[Form 4] Ethan Allen Interiors Inc Insider Trading Activity

Rhea-AI Filing Summary

Amy Phillips, EVP, Retail Division of Ethan Allen Interiors Inc. (ETD), reported issuance and withholding related to performance-based stock units. On 08/29/2025 she was issued 2,786 shares that vested from performance-based stock units granted on 08/09/2022 at a fair market price of $29.51 per share. To satisfy tax withholding obligations, 973 shares were withheld at the same price, leaving Ms. Phillips with 16,057 shares beneficially owned following the transactions (the report also shows 17,030 shares immediately after issuance prior to withholding). The Form 4 was signed by an attorney-in-fact on behalf of Ms. Phillips.

Positive

• Performance-based awards vested, indicating achievement of award conditions from the 08/09/2022 grant
• Transparent reporting of issuance and tax-withholding on Form 4 with exact share counts and price

Negative

• Share count reduced by withholding (973 shares) to satisfy taxes, lowering beneficial ownership to 16,057 shares

Insights

Corporate Governance Expert

TL;DR: Routine issuance and withholding of vested performance shares; shows compensation realization without unusual trading.

The filing documents a standard vesting event for performance-based equity awarded in 2022 and subsequent share withholding to satisfy tax obligations. This is a non-discretionary, compensation-related transfer rather than an open-market sale, indicating alignment of the executive27s pay with prior performance criteria. No additional derivative transactions or sales were reported. For governance oversight, the timing and size are typical and do not suggest opportunistic insider trading.

Compensation Analyst

TL;DR: Vesting of 2,786 PSUs at $29.51 with 973 shares withheld reflects payout of long-term incentive plan.

The report clarifies that performance-based stock units granted August 9, 2022, vested and were issued on August 29, 2025. The withholding of 973 shares to cover taxes is explicitly calculated using the closing stock price on the issuance date. The transaction size relative to reported beneficial ownership (16,057 shares post-withholding) is modest and consistent with typical executive equity compensation administration.

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
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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^*

Phillips Amy

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Retail Division

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		2,786(1)	A	$29.51	17,030	D
Common Stock	08/29/2025		F		973(2)	D	$29.51	16,057	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 as attorney-in-fact for Amy Phillips	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 Amy Phillips report in the Form 4 for ETD?

She reported the issuance of 2,786 vested performance-based shares and the withholding of 973 shares for taxes on 08/29/2025.

How many shares does Amy Phillips beneficially own after the transaction?

The filing reports 16,057 shares beneficially owned following the issuance and withholding.

What price was used to calculate the tax withholding?

The fair market value used was the closing price on 08/29/2025 of $29.51 per share.

Were these shares newly granted or previously awarded?

The shares represent performance-based stock units previously granted on 08/09/2022 that vested and were issued on 08/29/2025.

Does the Form 4 show any open-market sales by Ms. Phillips?

No. The only reported actions are the issuance of vested units and the withholding of shares for taxes; no open-market sales are reported.

Who signed the Form 4 filing?

The form was signed by Matthew J. McNulty as attorney-in-fact for Amy Phillips on 08/29/2025.