Ethan Allen Interiors Inc SEC Filings

A shareholder of Ethan Allen Interiors Inc. filed an amended Rule 144 notice to sell 80100 shares of the company’s common stock through J.P. Morgan Securities on or about 12/15/2025 on the NYSE, with an aggregate market value of 1134000. Shares outstanding were 2018520. The notice traces these shares to prior RSU vesting awards from the issuer and subsequent transfers to the Irfan Kathwari Foundation and several family trusts, and it lists repeated common stock transactions over the past three months by the same individual, the foundation, and those trusts with disclosed gross proceeds.

Ethan Allen has a Rule 144 notice covering the planned sale of 540 shares of its common stock through J.P. Morgan Securities LLC, with an aggregate market value of $13,608, 25,446,339 shares outstanding, and an approximate sale date of 12/15/2025 on the NYSE.

The 540 shares were originally acquired via RSU vesting in 2004 and later transferred in small amounts to the Irfan Kathwari Foundation Inc and several 2020 family trusts. Disclosures for the past three months list multiple sales by Mohammad Farooq Kathwari, Irfan Kathwari Foundation Inc, and four 2020 trusts, including three 15,000-share transactions and three 11,000-share transactions, plus smaller 175-share sales on 09/15/2025, 10/15/2025, and 11/17/2025.

Ethan Allen Interiors Chairman, President & CEO M. Farooq Kathwari reported multiple open-market sales of common stock of ETD. On 12/11/2025, he sold 15,000 shares of common stock at $25.01 per share, leaving him with 1,485,699 shares held directly, plus additional indirect holdings through his spouse and a 401(k) plan.

On the same date, four family trusts each sold 175 shares at $25.01 per share, and the filing notes that, in addition, 11,000 shares were sold by the Irfan Kathwari Foundation, whose shares he is deemed to beneficially own but with no reportable pecuniary interest. All of these sales were made under a pre-arranged Rule 10b5-1 stock selling plan adopted in June 2025 and effective September 2025, which had previously been disclosed in the company’s annual report.

Ethan Allen Interiors Inc. Chairman, President & CEO M. Farooq Kathwari filed a Form 4 reporting a charitable stock gift. On December 4, 2025, he made a bona fide gift of 82,953 shares of Ethan Allen common stock, identified as a donation to The Irfan Kathwari Foundation. The filing notes that the fair market value used for the gift was the closing price of Ethan Allen common stock of $24.11 per share on that date.

Following the reported transaction, Kathwari directly beneficially owns 1,500,699 shares of Ethan Allen common stock and also reports additional indirect ownership through his spouse, a 401(k) plan, and several family trusts.

Ethan Allen Interiors Inc. reported final results from its 2025 Annual Meeting. Shareholders elected six directors to one-year terms ending at the 2026 Annual Meeting, approved the advisory vote on named executive officer compensation, and ratified CohnReznick LLP as independent auditor for fiscal 2026.

A quorum was present, with 22,620,802 shares represented out of 25,446,339 eligible to vote. The say‑on‑pay resolution passed with 19,242,249 votes For, 1,224,072 Against, and 107,497 Abstain, plus 2,046,984 broker non‑votes. Auditor ratification received 22,544,201 For, 36,264 Against, and 40,337 Abstain.

All director nominees were elected; for example, M. Farooq Kathwari received 20,288,160 For and 261,133 Against, and Maria Eugenia Casar received 20,267,699 For and 266,099 Against.

Ethan Allen Interiors (ETD) reported Q1 fiscal 2026 results, with net sales of $146.984 million and diluted EPS of $0.41 for the three months ended September 30, 2025. Operating income was $10.0 million, down from $17.6 million a year ago, while gross margin improved to 61.4% from 60.8%.

Retail written orders rose 5.2%, but wholesale written orders fell 7.1%, reflecting softer contract business. The company ended the quarter with $193.7 million in total cash, cash equivalents and investments and no outstanding debt. Operating cash flow was $16.8 million, up from $15.1 million.

SG&A increased 4.8% as marketing spend rose and fixed costs deleveraged on lower delivered sales. Wholesale net sales ticked up 1.1% on intercompany shipments and pricing, while retail net sales declined 3.2% on lower delivered volume despite a higher average ticket and more designer floor sample sales. The company paid a regular quarterly dividend of $0.39 per share and a special dividend of $0.25 per share during the quarter.

Ethan Allen Interiors Inc. furnished an 8-K announcing financial results for its fiscal 2026 first quarter, which ended September 30, 2025. The company issued a press release and furnished it as Exhibit 99.1.

The press release includes certain non-GAAP financial measures alongside reconciliations to the most comparable GAAP metrics and management’s rationale for their use. The information under Item 2.02, including Exhibit 99.1, is furnished and not deemed filed under the Exchange Act.

Ethan Allen Interiors (ETD) Chairman, President & CEO M. Farooq Kathwari reported open‑market sales on 10/15/2025 of 15,000 shares at $28.01 per share under a Rule 10b5‑1 trading plan adopted on June 10, 2025 and effective September 15, 2025.

On the same date, 175 shares were sold at $28.01 from each of four 2020 Trusts. In addition, the Irfan Kathwari Foundation sold 11,000 shares, which Mr. Kathwari is deemed to beneficially own but over which he has no reportable pecuniary interest. Following these transactions, beneficial holdings include 1,583,652 shares direct, 15,364 indirect via spouse, 8,552 indirect in a 401(k) plan, and 22,550 indirect in each of the four 2020 Trusts.

Ethan Allen Interiors Inc. will hold a virtual Annual Meeting on November 5, 2025 at www.virtualshareholdermeeting.com/ETH2025 to vote on three principal items: election of six directors, an advisory "say-on-pay" vote on named executive officer compensation, and ratification of CohnReznick LLP as independent registered public accounting firm for fiscal 2026.

Fiscal 2025 highlights reported in the proxy include operating cash flow of $61.7 million, cash/cash equivalents and investments of $196.2 million, total dividends of $50.1 million (four regular dividends of $0.39 plus a special dividend of $0.40), consolidated net sales of $614.6 million (down 4.9% year-over-year), wholesale backlog of $48.9 million (down 8.7%), consolidated gross margin of 60.5%, adjusted operating margin of 10.2% (vs 12.1% prior year), and adjusted diluted EPS of $2.04 (down from $2.49).