“Where Are the Numbers?” Doug Bergeron Calls on Ethan Allen to Release First Quarter Results Before November 4 Board Vote
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Company Has Yet to Announce an Earnings Release Date, Departing from a Decade of Consistent Disclosure Practice
Raises Serious Questions About Board Credibility Following Inaccurate Financial Claims and Mischaracterizations of Mr. Bergeron’s Nominees and Plan to Restore Growth
Warns Shareholders Not to Be Fooled by Selective Financial Claims and Repeated Growth Promises That Obscure Two Decades of Decline
“Where are the numbers? Shareholders are on the verge of deciding who will oversee Ethan Allen’s next chapter, yet the Board of Directors (the “Board”) has not told them if, or when, they will see the Company’s latest financial results. For each of the past ten years, Ethan Allen announced the release date for its fiscal first quarter results no later than October 18.1 This year, with the Annual Meeting just over two weeks away, shareholders have heard nothing. However, this election is not about a single quarter. After 20 years of deteriorating performance, including four consecutive quarters of fixed-cost deleveraging from declining sales, shareholders should have no reason to trust the Chairman and CEO and the incumbent Board’s promises of sustainable growth.”
Mr. Bergeron also set the record straight on several willfully misleading and inaccurate representations in the Company’s recent investor presentation and proxy materials that further call into question the Board’s record and credibility:
-
Another “positioned for growth” promise without results. In 2015, defending against a proxy contest, the Company told shareholders it was “well positioned to begin an accelerated growth phase.”2 Eleven years later, the business is substantially smaller, less profitable and less valuable. Years of design-center “refreshes,” expanded assortments, increased advertising and digital initiatives have failed to produce sustained growth, and the
12.8% five-year average operating margin the Company highlights obscures a7.8% margin in FY2026, less than half the17.3% reached in FY2023.3 Activity is not achievement, and historical averages cannot disguise the deterioration.
-
Returning cash from a shrinking business is not the same as compounding shareholder value. Over five years, Ethan Allen’s share price has appreciated just
2.5% , with approximately94% of its reported45% total shareholder return attributable to dividends.4 Over 10 years, the share price has declined31% , despite a reported total shareholder return of27% 5 – a 58 percentage point swing due to dividends.
-
The greatest risk to Ethan Allen’s dividend is the continued erosion of the earnings base that supports it. The regular dividend consumed approximately
97% of adjusted EPS in FY2026, up from just29% in FY2022. Cash dividends paid of exceeded the year’s$46 million of free cash flow, itself down$41 million 41% from FY2024.6 Yet, after the proxy contest began, the Board declared another special dividend. The Board continues distributing capital while failing to rebuild the earnings required to sustain those distributions.$76 million
- The Board that accepted two decades of decline should not be entrusted with selecting and overseeing the next CEO. After 38 years under the same Chairman and CEO, the Board repeatedly extended Mr. Kathwari’s tenure and accepted performance standards that moved down with the business, without imposing meaningful consequences. A formal succession process was announced only after this proxy contest began – 11 days after Mr. Bergeron announced his own independent CEO search – with a successor to be announced by June 2027. Worse, the Board wants the next CEO to “build on and accelerate” the same strategy that has failed to restore growth. Why should the Board that did not hold the current CEO accountable be entrusted to choose, and then oversee, the next one?
- Mr. Bergeron and his nominees bring the expertise a modern premium home furnishings company demands, and a clear plan to transition leadership responsibly and restore growth. The nominees bring relevant manufacturing, sourcing, merchandising, technology, operating and governance experience, as well as brand and digital capabilities that are noticeably absent from the current Board. An experienced interim CEO would lead the business, supported by existing operating management, while the Board validates strategy, stages investment and establishes accountability. The incumbents offer promise after promise of change yet never deliver. We are offering an actionable plan for change.
“The Board’s October 15 investor presentation only reinforces our concerns about its pattern of selective financial disclosures, misleading representations and lack of accountability. First, the Board selects the numbers it wants shareholders to see. Now, it has not even said when they will see the latest results. Shareholders deserve the full picture, not selective disclosures and more promises from a Board that has allowed the decline to continue under the same Chairman and CEO. On November 4, shareholders have an opportunity to demand a new standard of transparency, accountability and leadership by electing a Board with the experience and a credible plan to restore growth and drive long-term value creation.”
Additional materials related to Mr. Bergeron’s campaign, including video interviews with his five director candidates, may be found at www.EthanAllenGrowth.com. Shareholders are encouraged to follow the campaign’s LinkedIn and X pages to stay informed in real time.
PROTECT YOUR INVESTMENT. RENEW AN AMERICAN ICON. VOTE THE WHITE UNIVERSAL PROXY CARD TODAY
Shareholders with questions on how to vote their shares may visit www.EthanAllenGrowth.com/How-To-Vote.
ADDITIONAL INFORMATION
DGB Investment, Inc. and Douglas G. Bergeron, together with the other participants in their solicitation (collectively, “DGB”), have filed a definitive 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’s slate of highly qualified director candidates and the other proposals to be presented at the 2026 annual meeting of stockholders (the “Annual Meeting”) of Ethan Allen Interiors Inc., a
1 Company SEC filings and press releases announcing the dates of its fiscal first quarter earnings releases for fiscal years 2017 through 2026.
2 Ethan Allen first quarter fiscal 2016 earnings press release dated October 27, 2015.
3 Ethan Allen SEC filings; S&P Capital IQ.
4 As of August 4, 2026, the last trading day before Mr. Bergeron publicly launched his campaign; Ethan Allen SEC filings; S&P Capital IQ.
5 As of August 4, 2026; Ethan Allen SEC filings; S&P Capital IQ.
6 Ethan Allen SEC filings; S&P Capital IQ.
View source version on businesswire.com: https://www.businesswire.com/news/home/20261018472259/en/
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