[Form 4] Ethan Allen Interiors Inc Insider Trading Activity

Rhea-AI Filing Summary

Matthew J. McNulty, SVP and Chief Financial Officer of Ethan Allen Interiors Inc. (ETD), was granted 3,461 restricted stock units (RSUs) on 08/06/2025 under the company stock incentive plan. The RSUs vest ratably over three years, with one‑third vesting each year beginning on 08/06/2026.

Following the grant, the filing shows tax withholding sales on 08/07/2025 and 08/08/2025 that withheld 287 and 242 shares respectively (weighted by the closing prices reported at $29.31 and $29.26). These withholdings reduced his direct beneficial ownership from 13,245 shares after the grant to 12,716 shares as of 08/08/2025.

Positive

• Grant of 3,461 RSUs to SVP/CFO Matthew J. McNulty, aligning his compensation with long‑term shareholder value through a three‑year vesting schedule
• Clear vesting terms: RSUs vest ratably with one‑third vesting each year beginning 08/06/2026

Negative

• 529 shares withheld for tax obligations (287 on 08/07/2025 and 242 on 08/08/2025), reducing direct holdings from 13,245 to 12,716 shares
• Grant recorded at $0 in the non‑derivative table (standard for RSU grants) but increases potential future dilution when RSUs vest

Insights

Securities Analyst

TL;DR: CFO received a standard multi‑year RSU grant; small tax‑withholding share sales modestly reduced direct holdings.

The 08/06/2025 grant of 3,461 RSUs to the SVP/CFO follows customary long‑term compensation practice, with vesting spread over three years to align executive incentives with shareholder interests. The subsequent reported transactions on 08/07 and 08/08/2025 represent shares withheld to satisfy tax obligations (287 and 242 shares at $29.31 and $29.26). Net direct holdings ended at 12,716 shares. Overall, the filing is routine and not materially dilutive.

Corporate Governance Expert

TL;DR: Compensation disclosure is clear: time‑based RSUs with tax withholding; no unusual acceleration or disposition clauses reported.

The disclosure specifies a standard ratable vesting schedule (one‑third annually beginning 08/06/2026), which is typical for aligning management with long‑term performance. The two withholding events are administrative and tied to vesting/tax obligations, reflected at closing prices on 08/07/2025 and 08/08/2025. No derivatives or other atypical instruments are reported. Impact on governance and control is minimal.

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

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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)
08/06/2025

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	08/06/2025		A		3,461(1)	A	$0	13,245	D
Common Stock	08/07/2025		F		287(2)	D	$29.31	12,958	D
Common Stock	08/08/2025		F		242(3)	D	$29.26	12,716	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. Grant of restricted stock units under the Ethan Allen Interiors Inc. Stock Incentive Plan; these restricted stock units vest ratably over three years, whereby one-third of the total number of units granted vest each year on the anniversary of the grant date, commencing on August 6, 2026.

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 7, 2025.

3. 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 8, 2025.

	/s/ Matthew J. McNulty	08/08/2025
	** 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.
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FAQ

What did the Form 4 for ETD report about Matthew J. McNulty?

The form reports a grant of 3,461 RSUs to Matthew J. McNulty (SVP, CFO) on 08/06/2025 and subsequent tax withholding transactions on 08/07/2025 and 08/08/2025.

How do the RSUs granted to the ETD CFO vest?

The RSUs vest ratably over three years, with one‑third of the total units vesting on each anniversary starting 08/06/2026.

How many shares were withheld for taxes and at what prices?

A total of 529 shares were withheld: 287 shares on 08/07/2025 at a closing price of $29.31 and 242 shares on 08/08/2025 at $29.26.

What is McNulty's beneficial ownership after the transactions?

Following the grant and withholding transactions, the filing shows McNulty beneficially owned 12,716 shares directly as of 08/08/2025.

Were any derivative securities reported for the CFO in this Form 4?

No derivative securities (options, warrants, puts, calls) are reported in Table II of this Form 4.