.43 which is incorporated herein by reference.