DIXIE GROUP (NASDAQ: DXYN) officer converts Class B stock, surrenders shares for taxes

Rhea-AI Filing Summary

DIXIE GROUP INC officer Daniel K. Frierson Jr. reported routine equity compensation-related transactions in company stock. He converted 4,882 shares of Class B Common Stock into the same number of Common Stock shares, increasing his direct holdings. On the same date, 5,515 Common Stock shares were surrendered back to the company to cover income tax withholding on the vesting of a restricted stock award, a non-market disposition. After these entries, he directly holds 13,614 Common Stock shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Frierson Daniel K Jr.

Role VP-Chief Operating Officer

Type	Security	Shares	Price	Value
Conversion	Common Stock, $3 par value	4,882	$0.00	--
Tax Withholding	Common Stock, $3 par value	5,515	$0.40	$2K

Holdings After Transaction: Common Stock, $3 par value — 19,129 shares (Direct)

Footnotes (1)

1. Represents a conversion of Class B Common Stock to an equal number of shares of Common Stock. Represents shares surrendered to Company to satisfy income tax withholding requirements with respect to vesting of an outstanding award of restricted stock.

Key Figures

Class B to common conversion: 4,882 shares Shares surrendered for taxes: 5,515 shares Tax withholding price: $0.40 per share +1 more

4 metrics

Class B to common conversion 4,882 shares Converted from Class B Common Stock to Common Stock

Shares surrendered for taxes 5,515 shares Surrendered to company for income tax withholding on restricted stock vesting

Tax withholding price $0.40 per share Price used for tax-withholding disposition of 5,515 shares

Holdings after transactions 13,614 shares Total Common Stock directly held after reported entries

Key Terms

Class B Common Stock, restricted stock, income tax withholding, tax-withholding disposition

4 terms

Class B Common Stock financial

"Represents a conversion of Class B Common Stock to an equal number of shares of Common Stock."

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

restricted stock financial

"with respect to vesting of an outstanding award of restricted stock."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

income tax withholding financial

"to satisfy income tax withholding requirements with respect to vesting of an outstanding award of restricted stock."

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Frierson Daniel K Jr.

(Last) (First) (Middle)

PO BOX 2007

(Street)

DALTON GEORGIA 30722

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DIXIE GROUP INC [ DXYN ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP-Chief Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

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

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

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

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, $3 par value	03/31/2026		C		4,882(1)	A	$0	19,129	D
Common Stock, $3 par value	03/31/2026		F		5,515(2)	D	$0.4	13,614	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

Explanation of Responses:

1. Represents a conversion of Class B Common Stock to an equal number of shares of Common Stock.

2. Represents shares surrendered to Company to satisfy income tax withholding requirements with respect to vesting of an outstanding award of restricted stock.

Remarks:

	/s/ John F. Henry, Jr., by Power of Attorney for Daniel K. Frierson, Jr.	03/31/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did DIXIE GROUP INC (DXYN) report for Daniel K. Frierson Jr.?

Daniel K. Frierson Jr. reported a conversion of 4,882 Class B Common Stock shares into Common Stock and a surrender of 5,515 Common Stock shares to the company for income tax withholding on vesting restricted stock, leaving him with 13,614 Common Stock shares.

Was the 5,515-share disposition by the DIXIE GROUP INC (DXYN) officer an open-market sale?

No. The 5,515 Common Stock shares were surrendered to the company to satisfy income tax withholding on a vesting restricted stock award. This tax-withholding disposition does not represent an open-market sale and does not reflect active trading in the public market.

How many DIXIE GROUP INC (DXYN) shares does Daniel K. Frierson Jr. hold after these Form 4 transactions?

Following the reported transactions, Daniel K. Frierson Jr. directly holds 13,614 shares of DIXIE GROUP INC Common Stock. This balance reflects both the 4,882-share conversion from Class B Common Stock and the 5,515 shares surrendered for income tax withholding obligations.

What does the 4,882-share conversion in the DIXIE GROUP INC (DXYN) Form 4 represent?

The 4,882-share transaction represents a conversion of Class B Common Stock into an equal number of Common Stock shares. According to the filing footnote, each Class B share was converted one-for-one into Common Stock, changing the class of holdings but not the share count.

Are the DIXIE GROUP INC (DXYN) Form 4 transactions related to compensation for Daniel K. Frierson Jr.?

Yes. The filing states that 5,515 Common Stock shares were surrendered to satisfy income tax withholding on the vesting of a restricted stock award. This indicates the transactions are tied to equity compensation mechanics rather than discretionary market trading activity.