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[Form 4] Ethan Allen Interiors Inc Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

M. Farooq Kathwari, identified as Chairman, President & CEO and a 10% owner of Ethan Allen Interiors Inc. (ETD), had shares withheld on 08/11/2025 to satisfy tax withholding upon vesting. The filing states 5,143 shares were withheld using the closing price on that date of $29.47. Following the transaction, Mr. Kathwari's direct beneficial ownership is reported as 1,612,194 shares. The Form 4 also discloses indirect holdings of 15,364 shares held by spouse, 8,565.25 shares in a 401(k) plan, and 91,600 shares in grandchildren's trust accounts. The form is signed by an attorney-in-fact on 08/12/2025.

Positive
  • Substantial insider ownership: Direct beneficial ownership of 1,612,194 shares indicates continued significant alignment between management and shareholders.
  • Transparent disclosure: The filing clearly states the withholding amount (5,143 shares), the withholding rationale, and the per-share price ($29.47), supporting regulatory transparency.
Negative
  • Minor disposition: 5,143 shares were disposed (withheld) to cover taxes, modestly reducing direct share count.
  • Potential short-term supply impact: The withholding represents a disposition of shares which, if settled in the market, could exert slight selling pressure, though scale is small relative to total holdings.

Insights

TL;DR: Routine tax-withholding at vesting reduced direct holdings by 5,143 shares; Mr. Kathwari retains a substantial stake of 1.61M shares.

The Form 4 reports a common occurrence where shares are withheld upon vesting to cover tax obligations (transaction code F). The withheld amount is explicitly 5,143 shares at a reported closing price of $29.47 on 08/11/2025. This action does not indicate a voluntary sale for liquidity or a change in control; instead it is an administrative disposition to satisfy taxes. The disclosure confirms continued substantial insider ownership, including direct holdings of 1,612,194 shares and additional indirect holdings via family and plan accounts.

TL;DR: Impact is neutral for investors; the filing documents a small disposition for tax purposes while preserving the CEO's sizeable equity position.

From a market perspective, the filing shows a small, pre-arranged disposition to cover tax liabilities rather than an open-market sale. The transaction details—5,143 shares withheld at $29.47—are specific and narrow in scale relative to the reported direct beneficial ownership of 1,612,194 shares. There is no indication of additional derivative transactions or other material disposals in this filing. As such, the filing is informational and routine, with limited immediate impact on company valuation or control dynamics.

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*
KATHWARI M FAROOQ

(Last) (First) (Middle)
25 LAKE AVENUE EXT.

(Street)
DANBURY CT 06811

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ETHAN ALLEN INTERIORS INC [ ETD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman, President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025
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 08/11/2025 F 5,143(1) D $29.47 1,612,194 D
Common Stock 15,364 I Shares held by spouse
Common Stock 8,565.25 I Shares held in 401(k) plan
Common Stock 91,600 I Grandchildren's trust accounts
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 the number of shares withheld at vesting to cover required tax withholding. The fair market value of the Ethan Allen Interiors Inc. common stock, used for the purposes of calculating the number of shares to be withheld, was the closing price of Ethan Allen Interiors Inc. common stock as reported on August 11, 2025.
/s/ Matthew J. McNulty as attorney-in-fact for M. Farooq Kathwari 08/12/2025
** 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 the Ethan Allen (ETD) Form 4 filed by M. Farooq Kathwari report?

The Form 4 reports that 5,143 shares were withheld at vesting to cover taxes on 08/11/2025, at a closing price of $29.47, leaving 1,612,194 shares held directly.

Why were shares withheld in the ETD Form 4 transaction?

The filing explicitly states the withheld shares represent tax withholding at vesting; this is an administrative disposition to satisfy required tax obligations.

Does the Form 4 show any open-market sales by the insider for ETD?

No. The Form 4 indicates a withholding at vesting (transaction code F), not an open-market sale; no sale volume or standard sale code is reported.

What indirect holdings does the filing disclose for the reporting person?

The filing discloses indirect holdings of 15,364 shares held by spouse, 8,565.25 shares in a 401(k) plan, and 91,600 shares in grandchildren's trust accounts.

When was the Form 4 signed and by whom?

The form was signed by Matthew J. McNulty as attorney-in-fact for M. Farooq Kathwari on 08/12/2025.
Ethan Allen Interiors Inc

NYSE:ETD

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ETD Stock Data

600.79M
23.04M
9.82%
86.04%
3.2%
Furnishings, Fixtures & Appliances
Wood Household Furniture, (no Upholstered)
Link
United States
DANBURY