MED / Medifast, Inc. - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573 M

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2025 MEDIFAST, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2025 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

Medifast Announces Second Quarter 2025 Financial Results

Medifast Announces Second Quarter 2025 Financial Results August 4, 2025 BALTIMORE – (BUSINESS WIRE)-Medifast (NYSE: MED), the health and wellness company known for its habit-based and coach-guided lifestyle solution, OPTAVIA®, today reported results for the second quarter ended June 30, 2025.

Calculation of Filing Fee Table *

Exhibit 107 Calculation of Filing Fee Tables Medifast, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be registered (1) Proposed Maximum Offering Price Per Unit ($)(2) Maximum Aggregate Offering Price ($)(2) Fee Rate Amount of Registration Fee ($) Equity Common Stock, par value $0.001 per share 457(h) 550,000 14.18 7,799,000 0.00015310 1

As filed with the Securities and Exchange Commission on August 4, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 Medifast, Inc. (Exact name of registrant as spec

As filed with the Securities and Exchange Commission on August 4, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2025 MEDIFAST, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2025 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware 001-31573 13-3714405 (State or other jurisdiction of incorporation) (Commission File Numbe

Amended and Restated 2012 Share Incentive Plan

MEDIFAST, INC. AMENDED AND RESTATED 2012 SHARE INCENTIVE PLAN 1.Purpose. The purpose of this Amended and Restated 2012 Share Incentive Plan (the “Plan”) of Medifast, Inc., a Delaware corporation (the “Company”), is to advance the interests of the Company and its stockholders by providing a means to attract, retain, and reward executive officers and other key individuals of the Company and/or its s

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

Medifast Announces First Quarter 2025 Financial Results

Medifast Announces First Quarter 2025 Financial Results April 28, 2025 BALTIMORE – (BUSINESS WIRE)-Medifast (NYSE: MED), the health and wellness company known for its habit-based and coach-guided lifestyle solution, OPTAVIA®, today reported results for the first quarter ended March 31, 2025.

Amended and Restated 2012 Share Incentive Plan (filed herewith).

MEDIFAST, INC. AMENDED AND RESTATED 2012 SHARE INCENTIVE PLAN 1.Purpose. The purpose of this Amended and Restated 2012 Share Incentive Plan (the “Plan”) of Medifast, Inc., a Delaware corporation (the “Company”), is to advance the interests of the Company and its stockholders by providing a means to attract, retain, and reward executive officers and other key individuals of the Company and/or its s

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 o TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2025 MEDIFAST, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2025 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2025 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

Medifast Announces Fourth Quarter and Full Year 2024 Financial Results

Medifast Announces Fourth Quarter and Full Year 2024 Financial Results February 18, 2025 BALTIMORE-(BUSINESS WIRE)-Medifast (NYSE: MED), the health and wellness company known for its habit-based and coach-guided lifestyle solution, OPTAVIA®, today reported results for the fourth quarter and full year ended December 31, 2024.

Subsidiaries of Medifast, Inc. (filed herewith).

Exhibit 21.1 Subsidiaries of Medifast, Inc. Corporate Subsidiaries State of Incorporation Jason Enterprises, Inc. Delaware Jason Pharmaceuticals, Inc. Maryland Jason Properties, LLC Delaware OPTAVIA LLC Delaware OPTAVIA Health Consultation (Shanghai) Co., Ltd. Shanghai, China OPTAVIA (Hong Kong) Limited Hong Kong

Medifast, Inc. Insider Trading Policy Amended and Restated (filed herewith).

MEDIFAST, INC. INSIDER TRADING POLICY I.Purpose, Scope, Compliance, and Definitions & Explanations A.Overview and Purpose This Insider Trading Policy (the “Policy”) is intended to promote compliance with applicable securities laws and to provide the directors, officers (as such term is defined pursuant to Section 16 of the Securities Exchange Act of 1934), and employees of Medifast, Inc. (together

January 2, 2025

January 2, 2025 Stephany Yang and Melissa Gilmore Division of Corporate Finance Office of Manufacturing U.

November 26, 2024

November 26, 2024 Stephany Yang and Melissa Gilmore Division of Corporate Finance Office of Manufacturing U.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31

Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2024 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware 001-31573 13-3714405 (State or other jurisdiction of incorporation) (Commission File Nu

Medifast Announces Third Quarter 2024 Financial Results

Medifast Announces Third Quarter 2024 Financial Results November 4, 2024 BALTIMORE – (BUSINESS WIRE)-Medifast (NYSE: MED), the health and wellness company known for its habit-based and coach-guided lifestyle solution, OPTAVIA®, today reported results for the third quarter ended September 30, 2024.

Calculation of Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Medifast, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rate Amount to be registered (1) Proposed Maximum Offering Price Per Unit ($)(2) Maximum Aggregate Offering Price ($)(2) Fee Rate Amount of Registration Fee ($) Equity Common Stock, par value $0.001 per share 457(h) 515,000 17.74 9,136,100 0.00015310 1

As filed with the Securities and Exchange Commission on October 31, 2024

As filed with the Securities and Exchange Commission on October 31, 2024 Registration No.

October 30, 2024

October 30, 2024 Stephany Yang and Melissa Gilmore Division of Corporate Finance Office of Manufacturing U.

October 30, 2024

October 30, 2024 Via EDGAR Correspondence Stephany Yang and Melissa Gilmore Division of Corporate Finance Office of Manufacturing U.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2024 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573 M

Medifast Announces Second Quarter 2024 Financial Results

Medifast Announces Second Quarter 2024 Financial Results August 5, 2024 BALTIMORE – (BUSINESS WIRE)-Medifast (NYSE: MED), the health and wellness company known for its habit-based and Coach-guided lifestyle solution, OPTAVIA®, today reported results for the second quarter ended June 30, 2024.

MED / Medifast, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 10)* Name of issuer: Medifast Inc Title of Class of Securities: Common Stock CUSIP Number: 58470H101 Date of Event Which Requires Filing of this Statement: June 28, 2024 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-

MED / Medifast, Inc. / MILLENNIUM MANAGEMENT LLC Passive Investment

SC 13G 1 MEDSC13G.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 MEDIFAST, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 58470H101 (CUSIP Number) JUNE 27, 2024 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule purs

Amended and Restated 2012 Share Incentive Plan

Exhibit 10.1 MEDIFAST, INC. AMENDED AND RESTATED 2012 SHARE INCENTIVE PLAN 1.Purpose. The purpose of this Amended and Restated 2012 Share Incentive Plan (the “Plan”) of Medifast, Inc., a Delaware corporation (the “Company”), is to advance the interests of the Company and its stockholders by providing a means to attract, retain, and reward executive officers and other key individuals of the Company

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 19, 2024 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware 001-31573 13-3714405 (State or other jurisdiction of incorporation) (Commission File Numbe

Medifast Announces First Quarter 2024 Financial Results

Medifast Announces First Quarter 2024 Financial Results April 29, 2024 BALTIMORE – (BUSINESS WIRE)-Medifast (NYSE: MED), the health and wellness company known for its habit-based and Coach-guided lifestyle solution, OPTAVIA®, today reported results for the first quarter ended March 31, 2024.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 o TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2024 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

Medifast Announces Fourth Quarter and Full Year 2023 Financial Results

Medifast Announces Fourth Quarter and Full Year 2023 Financial Results February 20, 2024 BALTIMORE-(BUSINESS WIRE)-Medifast (NYSE: MED), the health and wellness company known for its habit-based and Coach-guided lifestyle solution, OPTAVIA®, today reported results for the fourth quarter and full year ended December 31, 2023.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto.

Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes- Oxley Act of 2002 (furnished herewith).

Exhibit 32 MEDIFAST, INC. CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Medifast, Inc. (the “Company”) on Form 10-K for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Daniel R. Chard, Chief Executive Officer, a

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2024 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

Medifast, Inc. Clawback Policy Amended and Restated

Exhibit 97 MEDIFAST, INC. CLAWBACK POLICY AMENDED AND RESTATED Introduction The Board of Directors (the “Board) of Medifast, Inc. (the “Company”) believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay for performance compensation philosophy. The Board has there

Subsidiaries of Medifast, Inc. (filed herewith).

Exhibit 21.1 Subsidiaries of Medifast, Inc. Corporate Subsidiaries State of Incorporation Corporate Events, Inc. Delaware Jason Enterprises, Inc. Delaware Jason Pharmaceuticals, Inc. Maryland Jason Properties, LLC Delaware OPTAVIA LLC Delaware OPTAVIA Health Consultation (Shanghai) Co., Ltd. Shanghai, China OPTAVIA (Hong Kong) Limited Hong Kong OPTAVIA (Singapore) PTE. LTD Singapore Seven Crondall

MED / Medifast, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01435-medifastinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Medifast Inc Title of Class of Securities: Common Stock CUSIP Number: 58470H101 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2023 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

Medifast Initiates Business Transformation by Entering the Medically Supported Weight Loss Market through Collaboration with LifeMD, a Virtual Primary Care Provider, and Adjusting its Capital Allocation Policy Health and wellness company makes $20 mi

Medifast Initiates Business Transformation by Entering the Medically Supported Weight Loss Market through Collaboration with LifeMD, a Virtual Primary Care Provider, and Adjusting its Capital Allocation Policy Health and wellness company makes $20 million capital commitment to LifeMD, enters medically supported weight loss market projected to reach up to $100 billion by 2030 Company discontinues quarterly cash dividend and intends to invest in initiatives aimed at driving customer acquisition and customer experience to reignite growth Conference call to discuss Medifast and LifeMD collaboration begins at 10 AM EST today BALTIMORE, Dec.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2023 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

Medifast Announces Third Quarter 2023 Financial Results

Medifast Announces Third Quarter 2023 Financial Results November 6, 2023 BALTIMORE-(BUSINESS WIRE)-Medifast (NYSE: MED), the health and wellness company known for its habit-based and Coach-guided lifestyle solution, OPTAVIA®, today reported results for the third quarter ended September 30, 2023.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 26, 2023 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 MEDIFAST, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

Medifast Announces Quarterly Dividend

Medifast Announces Quarterly Dividend BALTIMORE - September 7, 2023 /PRNewswire/ - Medifast (NYSE: MED), the company behind the health and wellness community, OPTAVIA®, today announced that its Board of Directors has declared a $1.

Medifast Announces Second Quarter 2023 Financial Results

Medifast Announces Second Quarter 2023 Financial Results BALTIMORE - August 7, 2023 /PRNewswire/ - Medifast (NYSE: MED), the health and wellness company known for its habit-based and Coach-guided lifestyle solution, OPTAVIA® , today reported results for the second quarter ended June 30, 2023.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573 M

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2023 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2023 MEDIFAST, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2023 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37144

Medifast Announces Quarterly Dividend

Medifast Announces Quarterly Dividend BALTIMORE - June 15, 2023 /PRNewswire/ - Medifast (NYSE: MED), the company behind the health and wellness community, OPTAVIA®, today announced that its Board of Directors has declared a $1.

Medifast Enhances “Fuel for the Future” Program to Position the Business for Long-term Sustainable Growth Optimizations aimed at freeing up capital to invest in growth initiatives expected to triple the company’s addressable market

Medifast Enhances “Fuel for the Future” Program to Position the Business for Long-term Sustainable Growth Optimizations aimed at freeing up capital to invest in growth initiatives expected to triple the company’s addressable market BALTIMORE - June 1, 2023 /PRNewswire/ - Medifast (NYSE: MED), the company behind the health and wellness community, OPTAVIA®, today announced further strategic changes to enhance its Fuel for the Future program, which optimizes spending through value engineering, operational efficiency and improved procurement.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2023 MEDIFAST, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2023 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-371440

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 o TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

Medifast Announces First Quarter 2023 Financial Results

Medifast Announces First Quarter 2023 Financial Results BALTIMORE - May 1, 2023 /PRNewswire/ - Medifast (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA®, today reported results for the first quarter ended March 31, 2023.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2023 MEDIFAST, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2023 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714405

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2023 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

Medifast Announces Quarterly Dividend

Medifast Announces Quarterly Dividend BALTIMORE - March 16, 2023 /PRNewswire/ - Medifast (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA®, announced today that its Board of Directors has declared a $1.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2023 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto.

Subsidiaries of Medifast, Inc. (filed herewith).

Exhibit 21.1 Subsidiaries of Medifast, Inc. Corporate Subsidiaries State of Incorporation Corporate Events, Inc. Delaware Jason Enterprises, Inc. Delaware Jason Pharmaceuticals, Inc. Maryland Jason Properties, LLC Delaware OPTAVIA, LLC Delaware OPTAVIA Health Consultation (Shanghai) Co., Ltd. Shanghai, China OPTAVIA (Hong Kong) Limited Hong Kong OPTAVIA (Singapore) PTE. LTD Singapore Seven Crondal

Medifast Announces Fourth Quarter and Full Year 2022 Financial Results Full year revenue increases; active earning Coaches increase in Q4 as customer retention rates further stabilize

Medifast Announces Fourth Quarter and Full Year 2022 Financial Results Full year revenue increases; active earning Coaches increase in Q4 as customer retention rates further stabilize BALTIMORE - February 21, 2023 /PRNewswire/ - Medifast (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA®, today reported results for the fourth quarter ended December 31, 2022.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2023 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

MED / Medifast Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01401-medifastinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Medifast Inc. Title of Class of Securities: Common Stock CUSIP Number: 58470H101 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule

Medifast Announces Quarterly Dividend

Medifast Announces Quarterly Dividend BALTIMORE - December 8, 2022 /PRNewswire/ - Medifast (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, announced today that its Board of Directors has declared a $1.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2022 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

Medifast Announces Third Quarter 2022 Financial Results Customer retention rates return to historical norms; Euromonitor names company the number one weight loss program in the U.S. by revenue*

Medifast Announces Third Quarter 2022 Financial Results Customer retention rates return to historical norms; Euromonitor names company the number one weight loss program in the U.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 o TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 med-20221103form8xk.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2022 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2022 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

Medifast Announces Quarterly Dividend

Medifast Announces Quarterly Dividend BALTIMORE, September 8, 2022/PRNewswire/ - Medifast (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, announced today that its Board of Directors has declared a $1.

Amendment No. 2 to Medifast, Inc. Executive Severance Plan (filed herewith)

MEDIFAST, INC. EXECUTIVE SEVERANCE PLAN Medifast, Inc., a Delaware corporation (the “Company”), has adopted this Medifast, Inc. Executive Severance Plan (the “Plan”) to provide key employees of the Company and its affiliates and subsidiaries with severance protection under covered circumstances. Article 1. DEFINITIONS AND INTERPRETATIONS Section 1.0aDefinitions. Capitalized terms used in this Plan

Medifast Announces Second Quarter 2022 Financial Results and Updated Outlook

Medifast Announces Second Quarter 2022 Financial Results and Updated Outlook BALTIMORE - August 3, 2022 /PRNewswire/ - Medifast (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA®, today reported results for the second quarter ended June 30, 2022.

Amendment to Credit Agreement, dated May 31, 2022 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-31573) filed on June 3, 2022).

MEDIFAST, INC. AMENDED AND RESTATED 2012 SHARE INCENTIVE PLAN GRANT NOTICE PERFORMANCE SHARE UNITS Medifast, Inc. (the “Company”) hereby grants to the Participant named below performance-based Deferred Shares (“Performance Share Units” or “PSUs”) pursuant to the Medifast, Inc. Amended and Restated 2012 Share Incentive Plan (the “Plan”) in the number specified below (the “Target Award Opportunity”)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 o TRANSITION REPORT PURSUANT TO S

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573 M

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2022 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2022 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37144

Medifast, Inc. Announces Quarterly Dividend

Medifast, Inc. Announces Quarterly Dividend BALTIMORE, June 16, 2022/PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, announced today that its Board of Directors has declared a $1.64 quarterly cash dividend to its stockholders. The quarterly cash dividend of $1.64 per share is payable on August 8, 2022 to stoc

First Amendment to Credit Agreement, dated May 31, 2022 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-31573) filed on June 3, 2022).

Exhibit 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of May 31, 2022 (this ?First Amendment?), by and among Medifast, Inc., a Delaware corporation (the ?Borrower?), the other Loan Parties (as defined in the Credit Agreement referred to below), Citibank, N.A., as administrative agent (the ?Administrative Agent?), and the Lenders (as defined below) party to

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2022 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-371440

Medifast, Inc. Announces $100M Accelerated Share Repurchase Program Investment demonstrates confidence in long-term growth model, aligns interests with stockholders

Exhibit 99.1 Medifast, Inc. Announces $100M Accelerated Share Repurchase Program Investment demonstrates confidence in long-term growth model, aligns interests with stockholders BALTIMORE - June 1, 2022 /PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, announced today it has entered into an accelerated share r

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2022 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-371440

Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Grant Notice Nonemployee Director Deferred Share Cash Equivalent (filed herewith).

MEDIFAST, INC. AMENDED AND RESTATED 2012 SHARE INCENTIVE PLAN GRANT NOTICE NONEMPLOYEE DIRECTOR DEFERRED SHARE CASH EQUIVALENT Medifast, Inc. (the ?Company?) hereby grants to the Participant named below Deferred Shares ( ?RSUs?) pursuant to the Medifast, Inc. Amended and Restated 2012 Share Incentive Plan (the ?Plan?) in the number specified below, which shall vest in accordance with the Vesting S

Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Grant Notice

MEDIFAST, INC. AMENDED AND RESTATED 2012 SHARE INCENTIVE PLAN GRANT NOTICE EMPLOYEE DEFERRED SHARES Medifast, Inc. (the ?Company?) hereby grants to the Participant named below Deferred Shares ( ?RSUs?) pursuant to the Medifast, Inc. Amended and Restated 2012 Share Incentive Plan (the ?Plan?) in the number specified below, which shall vest in accordance with the Vesting Schedule. Each RSU relates a

Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Grant Notice Nonemployee Director Deferred Shares (filed herewith).

MEDIFAST, INC. AMENDED AND RESTATED 2012 SHARE INCENTIVE PLAN GRANT NOTICE NONEMPLOYEE DIRECTOR DEFERRED SHARES Medifast, Inc. (the ?Company?) hereby grants to the Participant named below Deferred Shares ( ?RSUs?) pursuant to the Medifast, Inc. Amended and Restated 2012 Share Incentive Plan (the ?Plan?) in the number specified below, which shall vest in accordance with the Vesting Schedule. Each R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 o TRANSITION REPORT PURSUANT TO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573

Medifast, Inc. Announces First Quarter 2022 Financial Results

Exhibit 99.1 Medifast, Inc. Announces First Quarter 2022 Financial Results BALTIMORE - May 2, 2022 /PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, today reported results for the first quarter ended March 31, 2022. First Quarter 2022 Highlights Compared to the Prior-Year Period ?Revenue increased 22.6% to $41

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2022 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714405

Medifast, Inc. Amended and Restated 2012 Share Incentive Plan

MEDIFAST, INC. AMENDED AND RESTATED 2012 SHARE INCENTIVE PLAN GRANT NOTICE PERFORMANCE SHARE UNITS Medifast, Inc. (the ?Company?) hereby grants to the Participant named below performance-based Deferred Shares (?Performance Share Units? or ?PSUs?) pursuant to the Medifast, Inc. Amended and Restated 2012 Share Incentive Plan (the ?Plan?) in the number specified below (the ?Target Award Opportunity?)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2022 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

Medifast, Inc. Announces Quarterly Dividend

Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, March 17, 2022/PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, announced today that its Board of Directors has declared a $1.64 quarterly cash dividend to its stockholders. The quarterly cash dividend of $1.64 per share is payable on May 9, 2

Medifast, Inc. Announces Fourth Quarter and Full Year 2021 Financial Results

EX-99.1 2 med-20220223x8kexx991.htm EX-99.1 Exhibit 99.1 Medifast, Inc. Announces Fourth Quarter and Full Year 2021 Financial Results BALTIMORE, Feb. 23, 2022 /PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA®, today reported results for the fourth quarter and full year ended December 31, 2021. Fourth Quarter 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto.

Subsidiaries of Medifast, Inc. (filed herewith).

Exhibit 21.1 Subsidiaries of Medifast, Inc. Corporate Subsidiaries State of Incorporation Corporate Events, Inc. Delaware Jason Enterprises, Inc. Delaware Jason Pharmaceuticals, Inc. Maryland Jason Properties, LLC Delaware Medifast Franchise Systems, Inc. Delaware OPTAVIA, LLC Delaware OPTAVIA Health Consultation (Shanghai) Co., Ltd. Shanghai, China OPTAVIA (Hong Kong) Limited Hong Kong OPTAVIA (S

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2022 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

MED / Medifast Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Medifast Inc. Title of Class of Securities: Common Stock CUSIP Number: 58470H101 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

Medifast, Inc. Announces Quarterly Dividend

Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, December 8, 2021/PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, announced today that its Board of Directors has declared a $1.42 quarterly cash dividend to its stockholders. The quarterly cash dividend of $1.42 per share is payable on Februa

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-3157

Medifast, Inc. Announces Third Quarter 2021 Financial Results Revenue up 52% to $413 million Company continues industry leading growth and is well positioned for 2022

Exhibit 99.1 Medifast, Inc. Announces Third Quarter 2021 Financial Results Revenue up 52% to $413 million Company continues industry leading growth and is well positioned for 2022 BALTIMORE ? November 4, 2021 /PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, today reported results for the third quarter ended S

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 13, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-

Medifast, Inc. Announces Quarterly Dividend

Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, September 9, 2021/PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, announced today that its Board of Directors has declared a $1.42 quarterly cash dividend to its stockholders. The quarterly cash dividend of $1.42 per share is payable on Novem

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 9, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

Separation Agreement dated August 26, 2021

Exhibit 10.1 SEPARATION AGREEMENT This Separation Agreement (the ?Agreement?) is made by and between Jason Pharmaceuticals, Inc., its affiliates, subsidiaries, predecessors, successors and assigns, and their officers, directors, trustees, employees, agents, attorneys, representatives, insurers, employee benefit plans, fiduciaries, and administrators (past, present and future) (individually and col

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

Medifast, Inc. Announces Second Quarter 2021 Financial Results Revenue up 79% to $394.2 million Company positioned to deliver on 2021 goals and long-term profitable growth

Exhibit 99.1 Medifast, Inc. Announces Second Quarter 2021 Financial Results Revenue up 79% to $394.2 million Company positioned to deliver on 2021 goals and long-term profitable growth BALTIMORE? August 4, 2021 /PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, today reported results for the second quarter ende

Medifast, Inc. Directors’ Deferred Compensation Plan (Amended and Restated) (filed herewith).

Exhibit 10.2 MEDIFAST, INC. DIRECTORS? DEFERRED COMPENSATION PLAN (AMENDED AND RESTATED) ? EFFECTIVE AS OF March 18, 2021 AMENDED AS OF June 3, 2021 ? Article I.Introduction Section 1.01Purpose. This Plan is being established by Medifast, Inc. (the ?Company?) to assist the Company in attracting and retaining well-qualified directors who are not officers or employees of the Company or any subsidiar

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐TRANSITION REPORT PURSUANT TO SEC

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION ? WASHINGTON, D.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-371440

Medifast, Inc. Announces Quarterly Dividend

Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, June 3, 2021/PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, announced today that its Board of Directors has declared a $1.42 quarterly cash dividend to its stockholders. The quarterly cash dividend of $1.42 per share is payable on August 6,

Medifast, Inc. Directors’ Deferred Compensation Plan (filed herewith).

EX-10.1 2 med-20210331xex10d1.htm EX-10.1 Exhibit 10.1 MEDIFAST, INC. DIRECTORS’ DEFERRED COMPENSATION PLAN EFFECTIVE AS OF March 18, 2021 Article I.Introduction Section 1.01Purpose. This Plan is being established by Medifast, Inc. (the “Company”) to assist the Company in attracting and retaining well-qualified directors who are not officers or employees of the Company or any subsidiary (“Director

Quarterly Report - 10-Q

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION ? WASHINGTON, D.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714405

Medifast, Inc. Announces First Quarter 2021 Financial Results

Exhibit 99.1 Medifast, Inc. Announces First Quarter 2021 Financial Results BALTIMORE? May 4, 2021 /PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA?, today reported results for the first quarter ended March 31, 2021. First Quarter 2021 Highlights Compared to the Prior-Year Period ? Revenue increased 90.9% to $34

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 13, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

Credit Agreement, dated as of April 13, 2021, among Medifast, Inc., certain of its subsidiaries party thereto, the lenders party thereto and Citibank, N.A., in its capacity as administrative agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8 K (File No. 001-31573) filed on April 19, 2021).

EX-10.1 2 tm2113244d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Execution Version CREDIT Agreement dated as of April 13, 2021 among MEDIFAST, INC., as the Borrower The other Loan Parties Party Hereto, The Lenders Party Hereto, and CITIBANK, N.A., as Administrative Agent CITIBANK, N.A., as Sole Lead Arranger and Sole Bookrunner TABLE OF CONTENTS Page ARTICLE I Definitions 1 SECTION 1.01. Defined Terms 1

- DEF 14A

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? ?

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

Medifast, Inc. Announces Quarterly Dividend

Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, March 18, 2021/PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA®, announced today that its Board of Directors has declared a $1.42 quarterly cash dividend to its stockholders. The quarterly cash dividend of $1.42 per share is payable on May 6, 2

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Medifast Inc. Title of Class of Securities: Common Stock CUSIP Number: 58470H101 Date of Event Which Requires Filing of this Statement: February 26, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ??Rule

Subsidiaries of Medifast, Inc. (filed herewith).

EX-21.1 3 med-20201231xex21d1.htm EX-21.1 Exhibit 21.1 Subsidiaries of Medifast, Inc. Corporate Subsidiaries State of Incorporation Corporate Events, Inc. Delaware Jason Enterprises, Inc. Delaware Jason Pharmaceuticals, Inc. Maryland Jason Properties, LLC Delaware Medifast Franchise Systems, Inc. Delaware OPTAVIA, LLC Delaware OPTAVIA Health Consultation (Shanghai) Co., Ltd. Shanghai, China OPTAVI

Description of Securities (filed herewith).

EX-4.1 2 med-20201231xex4d1.htm EX-4.1 Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2020, Medifast, Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, our common stock, par value $0.001 per share (“common stock”). References in the foll

Annual Report - 10-K

Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ?ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ?TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

Medifast, Inc. Announces Fourth Quarter and Full Year 2020 Financial Results

Exhibit 99.1 Medifast, Inc. Announces Fourth Quarter and Full Year 2020 Financial Results BALTIMORE— February 25, 2021, /PRNewswire/ - Medifast, Inc. (NYSE: MED), the global company behind one of the fastest-growing health and wellness communities, OPTAVIA®, today reported results for the fourth quarter and full year ended December 31, 2020. Fourth Quarter 2020 Highlights Compared to the Prior-Yea

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Medifast, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 58470H101 (CUSIP Number) Dec

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Medifast, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 58470H101 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)*

SC 13G/A 1 tv01370-medifastinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Medifast Inc. Title of Class of Securities: Common Stock CUSIP Number: 58470H101 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2021 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-371

JANUARY 2021 INVESTOR PRESENTATION 1

Exhibit 99.1 JANUARY 2021 INVESTOR PRESENTATION 1 Safe Harbor Statement Certain information included in this presentation may constitute “forward - looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward - looking statement

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 7, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

Medifast, Inc. Announces Quarterly Dividend

Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, December 10, 2020/PRNewswire/ - Medifast, Inc. (NYSE: MED), the company behind one of the fastest-growing health and wellness communities, OPTAVIA®, announced today that its Board of Directors has declared a $1.13 quarterly cash dividend to its stockholders. The quarterly cash dividend of $1.13 per share is payable on February 5,

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-3157

Amendment to Medifast, Inc. Executive Severance Plan (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-31573) filed on November 3, 2020).

EX-10.1 2 med-20200930xex10d1.htm EX-10.1 Exhibit 10.1 MEDIFAST, INC. EXECUTIVE SEVERANCE PLAN Medifast, Inc., a Delaware corporation (the "Company"), has adopted this Medifast, Inc. Executive Severance Plan (the "Plan") to provide key employees of the Company and its affiliates and subsidiaries with severance protection under covered circumstances. ARTICLE I. DEFINITIONS AND INTERPRETATIONS Secti

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

Medifast, Inc. Announces Third Quarter 2020 Financial Results

EX-99.1 2 d64755dex991.htm EX-99.1 Exhibit 99.1 Medifast, Inc. Announces Third Quarter 2020 Financial Results BALTIMORE, Nov. 2, 2020 /PRNewswire/ - Medifast, Inc. (NYSE: MED), the company behind one of the fastest-growing health and wellness communities, OPTAVIA®, today reported results for the third quarter ended September 30, 2020. Third Quarter 2020 Highlights Compared to Prior-Year Period Rev

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

Medifast, Inc. Announces Quarterly Dividend

Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, September 10, 2020/PRNewswire/ - Medifast, Inc. (NYSE: MED), the company behind one of the fastest-growing health and wellness communities, OPTAVIA®, announced today that its Board of Directors has declared a $1.13 quarterly cash dividend to its stockholders. The quarterly cash dividend of $1.13 per share is payable on November 6,

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573 Med

Medifast, Inc. Announces Second Quarter 2020 Financial Results

EX-99.1 2 d54116dex991.htm EX-99.1 Exhibit 99.1 Medifast, Inc. Announces Second Quarter 2020 Financial Results BALTIMORE, Aug. 5, 2020 /PRNewswire/ - Medifast (NYSE: MED), the company behind one of the fastest-growing health and wellness communities, OPTAVIA®, today reported results for the second quarter ended June 30, 2020. Second Quarter 2020 Highlights Compared to Prior-Year Period Revenue inc

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37144

Medifast, Inc. Names Jim Maloney as Chief Financial Officer New CFO brings more than 25 years of financial experience to fast growing health and wellness company

Exhibit 99.1 Medifast, Inc. Names Jim Maloney as Chief Financial Officer New CFO brings more than 25 years of financial experience to fast growing health and wellness company BALTIMORE, July 20, 2020/PRNewswire/ - Medifast, Inc. (NYSE: MED), the company behind one of the fastest-growing health and wellness communities, OPTAVIA®, today announced that it has appointed James (Jim) Maloney as Chief Fi

MED / Medifast, Inc. / Engaged Capital LLC - AMENDMENT NO. 2 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 Medifast, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 58470H101 (CUSIP Number) glenn w. welling engag

MED / Medifast, Inc. / Engaged Capital LLC - AMENDMENT NO. 1 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Medifast, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 58470H101 (CUSIP Number) GLENN W. WELLING ENGAG

Submission of Matters to a Vote of Security Holders, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37144

Medifast, Inc. Announces Quarterly Dividend

Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, June 16, 2020/PRNewswire/ - Medifast, Inc. (NYSE: MED), the company behind one of the fastest-growing health and wellness communities, OPTAVIA®, announced today that its Board of Directors has declared a $1.13 quarterly cash dividend to its stockholders. The quarterly cash dividend of $1.13 per share is payable on August 6, 2020 t

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573 Me

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714405

Medifast, Inc. Announces First Quarter 2020 Financial Results

EX-99.1 2 d830945dex991.htm EX-99.1 Exhiit 99.1 Medifast, Inc. Announces First Quarter 2020 Financial Results BALTIMORE, May 5, 2020 /PRNewswire/ - Medifast (NYSE: MED), the company behind one of the fastest-growing health and wellness communities, OPTAVIA®, today reported results for the first quarter ended March 31, 2020. First Quarter 2020 Highlights Compared to Prior-Year Period Revenue increa

- DEF 14A

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

- DEFA14A

DEFA14A 1 tm2016182-3defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by R

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-371

Separation Agreement dated March 31, 2020 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K/A (File No. 001-31573) filed on April 3, 2020).

EX-10.1 2 tm2014956d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 SEPARATION AGREEMENT This Separation Agreement (the “Agreement”) is made by and between Jason Pharmaceuticals, Inc., its affiliates, subsidiaries, predecessors, successors and assigns, and their officers, directors, trustees, employees, agents, attorneys, representatives, insurers, employee benefit plans, fiduciaries, and administrators (pa

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

Medifast, Inc. Announces Quarterly Dividend

EX-99.1 2 tm2013226d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, March 19, 2020/PRNewswire/ - Medifast, Inc. (NYSE: MED), the company behind one of the fastest-growing health and wellness communities, OPTAVIA®, announced today that its Board of Directors has declared a $1.13 quarterly cash dividend to its stockholders. The quarterly cash dividend of

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37144

Medifast Announces Chief Financial Officer Transition

EX-99.1 2 tm2011789d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Medifast Announces Chief Financial Officer Transition BALTIMORE, March 4, 2020 - Medifast, Inc. (NYSE: MED), the company behind one of the fastest-growing health and wellness communities, OPTAVIA®, announced today that Timothy G. Robinson, Chief Financial Officer, will be stepping down from his position at the company on March 31, 2020. Med

Subsidiaries of Medifast, Inc. (filed herewith).

Exhibit 21.1 Subsidiaries of Medifast, Inc. Corporate Subsidiaries State of Incorporation Corporate Events, Inc. Delaware Jason Enterprises, Inc. Delaware Jason Pharmaceuticals, Inc. Maryland Jason Properties, LLC Delaware Medifast Franchise Systems, Inc. Delaware Medifast Nutrition, Inc. Ontario, Canada OPTAVIA, LLC Delaware OPTAVIA Health Consultation (Shanghai) Co., Ltd. Shanghai, China OPTAVIA

Description of Securities (filed herewith).

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2019, Medifast, Inc. has two classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: (i) our common stock, par value $0.001 per share (“common stock”), and (ii) our preferred stock purchase rights (the “Righ

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

Medifast, Inc. Announces Fourth Quarter and Full Year 2019 Financial Results

Exhibit 99.1 Medifast, Inc. Announces Fourth Quarter and Full Year 2019 Financial Results Revenue increased 17% in the Fourth Quarter and 42% for the Full Year Introduces Full Year 2020 Outlook BALTIMORE, Feb. 26, 2020 PRNewswire/ - Medifast (NYSE: MED), the company behind one of the fastest-growing health and wellness communities, OPTAVIA®, which offers Lifelong Transformation, One Healthy Habit

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

MED / Medifast, Inc. / LMM LLC - MILLER VALUE PARTNERS, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Medifast, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 58470H101 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule

MED / Medifast, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0441-medifastinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Medifast Inc Title of Class of Securities: Common Stock CUSIP Number: 58470H101 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule p

MED / Medifast, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* MEDIFAST INC (Name of Issuer) Common Stock (Title of Class of Securities) 58470H101 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 13, 2020 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

January 2020 INVESTOR PRESENTATION

EX-99.1 2 tm203250d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 January 2020 INVESTOR PRESENTATION Safe Harbor Statement Certain information included in this presentation may constitute “forward - looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act

MED / Medifast, Inc. 8-A12B/A - - 8-A12B/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A (Amendment No. 1) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State of incorporation or organization) 13-3714405 (I.R.S. Employer Identification No.) 100 Int

First Amendment to Rights Agreement, dated as of December 13, 2019, by and between Medifast, Inc. and American Stock Transfer & Trust Company, LLC.

Exhibit 4.1 FIRST AMENDMENT TO RIGHTS AGREEMENT This FIRST AMENDMENT TO RIGHTS AGREEMENT (this “Amendment”) is entered into as of December 13, 2019, by and between MEDIFAST, INC., a Delaware corporation (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company, as rights agent (the “Rights Agent”). All capitalized terms used herein and not otherw

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

Medifast, Inc. Announces 51 Percent Increase in Quarterly Dividend Dividend increase follows another quarter of double-digit revenue growth

Exhibit 99.1 Medifast, Inc. Announces 51 Percent Increase in Quarterly Dividend Dividend increase follows another quarter of double-digit revenue growth BALTIMORE, December 3, 2019/PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinically proven programs and healthy living products, announced today that its Board of Directors has declared a $1.13 quarterly cash

Amended and Restated Bylaws of Medifast, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Amendment No. 1 Current Report on Form 8-K (File No. 001-31573) filed on December 4, 2019).

EX-3.1 2 tm1923867d1ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 MEDIFAST, INC., a Delaware Corporation AMENDED AND RESTATED BYLAWS (Amended and Restated as of June 13, 2019) TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS Section 1.1 Annual Meeting 1 Section 1.2 Notice of Business to be Brought Before an Annual Meeting 1 Section 1.3 Special Meetings 5 Section 1.4 Manner of Giving Notice 8 Section 1.5 Notice o

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission F

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

MEDIFAST ADOPTS LIMITED DURATION STOCKHOLDER RIGHTS PLAN

Exhibit 99.1 MEDIFAST ADOPTS LIMITED DURATION STOCKHOLDER RIGHTS PLAN Baltimore, Md. (November 21, 2019) – Medifast (NYSE: MED) a leading manufacturer and distributor of clinically proven programs and healthy living products, today announced that its Board of Directors has unanimously adopted a limited duration stockholder rights plan (the “Rights Plan”) and declared a dividend of one right for ea

Certificate of Designations of Series E Junior Participating Preferred Stock of Medifast, Inc., dated November 21, 2019.

EX-3.1 2 tm1923655d1ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF DESIGNATIONS OF SERIES E JUNIOR PARTICIPATING PREFERRED STOCK OF MEDIFAST, INC. (Pursuant to Section 151 of the Delaware General Corporation Law) MEDIFAST, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (hereinafter called the “Corporation”), hereby certifies that the followi

Medifast, Inc. and American Stock Transfer & Trust Company, LLC Rights Agreement (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No. 001-31573) filed on November 22, 2019).

EX-4.1 3 tm1923655d1ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 MEDIFAST, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC RIGHTS AGREEMENT Dated as of November 21, 2019 TABLE OF CONTENTS Page Section 1 Definitions 1 Section 2 Appointment of Rights Agent 6 Section 3 Issue of Right Certificates 6 Section 4 Form of Right Certificates 8 Section 5 Countersignature and Registration 8 Section 6 Transfer, Spl

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

MED / Medifast, Inc. 8-A12B - - 8-A12B

8-A12B 1 tm1923655d28a12b.htm 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of Incorporation) 001-31573 (Commission File Number)

JOINT FILING AGREEMENT

EX-99.1 2 ex991to13d0945500611152019.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the common stock, $0.001 par value per

MED / Medifast, Inc. / Engaged Capital LLC - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Medifast, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 58470H101 (CUSIP Number) glenn w. welling engage

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-3157

Medifast, Inc. Executive Severance Plan (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-31573) filed on November 8, 2019).

EX-10.1 2 med-20190930ex1011599b0.htm EX-10.1 Exhibit 10.1 MEDIFAST, INC. EXECUTIVE SEVERANCE PLAN Medifast, Inc., a Delaware corporation (the “Company”), has adopted this Medifast, Inc. Executive Severance Plan (the “Plan”) to provide key employees of the Company and its affiliates and subsidiaries with severance protection under covered circumstances. Article I. DEFINITIONS AND INTERPRETATIONS S

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

Medifast, Inc. Announces Third Quarter 2019 Results

Medifast, Inc. Announces Third Quarter 2019 Results Reports Record Revenues; Updates Full Year Outlook Announces New 2.0 Million Stock Repurchase Authorization BALTIMORE, Nov. 7, 2019 /PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinically proven programs and healthy living products, today reported results for the third quarter ended September 30, 2019. Thir

Medifast, Inc. Announces Quarterly Dividend

Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, September 12, 2019/PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinically proven programs and healthy living products , announced today that its Board of Directors has declared a $0.75 cash dividend to its stockholders. The quarterly cash dividend of $0.75 per share is payable on November 7,

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 12, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573 Med

Medifast, Inc. Announces Second Quarter 2019 Results

EX-99.1 2 tv526492ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Medifast, Inc. Announces Second Quarter 2019 Results Reports Record Revenues; Raises Full Year Outlook BALTIMORE, Aug. 1, 2019 /PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading developer of clinically proven health and wellness programs, products and services, today reported strong results for the second quarter ended June 30, 2019. Second

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37144

Medifast, Inc. Announces Quarterly Dividend

EX-99.1 3 tv523557ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, Md., June 13, 2019/PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinically proven programs and healthy living products, announced today that its Board of Directors has declared a $0.75 cash dividend to its stockholders. The quarterly cash dividend of

Amended and Restated Bylaws of Medifast, Inc.

EX-3.1 2 tv523557ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 MEDIFAST, INC., a Delaware Corporation AMENDED AND RESTATED BYLAWS (Amended and Restated as of June 13, 2019) -i- TABLE OF CONTENTS Page ARTICLE I Stockholders Section 1.1 Annual Meeting 1 Section 1.2 Notice of Business to be Brought Before an Annual Meeting 1 Section 1.3 Special Meetings 5 Section 1.4 Manner of Giving Notice 8 Section 1.5 Notice

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10‑Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001‑31573 Me

Medifast, Inc. Announces First Quarter 2019 Financial Results

Medifast, Inc. Announces First Quarter 2019 Financial Results First Quarter Revenue Increased 68% to $165.9 Million Net Income Increased 70% for the First Quarter Company Raises Full Year 2019 Outlook BALTIMORE, May 1, 2019 /PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of healthy living products and programs, today reported financial results for the first quarte

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714405

MED / Medifast, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State

MED / Medifast, Inc. DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

Medifast, Inc. Announces Quarterly Dividend

EX-99.1 2 tv516149ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, Md., March 13, 2019/PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinically proven, healthy living products and programs, announced today that its Board of Directors has declared a $0.75 cash dividend to its stockholders. The quarterly cash dividend o

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3714

Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Grant Notice Employee Deferred Shares (incorporated by reference to Exhibit 10.9 to the Company’s Annual Report on Form 10-K (File No. 001-31573) filed on March 1, 2019).

Exhibit 10.9 Form of Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Grant Notice Employee Deferred Shares Medifast, Inc. Amended and Restated 2012 Share Incentive Plan GRANT NOTICE EMPLOYEE DEFERRED SHARES Medifast, Inc. (the “Company”) hereby grants to the Participant named below Deferred Shares ( “RSUs”) pursuant to the Medifast, Inc. Amended and Restated 2012 Share Incentive Plan

Subsidiaries of Medifast, Inc. (filed herewith).

Exhibit 21.1 Subsidiaries of Medifast, Inc. Corporate Subsidiaries State of Incorporation Corporate Events, Inc. Delaware Jason Enterprises, Inc. Delaware Jason Pharmaceuticals, Inc. Maryland Jason Properties, LLC Delaware Medifast Franchise Systems, Inc. Delaware Medifast Nutrition, Inc. Ontario, Canada OPTAVIA, LLC Delaware OPTAVIA (Hong Kong) Limited Hong Kong OPTAVIA (Singapore) PTE. LTD Singa

Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Grant Notice Performance Share Unit (incorporated by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K (File No. 001-31573) filed on March 1, 2019).

EX-10.8 2 tv508957ex10-8.htm EXHIBIT 10.8 Exhibit 10.8 Form of Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Grant Notice Performance Share Unit Medifast, Inc. Amended and Restated 2012 Share Incentive Plan GRANT NOTICE PERFORMANCE SHARE UNITS Medifast, Inc. (the “Company”) hereby grants to the Participant named below performance-based Deferred Shares (“Performance Share Units” or

Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Grant Notice Nonemployee Director Deferred Share Cash Equivalent (incorporated by reference to Exhibit 10.11 to the Company’s Annual Report on Form 10-K (File No. 001-31573) filed on March 1, 2019).

EX-10.11 5 tv508957ex10-11.htm EXHIBIT 10.11 Exhibit 10.11 Form of Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Grant Notice Nonemployee Director Deferred Share Cash Equivalent Medifast, Inc. Amended and Restated 2012 Share Incentive Plan GRANT NOTICE NONEMPLOYEE DIRECTOR DEFERRED SHARE CASH EQUIVALENT Medifast, Inc. (the “Company”) hereby grants to the Participant named below Def

Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Grant Notice Nonemployee Director Deferred Shares (incorporated by reference to Exhibit 10.10 to the Company’s Annual Report on Form 10-K (File No. 001-31573) filed on March 1, 2019).

Exhibit 10.10 Form of Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Grant Notice Nonemployee Director Deferred Shares Medifast, Inc. Amended and Restated 2012 Share Incentive Plan GRANT NOTICE NONEMPLOYEE DIRECTOR DEFERRED SHARES Medifast, Inc. (the “Company”) hereby grants to the Participant named below Deferred Shares ( “RSUs”) pursuant to the Medifast, Inc. Amended and Restated

MED / Medifast, Inc. FORM 10-K (Annual Report)

10-K 1 tv50895710k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 00

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

Medifast, Inc. Announces Fourth Quarter and Full Year 2018 Financial Results

Medifast, Inc. Announces Fourth Quarter and Full Year 2018 Financial Results Revenue Increased 87% in the Fourth Quarter and 66% for the Full Year Net Income Increased 114% in the Fourth Quarter and 101% for the Full Year Company Introduces First Quarter and Fiscal Year 2019 Outlook BALTIMORE, Feb. 26, 2019 /PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinic

MED / Medifast, Inc. / VANGUARD GROUP INC Passive Investment

medifastinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: Medifast Inc Title of Class of Securities: Common Stock CUSIP Number: 58470H101 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate box to designat

MED / Medifast, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* MEDIFAST INC (Name of Issuer) Common Stock (Title of Class of Securities) 58470H101 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2019 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37

January 2019 INVESTOR PRESENTATION

Exhibit 99.1 January 2019 INVESTOR PRESENTATION Safe Harbor Statement Certain information included in this presentation may constitute “forward - looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward - looking statements

Medifast, Inc. Announces 56 Percent Increase in Quarterly Dividend Company declares quarterly cash dividend of $0.75 per share, largest in company’s history

EX-99.1 2 tv508960ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Medifast, Inc. Announces 56 Percent Increase in Quarterly Dividend Company declares quarterly cash dividend of $0.75 per share, largest in company’s history BALTIMORE, Md., December 11, 2018/PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinically proven, healthy living products and programs, announced tod

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2018 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

MED / Medifast, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573 Medifast, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2018 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware 001-31573 13-3714405 (State or other jurisdiction of incorporation) (Commission File Nu

Medifast, Inc. Announces Third Quarter 2018 Financial Results

Medifast, Inc. Announces Third Quarter 2018 Financial Results Third Quarter Revenue Increased 80% and EPS Increased 107% Record Financial Results Exceed Third Quarter Guidance Raises Fiscal Year 2018 Outlook BALTIMORE, Nov. 6, 2018 /PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinically proven, healthy living products and programs, today reported financial r

MED / Medifast, Inc. / VANGUARD GROUP INC Passive Investment

medifastinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Medifast Inc Title of Class of Securities: Common Stock CUSIP Number: 58470H101 Date of Event Which Requires Filing of this Statement: September 28, 2018 Check the appropriate box to designa

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2018 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-3

Medifast, Inc. Announces Quarterly Dividend

Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, Md., September 6, 2018/PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinically proven, healthy living products and programs, announced today that its Board of Directors has declared a $0.48 cash dividend to its stockholders. The quarterly cash dividend of $0.48 per share is payable on Novembe

MED / Medifast, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-31573 Medifast, Inc. (Exa

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 tv5000158k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2018 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (C

Medifast, Inc. Announces Second Quarter 2018 Financial Results

EX-99.1 2 tv500015ex99-1.htm EXHIBIT 99.1 Medifast, Inc. Announces Second Quarter 2018 Financial Results Second Quarter Revenue Increased 55% and EPS Increased 84% Record Financial Results Exceed Second Quarter Guidance Raises Fiscal Year 2018 Outlook BALTIMORE, Md., Aug. 2, 2018 /PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinically proven, healthy living

OPTAVIA® Celebrates Record-Breaking Attendance at Largest Annual Convention Nearly 6,000 OPTAVIA Coaches Gathered for Training Seminars and Workshops in St. Louis, MO

Exhibit 99.1 OPTAVIA® Celebrates Record-Breaking Attendance at Largest Annual Convention Nearly 6,000 OPTAVIA Coaches Gathered for Training Seminars and Workshops in St. Louis, MO BALTIMORE, MD., July 24, 2018 – Medifast, Inc. (NYSE: MED), a leading manufacturer and provider of clinically proven, healthy living products and programs, today announced its lifestyle brand, OPTAVIA, hosted its largest

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2018 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37144

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2018 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37144

Regulation FD Disclosure

8-K 1 tv4965398-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2018 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (C

Medifast, Inc. Announces Quarterly Dividend

EX-99.1 2 tv496494ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Medifast, Inc. Announces Quarterly Dividend BALTIMORE, Md., June 14, 2018/PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinically proven, healthy living products and programs, announced today that its Board of Directors has declared a $0.48 cash dividend to its stockholders. The quarterly cash dividend of

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2018 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Commission File Number) 13-37144

MED / Medifast, Inc. FORM 10-Q (Quarterly Report)

10-Q 1 tv49182810q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Num

Medifast, Inc. Announces First Quarter 2018 Financial Results

Exhibit 99.1 Medifast, Inc. Announces First Quarter 2018 Financial Results First Quarter Revenue Increased 40% and EPS Increased 98% Financial Results Exceed Company Guidance Raises Fiscal Year 2018 Outlook BALTIMORE, May 3, 2018 /PRNewswire/ - Medifast, Inc. (NYSE: MED), a leading manufacturer and distributor of clinically proven, healthy living products and programs, today reported financial res

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 tv4929978k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2018 MEDIFAST, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-31573 (Comm

MED / Medifast, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State