[Form 4] CULP INC Insider Trading Activity

Rhea-AI Filing Summary

Insider reported contingent grants of restricted stock units (RSUs) tied to board service at Culp, Inc. (CULP). The filing shows a deemed acquisition on 09/24/2025 of 10,033 RSUs and a reported acquisition on 09/25/2025 of 14,252 RSUs, each representing the right to receive common stock if the reporting person remains a director through a specified vesting condition. The 10,033 RSUs vest on the earlier of the one-year anniversary of grant or the next qualifying annual meeting; the 14,252 RSUs follow a similar condition tied to the Issuer's 09/24/2025 annual meeting. Following the reported transactions, the reporting person beneficially owns 14,252 shares of common stock subject to RSUs (direct ownership of other RSUs is noted as none for the 09/24 vesting date).

Positive

• Company disclosed specific RSU grants (10,033 and 14,252 units), providing transparency about director compensation
• RSUs align director incentives with long-term shareholder value through time/service-based vesting conditions

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director equity awards align board member incentives with shareholders without indicating change in control or compensation policy.

The filing documents time- and service-based restricted stock unit grants to a director, contingent on continued board service through specified vesting dates. These grants are standard governance practice to promote alignment between management and shareholders. The amounts (10,033 and 14,252 RSUs) are disclosed explicitly and carry no stated cash price, indicating equity-based compensation rather than cash payment. There is no disclosure of policy changes, accelerated vesting, or special treatment that would raise governance concerns.

Securities Analyst

TL;DR: Insider received standard RSU grants; transaction is informational and likely immaterial to near-term valuation.

The Form 4 shows contingent rights to receive common stock via RSUs with vesting tied to continued directorship. The filing lists specific share counts and clarifies that the 10,033 RSUs relate to a vesting condition at the earlier of one year or the next qualifying annual meeting, while 14,252 RSUs follow a similar schedule tied to the Issuer's 09/24/2025 meeting. There are no derivative instruments, option exercise prices, or cash proceeds reported, and no indications of dispositions that would materially affect share count beyond the contingent awards described.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

JACKSON FRED A

(Last) (First) (Middle)

C/O FUDDICK CORP

301 S TRYON ST STE 1800

(Street)

CHARLOTTE NC 28202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CULP INC [ CULP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/24/2025		M		10,033	A	$0	91,073	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units(1)	$0	09/24/2025		M			10,033	(2)	(2)	Common Stock	10,033	$0	0(3)	D
Restricted Stock Units(1)	$0	09/25/2025		A		14,252		(4)	(4)	Common Stock	14,252	$0	14,252	D

Explanation of Responses:

1. Contingent right to receive issuance of Culp, Inc. common stock.

2. These restricted stock units represent the right to receive 10,033 shares of Culp, Inc. common stock based on the reporting person remaining a director as of the date that is the earlier of (i) the one-year anniversary of the date of the grant, or (ii) the next annual meeting of shareholders of the Issuer which is at least 50 weeks after the immediately preceding year's annual meeting.

3. The reporting person holds no more restricted stock units with a vesting date of the Issuer's September 24, 2025, annual meeting of shareholders.

4. These restricted stock units represent the right to receive 14,252 shares of Culp, Inc. common stock based on the reporting person remaining a director as of the date that is the earlier of (i) the one-year anniversary of the date of the grant, or (ii) the next annual meeting of shareholders which is at least 50 weeks after the Issuer's September 24, 2025, annual meeting of shareholders.

	/s/ Justin M. Grow, Attorney-In-Fact	09/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did the CULP Form 4 filed for 09/24-09/25/2025 disclose?

The filing disclosed contingent grants of 10,033 RSUs (deemed 09/24/2025) and 14,252 RSUs (reported 09/25/2025) tied to continued directorship.

When do the restricted stock units for CULP vest?

Each RSU grant vests on the earlier of (i) the one-year anniversary of the grant or (ii) the next annual meeting of shareholders that is at least 50 weeks after the prior meeting, as specified in the filing.

Does the Form 4 show any cash proceeds from the transactions?

No; the reported RSUs have a price of $0, indicating equity grants rather than cash purchases.

How many shares does the reporting person beneficially own following the reported transactions?

The filing indicates 14,252 shares of common stock subject to RSUs are beneficially owned following the reported transactions (as direct holdings of vested RSUs).

Are these RSU grants contingent or immediately vested?

They are contingent rights to receive common stock based on the reporting person remaining a director through the stated vesting condition; they are not immediately vested.