Hooker Furnishings (NASDAQ: HOFT) reports 2026 shareholder voting outcomes

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Hooker Furnishings Corporation reported the results of its June 9, 2026 Annual Meeting of Shareholders. Shareholders voted on the election of seven directors, with each nominee receiving more votes "For" than "Withheld." Broker non-votes were also recorded for these items.

Shareholders additionally cast votes on two other matters, one receiving 8,236,135 votes For and 499,431 Against, and another receiving 7,517,391 votes For and 141,144 Against, with small abstentions and broker non-votes where applicable.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Director votes – Christopher L. Henson: 7,571,704 For; 104,032 Withheld Director votes – Jeremy R. Hoff: 7,534,686 For; 141,050 Withheld Proposal vote totals (first proposal): 8,236,135 For; 499,431 Against; 65,477 Abstain +2 more

5 metrics

Director votes – Christopher L. Henson 7,571,704 For; 104,032 Withheld Director election at June 9, 2026 Annual Meeting

Director votes – Jeremy R. Hoff 7,534,686 For; 141,050 Withheld Director election at June 9, 2026 Annual Meeting

Proposal vote totals (first proposal) 8,236,135 For; 499,431 Against; 65,477 Abstain Shareholder proposal vote with no broker non-votes

Proposal vote totals (second proposal) 7,517,391 For; 141,144 Against; 17,201 Abstain; 1,125,307 broker non-votes Shareholder proposal vote at Annual Meeting

Director votes – Ellen C. Taaffe 6,856,106 For; 819,630 Withheld; 1,125,307 broker non-votes Director election at June 9, 2026 Annual Meeting

Key Terms

Annual Meeting of Shareholders, Broker Non-votes, Emerging growth company, Submission of Matters to a Vote of Security Holders

4 terms

Annual Meeting of Shareholders regulatory

"At the Annual Meeting of Shareholders of Hooker Furnishings Corporation..."

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

Broker Non-votes regulatory

"Votes For | Votes Against | Abstain | Broker Non-votes"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

Emerging growth company regulatory

"Emerging growth company Item 5.07. Submission of Matters to a Vote of Security Holders."

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Submission of Matters to a Vote of Security Holders regulatory

"Item 5.07. Submission of Matters to a Vote of Security Holders."

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Understanding 8-K Material Events →

Available on EDGAR 06/12/2026 - 04:01 PM Accepted by SEC EDGAR 06/12/2026 - 04:01 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): June 9, 2026

HOOKER FURNISHINGS CORPORATION

(Exact name of registrant as specified in its charter)

Virginia		000-25349		54-0251350
(State or other jurisdiction of incorporation or organization)		(Commission File No.)		(I.R.S. Employer Identification No.)

440 East Commonwealth Boulevard, Martinsville, Virginia		24112		(276) 632-2133
(Address of principal executive offices)		(Zip Code)		(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, no par value		HOFT		NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07. Submission of Matters to a Vote of Security Holders.

At the Annual Meeting of Shareholders of Hooker Furnishings Corporation (the “Company”) held on June 9, 2026, shareholders voted on the matters described below:

The Company’s shareholders elected each of the following seven directors to serve a one-year term on the Company’s Board of Directors by the following vote:

	Votes		Votes		Broker
Director	For		Withheld		Non-votes
Maria C. Duey		7,326,188		349,548		1,125,307
Paulette Garafalo		7,328,427		347,309		1,125,307
Christopher L. Henson		7,571,704		104,032		1,125,307
Jeremy R. Hoff		7,534,686		141,050		1,125,307
Paul A. Huckfeldt		7,294,264		381,472		1,125,307
Tonya H. Jackson		7,328,693		347,043		1,125,307
Ellen C. Taaffe		6,856,106		819,630		1,125,307

The Company’s shareholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2027 by the following vote:

Votes For		Votes Against		Abstain		Broker Non-votes
8,236,135		499,431		65,477		-

The Company’s shareholders approved, on an advisory basis, the compensation of its named executive officers as disclosed in the Company’s Proxy Statement for the Annual Meeting. The proposal was approved by the following vote:

Votes For		Votes Against		Abstain		Broker Non-votes
7,517,391		141,144		17,201		1,125,307

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HOOKER FURNISHINGS CORPORATION

	By:	/s/ C. Earl Armstrong III
		C. Earl Armstrong III
		Chief Financial Officer and
		Senior Vice-President – Finance

Date: June 12, 2026

Source: View Original Filing on SEC EDGAR

FAQ

What did Hooker Furnishings (HOFT) report from its 2026 annual meeting?

Hooker Furnishings reported shareholder voting results from its June 9, 2026 Annual Meeting. Investors saw director elections where each nominee received more votes "For" than "Withheld," plus two additional proposals with strong majorities of shares voted in favor.

How did Hooker Furnishings (HOFT) director nominees fare in the 2026 vote?

Each Hooker Furnishings director nominee received more votes "For" than "Withheld." For example, Christopher L. Henson received 7,571,704 votes For and 104,032 Withheld, while all director items also showed broker non-votes, indicating uninstructed shares held by intermediaries.

What were the vote totals on key proposals at Hooker Furnishings’ 2026 meeting?

Shareholders cast 8,236,135 votes For, 499,431 Against, and 65,477 Abstain on one proposal, with no broker non-votes. Another proposal received 7,517,391 For, 141,144 Against, 17,201 Abstain, and 1,125,307 broker non-votes, indicating broad but not unanimous support.

When and where was Hooker Furnishings’ 2026 Annual Meeting of Shareholders held?

The Annual Meeting of Shareholders took place on June 9, 2026. Hooker Furnishings’ principal executive offices are located at 440 East Commonwealth Boulevard, Martinsville, Virginia 24112, which is the corporate base referenced in the company’s disclosure.

Which exchange lists Hooker Furnishings (HOFT) common stock?

Hooker Furnishings common stock, no par value, trades on the NASDAQ Global Select Market under the symbol HOFT. This listing information confirms where shareholders can buy or sell the company’s shares in the public markets.

Who signed Hooker Furnishings’ report on the 2026 shareholder vote?

The report summarizing the 2026 shareholder vote was signed on behalf of Hooker Furnishings by C. Earl Armstrong III. He serves as Chief Financial Officer and Senior Vice-President – Finance, indicating executive-level review of the disclosed information.

Filing Exhibits & Attachments

3 documents