[Form 4] CULP INC Insider Trading Activity

Rhea-AI Filing Summary

Culp, Inc. director William L. Tyson was granted 13,064 restricted stock units (RSUs) on 09/25/2025 that represent a contingent right to receive 13,064 shares of Culp common stock. The RSUs carry a grant price of $0 and vest only if Mr. Tyson remains a director through the earlier of the one-year anniversary of the grant or the company’s next annual meeting that is at least 50 weeks after the September 24, 2025 annual meeting. Following the grant, Mr. Tyson is reported as beneficially owning 13,064 shares directly. The Form 4 was submitted and signed by an attorney-in-fact on 09/29/2025.

Positive

• Equity alignment: Grant of 13,064 RSUs aligns the director's interests with shareholders by delivering equity-based compensation contingent on continued service
• Clear vesting condition: Vesting is time-based and explicitly defined, enhancing transparency

Negative

• Potential dilution: The award represents future issuance of common stock upon vesting, which could dilute existing shareholders when settled
• Limited context: The filing does not disclose the grant's relative size versus outstanding shares or standard director pay, limiting assessment of materiality

Insights

Corporate Governance Expert

TL;DR: A standard director equity grant that aligns compensation with continued board service.

This Form 4 reports a time-based restricted stock unit award to a director, which is common practice to align director interests with shareholders through equity ownership. The award vests solely based on continued service to a specified milestone, creating retention incentive without immediate dilution because the units are contingent until vesting. The zero dollar grant price indicates the units are compensation rather than a purchase. For governance assessment, the grant is routine, transparent, and tied to clear vesting conditions.

Compensation Analyst

TL;DR: Non-cash RSU grant of 13,064 shares is a material but routine director compensation event.

From a compensation perspective, the award size should be evaluated relative to the company’s director pay practices and outstanding share count, which are not included here. The vesting condition—remaining a director to a defined date—is a straightforward retention metric. The reported direct beneficial ownership of 13,064 shares after the grant confirms the economic interest is recorded, but details on potential dilution timing and overall equity run-rate are not provided in this filing.

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^*

Tyson William L

(Last) (First) (Middle)

CULP INNOVATION CENTER AT CONGDON YARDS

410 WEST ENGLISH ROAD - 5TH FLOOR

(Street)

HIGH POINT NC 27262

(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)
09/25/2025

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

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	09/25/2025		A		13,064		(2)	(2)	Common Stock	13,064	$0	13,064	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 13,064 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 Issuer's next annual meeting of shareholders that is at least 50 weeks after the Issuer's September 24, 2025, annual meeting of shareholders.

	/s/ Justin M. Grow, Attorney-In-Fact	09/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did CULP director William L. Tyson receive on 09/25/2025?

He was granted 13,064 restricted stock units (RSUs) that represent the right to receive 13,064 shares of Culp common stock upon vesting.

When do the RSUs granted to William L. Tyson vest?

They vest if he remains a director through the earlier of the one-year anniversary of the grant or the issuer's next annual meeting that is at least 50 weeks after the September 24, 2025 annual meeting.

What price was paid for the RSUs granted to the director?

The RSUs were granted with a $0 price, indicating they are compensation awards rather than purchases.

How many shares does William L. Tyson beneficially own following the reported transaction?

The Form 4 reports 13,064 shares beneficially owned following the reported grant.

Who filed and signed the Form 4 for this transaction?

The filing was signed by Justin M. Grow, Attorney-In-Fact on 09/29/2025.