Hooker Furnishings Corporation filings document the company’s home furnishings operations, public-company governance and capital structure. Form 8-K reports cover operating and financial results, dividend declarations, executive compensation arrangements, material agreements, Regulation FD disclosures and the completed disposition of the Pulaski Furniture and Samuel Lawrence Furniture casegoods brands.
Proxy materials describe shareholder voting matters for HOFT, including director elections, auditor ratification and advisory approval of named executive officer compensation. The filing record also provides formal disclosure on the company’s segment structure, brand portfolio, retained hospitality product line, board matters and common-stock shareholder rights.
Hooker Furnishings Corporation is soliciting proxies for its June 9, 2026 annual meeting, where 10,777,467 common shares outstanding on April 13, 2026 are entitled to vote. Shareholders will elect seven directors, including CEO Jeremy Hoff, and consider auditor ratification and an advisory vote on executive pay.
Current Board Chair W. Christopher Beeler Jr. will retire at the meeting, reducing the Board from eight to seven members, and director Paulette Garafalo is expected to become the new independent Chair. All independent directors serve on all three key committees, which are fully independent and met regularly during fiscal 2026.
The proxy explains that no fiscal 2026 annual bonuses were paid because consolidated net sales and operating income fell below threshold goals, while long-term incentives consist of performance stock units tied to EPS growth and relative total shareholder return plus time‑based RSUs. CEO Jeremy Hoff’s 2026 total compensation was $1.86 million, and non‑employee directors received $55,000 in cash retainers plus $70,000 in restricted stock, alongside stock ownership, anti‑hedging and clawback policies and expanded ESG oversight.
Hooker Furnishings Corp ownership disclosure: Vanguard Capital Management reported beneficial ownership of 596,009 shares of Common Stock, representing 5.53% as of 03/31/2026.
The filing shows Vanguard has sole dispositive power over 596,009 shares and sole voting power over 64,574 shares. The form is signed on 04/30/2026 by Ashley Grim.
Hooker Furnishings Corporation reported weaker results for fiscal 2026 in a difficult home-furnishings market and completed a major portfolio shift. Net sales from continuing operations were $278.1 million, down 12.4% year-over-year, mainly due to a sharp decline in the project-based hospitality business now in All Other.
The company recorded an operating loss of $16.5 million, driven largely by $15.6 million of non-cash goodwill and trade-name impairment charges, plus about $2.0 million of restructuring costs. Net loss from continuing operations was $12.8 million, or ($1.20) per diluted share.
Hooker divested its value-oriented Pulaski Furniture and Samuel Lawrence Furniture casegoods brands in December 2025 for about $5.5 million in cash, classifying them as discontinued operations and recording a $14.2 million net loss from those operations, including a $6.9 million loss on sale. Core Hooker Branded returned to modest operating profitability, while Domestic Upholstery remained in loss primarily due to impairments.
Hooker Furnishings Corporation reported that its Compensation Committee approved 2026 pay and 2027 incentive opportunities for top executives. CEO Jeremy R. Hoff’s 2026 base salary is set at $680,000, and CFO C. Earl Armstrong III’s at $375,000. For fiscal 2027, their annual cash incentives are tied to revenue (30% weight) and operating income (70% weight), with payouts ranging from threshold up to 2x target if maximum goals are reached.
Hoff received 35,656 time-based RSUs and Armstrong 10,149, vesting in thirds on April 13, 2027, 2028, and 2029, with full vesting upon a change of control and prorated vesting upon death, disability or retirement. Performance-based RSUs cover a three-year period from February 2, 2026 to January 28, 2029, with payouts based on EPS CAGR and relative Total Shareholder Return; at target, Hoff can receive 17,828 shares and Armstrong 5,075, with maximum opportunities of 35,656 and 10,149 shares, respectively.
Hooker Furnishings reported a small profit in fiscal 2026 Q4 but a sizeable full-year loss as it reshaped the business. Fourth quarter net sales were $66.98 million, down 20.5% year-over-year, yet net income reached $0.54 million as continuing operations generated $0.63 million in operating income.
For the full fiscal year, net sales were $278.14 million, down 12.4%, and the company posted a net loss of $26.97 million. The loss was driven by $15.58 million in goodwill and tradename impairment charges in continuing operations and a $14.19 million net loss from discontinued operations related to Pulaski Furniture and Samuel Lawrence Furniture, which were divested.
Hooker reduced fixed costs by about $26.3 million, improved gross margin by 180 basis points, and lowered SG&A by $11.9 million. Hooker Branded returned to profitability with $1.93 million in operating income, while Domestic Upholstery remained loss-making but showed margin gains and smaller operating losses. Debt was cut sharply, inventory fell by $17.5 million, and the company ended the year with $1.1 million in cash and $62.8 million in available borrowing capacity, increasing to about $12 million cash and $64.1 million available capacity by mid-April.
The board authorized a $5 million share repurchase program beginning in fiscal 2027 and reset the annual dividend to $0.46 per share. Management highlighted early strength in the new Margaritaville line and expects significantly improved earnings in fiscal 2027, while acknowledging continued weakness in housing and home furnishings demand.
Armstrong Cecil Earl III reported acquisition or exercise transactions in this Form 4 filing.
HOOKER FURNISHINGS Corp Chief Financial Officer Cecil Earl Armstrong III received a grant of 10,149 Restricted Stock Units (RSUs), each representing a contingent right to one share of HOFT common stock. The RSUs vest in three equal parts if he remains continuously employed through service periods ending on April 13, 2027, April 13, 2028, and April 13, 2029. At the direction of the Compensation Committee, these RSUs may be settled in HOFT common shares, cash based on the fair market value at payment, or a mix of both. Following the reported transactions, he directly holds 8,783 shares of common stock and 10,149 RSUs.
Hoff Jeremy R reported acquisition or exercise transactions in this Form 4 filing.
HOOKER FURNISHINGS Corp Chief Executive Officer Jeremy R. Hoff received a grant of 35,656 Restricted Stock Units (RSUs), each representing a contingent right to one share of common stock. The RSUs vest in three equal annual installments if he remains employed through service periods ending April 13, 2027, April 13, 2028, and April 13, 2029. The award may be settled in HOFT common shares, cash based on fair market value at payment, or a combination. Following this grant, he holds 42,684 shares of common stock directly, alongside the 35,656 RSUs.
HOOKER FURNISHINGS Corp Chief Executive Officer Jeremy R. Hoff exercised previously granted equity awards and settled related taxes in shares. On April 10, 2026, he exercised 10,892 restricted stock units, receiving 10,892 shares of common stock. Of these shares, 4,150 were withheld at $15.32 per share to cover tax obligations, leaving him with 42,684 common shares owned directly after the transactions. The RSUs were originally granted on April 10, 2023 and vested in full on April 10, 2026 based on continued employment.
HOOKER FURNISHINGS Corp director Paul A. Huckfeldt reported a routine tax-withholding disposition related to vested restricted stock units. On April 10, 2026, 521 shares of common stock were delivered at $15.32 per share to cover tax liabilities from prior RSU vesting.
After this withholding, Huckfeldt directly holds 40,610 shares of common stock and indirectly holds 2,758 shares through a 401(k) plan. Footnotes explain that the RSUs were originally granted in 2023 and that 203 of the 401(k) shares were acquired via dividend reinvestment between February 2025 and February 2026.