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Doug Bergeron Files Preliminary Proxy Statement for Ethan Allen’s 2026 Annual Meeting

Doug Bergeron (ETD) has filed a preliminary proxy statement with the SEC to nominate five director candidates to Ethan Allen’s Board at the 2026 Annual Meeting of Stockholders.

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Details Company’s Prolonged Underperformance, Absent Digital Strategy, and Execution and Governance Failures Under Entrenched Leadership of Chairman and CEO Farooq Kathwari

Emphasizes Strength of Mr. Bergeron’s Director Candidates, Who Possess the Skillsets and Experiences Needed to Restore Growth and Revitalization at Ethan Allen

PARK CITY, Utah--(BUSINESS WIRE)-- Doug Bergeron, a significant shareholder of Ethan Allen Interiors Inc. ("Ethan Allen" or the "Company") (NYSE: ETD) with beneficial ownership, collectively with his affiliates and associates, of 5.2% of Ethan Allen’s outstanding common stock, today filed a preliminary proxy statement with the U.S. Securities and Exchange Commission in connection with his nomination of five highly qualified and experienced candidates for election to Ethan Allen's Board of Directors (the “Board”) at the Company's 2026 Annual Meeting of Stockholders.

In the preliminary proxy statement, Mr. Bergeron describes:

  • Ethan Allen’s declining revenue, lost market share, languishing share price performance and diminished investor confidence under the leadership of its Chairman, President and CEO, Farooq Kathwari;
  • A Board that has failed to hold management accountable or oversee the strategic and leadership changes the Company urgently needs; and
  • Why his alternative slate of director candidates, including Mr. Bergeron, Anna Brockway, Kristine Miller, Steve Oblak and Stefanie Tsen Ward, are best positioned to restore growth and shareholder value.

Mr. Bergeron commented, “Ethan Allen is an iconic American business with a strong brand and product portfolio, yet the Company has significantly underperformed its luxury peers and the broader market for nearly two decades. While it would be easy to attribute this underperformance to structural industry challenges or cyclical headwinds, we believe a series of strategic missteps, ineffective execution and weak governance practices under the current Board and its long-tenured Chairman, President and CEO, Farooq Kathwari, are to blame.

“With revenue cut nearly in half since 2006, the Company’s substantial fixed cost infrastructure will soon become untenable – eroding margins and leading to reduced, and eventually, no, profitability. This downward spiral will only accelerate if the Board continues to rashly issue special dividends that deplete the Company’s excess cash rather than investing these funds behind business reinvention, including the digital tools and omnichannel capabilities that furniture retailers need to compete in today’s day and age. Without a new, brand-focused strategy, disciplined capital allocation and materially improved execution across digital marketing and retail, Ethan Allen will continue to shrink, and shareholders will pay the price.

“I invested significant personal capital because I believe, with the right Board, this Company can deliver profitable growth and long-term shareholder value. The nominees we have put forth are proven operators who know how to build modern, omnichannel retail businesses and hold leadership accountable when results do not follow the rhetoric. We look forward to engaging with our fellow shareholders in the coming weeks and are committed to earning your vote for the change this Company desperately needs."

The preliminary proxy statement is available free of charge on the SEC's website at www.sec.gov.

For more information on Mr. Bergeron’s campaign, including the case for change and nominee biographies, shareholders are encouraged to visit www.EthanAllenGrowth.com.

CERTAIN INFORMATION CONCERNING THE PARTICIPANTS

DGB Investment, Inc. (“DGB Investment”) and Douglas G. Bergeron, together with the other participants named herein, have filed a preliminary proxy statement and accompanying WHITE universal proxy card with the Securities and Exchange Commission (“SEC”) to be used to solicit proxies with respect to the election of DGB Investment’s slate of highly qualified director candidates and the other proposals to be presented at the 2026 annual meeting of stockholders of Ethan Allen Interiors Inc., a Delaware corporation (“ETD” or the “Company”).

THE PARTICIPANTS STRONGLY ADVISE ALL STOCKHOLDERS OF THE COMPANY TO READ THE PROXY STATEMENT AND OTHER PROXY MATERIALS, INCLUDING A PROXY CARD, AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. SUCH PROXY MATERIALS WILL BE AVAILABLE AT NO CHARGE ON THE SEC’S WEB SITE AT HTTPS://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS IN THIS PROXY SOLICITATION WILL PROVIDE COPIES OF THE PROXY STATEMENT WITHOUT CHARGE, WHEN AVAILABLE, UPON REQUEST. REQUESTS FOR COPIES SHOULD BE DIRECTED TO THE PARTICIPANTS’ PROXY SOLICITOR.

The participants in the solicitation are expected to be DGB Investment, Douglas Bergeron Qualified Personal Residence Trust (the “Residence Trust”), Bergeron Nieces and Nephews Trust (the “Nieces and Nephews Trust”), Douglas G. Bergeron, Jennifer M. Harrison, Anna Brockway, Kristine E. Miller, Stephen Oblak and Stefanie Tsen Ward.

As of the date hereof, DGB Investment directly beneficially owns 1,050,000 shares of the Company’s Common Stock, $0.01 par value per share (the “Common Stock”). As of the date hereof, the Residence Trust directly beneficially owns 90,000 shares of Common Stock. As of the date hereof, the Nieces and Nephews Trust directly beneficially owns 135,000 shares of Common Stock. Mr. Bergeron, as President and sole stockholder of DGB Investment and as trust advisor for each of the Residence Trust and the Nieces and Nephews Trust, may be deemed to beneficially own the 1,275,000 shares of Common Stock directly beneficially owned in the aggregate by DGB Investment, the Residence Trust and the Nieces and Nephews Trust. As of the date hereof, Ms. Harrison directly beneficially owns 25,000 shares of Common Stock. As of the date hereof, Mses. Brockway, Miller and Ward and Mr. Oblak do not beneficially own any shares of Common Stock.

Media Contact:
DGB@gasthalter.com

Investor Contact:
Bruce Goldfarb / Chuck Garske
Okapi Partners
(877) 285-5990
info@okapipartners.com

Source: On Behalf of Doug Bergeron

Key Terms

preliminary proxy statement regulatory
A preliminary proxy statement is an advance draft of the information a company will send shareholders before a vote, outlining items like board elections, mergers, executive pay, and shareholder proposals. It matters to investors because it lays out what will be decided, management’s recommendations, and key facts that can affect a company’s direction and stock value — like receiving the agenda and background packet before a town-hall vote.
beneficial ownership financial
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
View in glossary
universal proxy card regulatory
A universal proxy card is a single voting ballot sent to shareholders that lists every director nominee put forward by both the existing board and any challengers, allowing investors to pick any mix of candidates they prefer. Like a combined ballot at a community election, it makes voting easier, increases individual shareholder control, and can materially change the dynamics, cost and likely outcome of contested board elections.