Ethan Allen (ETD) Form 4: CFO Receives Vested Units; Shares Withheld for Taxes

Rhea-AI Filing Summary

Matthew J. McNulty, Senior Vice President and Chief Financial Officer of Ethan Allen Interiors Inc. (ETD), reported two transactions on 08/29/2025 related to previously granted performance-based equity awards. A grant of 2,124 performance-based stock units that were earned vested and were issued to Mr. McNulty on that date at a reported price basis of $29.51 per share. To satisfy required tax withholding on the vested award, 894 shares were withheld, leaving Mr. McNulty with 14,524 shares beneficially owned following the issuance and 13,630 shares after the withholding transaction, as reported on the Form 4.

Positive

• 2,124 performance-based stock units vested and were issued, reflecting earned compensation
• Transaction is an issuance from a prior award rather than an open-market sale, indicating compensation realization

Negative

• 894 shares were withheld for taxes, reducing the net shares delivered to the reporting person

Insights

Corporate Compensation Analyst

TL;DR: Routine vesting of performance-based stock units issued to the CFO; withholding reduced delivered shares.

The filing documents the vesting and issuance of 2,124 performance-based stock units granted on August 9, 2022, which were converted to shares and issued on August 29, 2025. The company withheld 894 shares to cover tax withholding obligations, a common administrative outcome that reduces the net share delivery to the insider. The transactions are administrative and tied to prior compensation awards rather than open-market trades, so they represent compensation realization rather than opportunistic insider buying or selling.

Securities Compliance Officer

TL;DR: Filing appears complete and compliant; shows use of standard withholding to satisfy tax obligations on vesting.

The Form 4 discloses the reportable events clearly: issuance of vested performance units and a contemporaneous withholding (code F) to satisfy taxes. Dates, amounts, and the reporting persons relationship to the issuer (SVP, CFO) are stated. There is no indication of Rule 10b5-1 plan use or any sales outside of withholding, and the signature and dates are present, supporting procedural compliance with Section 16 reporting requirements.

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^*

McNulty Matthew J

(Last) (First) (Middle)

25 LAKE AVENUE EXT.

(Street)

DANBURY CT 06811-5286

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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	08/29/2025		M		2,124(1)	A	$29.51	14,524	D
Common Stock	08/29/2025		F		894(2)	D	$29.51	13,630	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 the number of performance-based stock units, previously granted on August 9, 2022, that were earned and subsequently vested and issued on August 29, 2025.

2. 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 29, 2025.

	/s/ Matthew J. McNulty	08/29/2025
	** 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 ETD insider Matthew J. McNulty report on Form 4 dated 08/29/2025?

The Form 4 shows 2,124 performance-based stock units vested and were issued, and 894 shares were withheld to cover taxes.

How many shares did McNulty beneficially own after the reported transactions?

The filing reports 14,524 shares beneficially owned following the issuance and 13,630 after the tax-withholding disposition.

Were these transactions open-market trades or related to equity compensation?

These transactions relate to equity compensation: performance-based stock units that were earned and vested; the withholding was for tax obligations.

What price was used to calculate the withholding on the vested shares?

The Form 4 indicates the fair market value used was the closing price on August 29, 2025, reported as $29.51 per share.