HOOKER FURNISHINGS (HOFT) CFO records 622-share tax withholding on RSU vest

Rhea-AI Filing Summary

HOOKER FURNISHINGS Corp Chief Financial Officer Cecil Earl Armstrong III reported a routine tax-withholding share disposition tied to a restricted stock vesting. On April 10, 2026, 622 shares of common stock were withheld at $15.32 per share to cover taxes on previously granted restricted stock.

Following this non‑market transaction, he directly holds 8,783 shares of common stock. The footnote explains that 1,842 restricted shares were granted on April 10, 2023 and vested 100% on April 10, 2026, with part of the vesting value used to satisfy tax obligations.

Insights

Insider transactions analyst

Routine tax withholding on RSU vesting; no open-market sale.

The Chief Financial Officer of HOOKER FURNISHINGS Corp, Cecil Earl Armstrong III, had 622 shares of common stock withheld on April 10, 2026 at $15.32 per share to pay taxes on a restricted stock vesting.

This F-code transaction is a tax-withholding disposition, not an open-market sale, so it carries little signaling value about his view of the stock. After the withholding, he directly owns 8,783 shares, indicating he retains a continuing equity stake.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Armstrong Cecil Earl III

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	622	$15.32	$10K

Holdings After Transaction: Common Stock — 8,783 shares (Direct)

Footnotes (1)

1. [object Object]

Key Figures

Shares withheld for tax: 622 shares Withholding price: $15.32 per share Shares held after transaction: 8,783 shares +1 more

4 metrics

Shares withheld for tax 622 shares Common stock delivered/withheld on April 10, 2026 for tax liability

Withholding price $15.32 per share Value used for 622-share tax-withholding disposition

Shares held after transaction 8,783 shares CFO’s direct common stock holdings following tax withholding

Restricted stock grant size 1,842 shares Restricted stock granted April 10, 2023, vesting 100% on April 10, 2026

Key Terms

restricted stock, tax liability, tax-withholding disposition, Form 3

4 terms

restricted stock financial

"the reporting person was granted 1,842 restricted stocks, vesting 100% on April 10, 2026"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

tax liability financial

"paid the tax liability associated with the vesting of the restricted stock by delivering or withholding of 622 shares"

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 3 regulatory

"The restricted stock had already been reported as a holdings in the reporting person's Form 3."

Form 3 is the initial public filing that officers, directors and large shareholders must submit to report their ownership of a company’s securities when they become insiders. It acts like an opening inventory sheet that gives investors a starting point to see who holds significant stakes and to spot later trades or potential conflicts of interest, helping assess insider confidence and transparency.

Form 4 Insider Transactions: What Each Field Means →

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^*

Armstrong Cecil Earl III

(Last) (First) (Middle)

440 COMMONWEALTH BLVD E

(Street)

MARTINSVILLE VIRGINIA 24112

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HOOKER FURNISHINGS Corp [ HOFT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/10/2026		F		622(1)	D	$15.32	8,783	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. On April 10, 2023 the reporting person was granted 1,842 restricted stocks, vesting 100% on April 10, 2026 as the reporting person remained continuously employed with the issuer through that date. The restricted stock had already been reported as a holdings in the reporting person's Form 3. At vesting, the reporting person paid the tax liability associated with the vesting of the restricted stock by delivering or withholding of 622 shares of Company common stock.

	Yumin Yang Attorney in Fact for C. Earl Armstrong III	04/14/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did HOOKER FURNISHINGS (HOFT) report for its CFO?

The CFO reported a tax-related share disposition, where 622 shares of common stock were withheld at $15.32 per share. This covered taxes on vested restricted stock and was not an open-market sale, leaving him with 8,783 shares directly owned afterward.

Was the HOFT CFO’s Form 4 transaction a stock sale in the open market?

No. The transaction was a tax-withholding disposition, not an open-market sale. Shares were delivered or withheld to pay tax on restricted stock vesting, a routine administrative event often seen when equity awards vest for executives.

How many HOOKER FURNISHINGS (HOFT) shares were withheld for the CFO’s taxes?

A total of 622 shares of HOOKER FURNISHINGS common stock were withheld. The price used was $15.32 per share, and this withholding satisfied the tax liability triggered by the vesting of previously granted restricted stock awarded in April 2023.

How many HOFT shares does the CFO hold after the reported transaction?

After the tax-withholding transaction, the CFO directly holds 8,783 shares of HOOKER FURNISHINGS common stock. This figure reflects his remaining position following the delivery or withholding of 622 shares to satisfy the restricted stock vesting tax obligation.

What restricted stock grant underlies the HOOKER FURNISHINGS CFO’s tax withholding?

The tax withholding relates to a grant of 1,842 restricted shares awarded on April 10, 2023. These restricted shares vested 100% on April 10, 2026, contingent on continuous employment, and part of the vested shares were used to pay the associated tax liability.

Does the HOFT CFO’s Form 4 indicate any remaining derivative or option positions?

No remaining derivative or option positions appear in this data. The derivativeSummary is empty, so the filing only shows common stock related to restricted stock vesting and the associated 622-share tax-withholding disposition, with 8,783 common shares held directly afterward.