HOOKER FURNISHINGS CEO exercises 10,892 RSUs

HOOKER FURNISHINGS Corp Chief Executive Officer Jeremy R. Hoff exercised previously granted equity awards and settled related taxes in shares.

Rhea-AI Filing Summary

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.

Insider Trade Summary

10,892 shares exercised/converted

Exercise 3 txns

Insider Hoff Jeremy R

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit (RSU)	10,892	$0.00	$0.00
Exercise	Common Stock	10,892	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	4,150	$15.32	$64K

Holdings After Transaction: Restricted Stock Unit (RSU) — 0 contracts (Direct); Common Stock — 42,684 shares (Direct)

Footnotes (3)

1. F1. Each RSU represents a contingent right to receive one share of HOFT common stock.
2. F2. On April 10, 2023, the reporting person was granted 10,892 restricted stock units, vesting 100% on April 10, 2026 as the reporting person remained continuously employed with the issuer through that date.
3. F3. At the direction of the issuer's Compensation Committee, the RSUs may be paid in shares of HOFT common stock, cash (based on the fair market value of a share of HOFT common stock on the date payment is made) or both.

Key Figures

RSUs exercised: 10,892 units Shares received: 10,892 shares Shares withheld for tax: 4,150 shares +3 more

6 metrics

RSUs exercised 10,892 units Restricted stock units converted to HOFT common shares on April 10, 2026

Shares received 10,892 shares Common stock delivered upon RSU vesting and exercise

Shares withheld for tax 4,150 shares Common shares withheld to satisfy tax liabilities at vesting

Withholding price $15.32 per share Price used for tax-withholding disposition of 4,150 shares

Shares owned after 42,684 shares Direct HOFT common stock ownership after April 10, 2026 transactions

Total derivatives remaining 0 units No remaining RSUs shown after exercising 10,892 units

Key Terms

Restricted Stock Unit (RSU), tax-withholding disposition, derivative security, Compensation Committee

4 terms

Restricted Stock Unit (RSU) financial

"Each RSU represents a contingent right to receive one share of HOFT common stock."

A restricted stock unit (RSU) is a promise from a company to give an employee company shares (or cash equal to their value) at a future date if certain conditions are met, such as staying with the company or hitting performance targets. For investors, RSUs matter because when they convert into actual shares they increase the number of shares available and can create selling pressure as employees cash out—think of them as a future paycheck paid in company stock.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

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.

derivative security financial

"Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Compensation Committee financial

"At the direction of the issuer's Compensation Committee, the RSUs may be paid in shares"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did HOOKER FURNISHINGS (HOFT) CEO Jeremy Hoff report?

Jeremy Hoff reported exercising 10,892 restricted stock units into 10,892 HOFT common shares. As part of the same event, 4,150 shares were withheld to satisfy tax obligations, resulting in 42,684 common shares owned directly after the transactions.

How many HOOKER FURNISHINGS (HOFT) shares does the CEO hold after this Form 4?

After these transactions, Jeremy Hoff directly owns 42,684 HOFT common shares. This figure reflects receipt of 10,892 shares from RSU vesting on April 10, 2026 and the withholding of 4,150 shares to cover associated tax liabilities.

What is the nature of the restricted stock units reported for HOOKER FURNISHINGS (HOFT)?

Each restricted stock unit represents a contingent right to receive one HOFT common share. The CEO’s 10,892 RSUs were granted on April 10, 2023 and vested 100% on April 10, 2026, contingent on his continuous employment with the company during that period.

How were the vested HOOKER FURNISHINGS (HOFT) RSUs for the CEO settled?

At the direction of the compensation committee, the RSUs may be settled in HOFT shares, cash, or a combination. For this vesting, 10,892 HOFT common shares were delivered, with 4,150 of those shares withheld at $15.32 per share to satisfy tax obligations.

Was the HOOKER FURNISHINGS (HOFT) CEO’s Form 4 a market sale or tax withholding?

The filing shows a tax-withholding disposition of 4,150 HOFT shares at $15.32 per share. This represents shares withheld to pay taxes on the RSU vesting, not an open-market sale initiated to trade shares for investment or portfolio reasons.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/14/2026 - 10:11 AM Learn about SEC filing dates

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^*

Hoff Jeremy R

(Last) (First) (Middle)

POB 4708

(Street)

MARTINSVILLE VIRGINIA 24115

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive 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		M		10,892	A	(1)	46,834	D
Common Stock	04/10/2026		F		4,150	D	$15.32	42,684	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
Restricted Stock Unit (RSU)	(1)	04/10/2026		M			10,892(2)	(2)	(2)	Common Stock	10,892(3)	$0	0	D

Explanation of Responses:

1. Each RSU represents a contingent right to receive one share of HOFT common stock.

2. On April 10, 2023, the reporting person was granted 10,892 restricted stock units, vesting 100% on April 10, 2026 as the reporting person remained continuously employed with the issuer through that date.

3. At the direction of the issuer's Compensation Committee, the RSUs may be paid in shares of HOFT common stock, cash (based on the fair market value of a share of HOFT common stock on the date payment is made) or both.

	/s/ Yumin Yang Attorney in Fact for Jeremy R. Hoff	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)