Pzena discloses 1.54M Hooker Furnishings (HOFT) shares, a 14.4% stake

Rhea-AI Filing Summary

Pzena Investment Management, LLC filed Amendment No. 2 to a Schedule 13G regarding Hooker Furnishings Corp common stock. Pzena reports beneficial ownership of 1,542,623 shares, representing 14.4% of the outstanding common stock, in a statement dated 06/30/2026.

Pzena has sole voting power over 1,362,220 shares and sole dispositive power over 1,542,623 shares, with no shared voting or dispositive power. Clients of the investment manager have rights to dividends and sale proceeds, but no single client holds over five percent of the class.

Key Figures

Beneficial ownership: 1,542,623 shares Percent of class: 14.4% Sole voting power: 1,362,220 shares +4 more

7 metrics

Beneficial ownership 1,542,623 shares Common stock of Hooker Furnishings Corp reported by Pzena Investment Management, LLC

Percent of class 14.4% Portion of Hooker Furnishings Corp common stock beneficially owned

Sole voting power 1,362,220 shares Shares for which Pzena Investment Management, LLC can vote or direct the vote

Shared voting power 0 shares Shares with shared voting authority

Sole dispositive power 1,542,623 shares Shares for which Pzena can dispose or direct disposition

Shared dispositive power 0 shares Shares with shared dispositive authority

Report date 06/30/2026 Date associated with the Schedule 13G/A Amendment No. 2

Key Terms

beneficially owned, sole voting power, sole dispositive power, Schedule 13G, +1 more

5 terms

beneficially owned financial

"Item 4. | Ownership (a) | Amount beneficially owned: 1,542,623"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

sole voting power financial

"Sole power to vote or to direct the vote: 1,362,220"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

sole dispositive power financial

"Sole power to dispose or to direct the disposition of: 1,542,623"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Schedule 13G regulatory

"Ownership of more than 5 Percent on Behalf of Another Person."

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

Investment Company Act of 1940 regulatory

"investment company registered under the Investment Company Act of 1940"

A U.S. federal law that sets the rulebook for pooled investment vehicles such as mutual funds, exchange-traded funds and similar money managers, requiring them to register with regulators, disclose holdings and fees, limit conflicts of interest, and follow governance standards. It matters to investors because these protections and transparency rules act like a referee and scoreboard, helping people compare funds, trust that managers follow fair practices, and spot hidden costs or risks.

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

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Available on EDGAR 07/15/2026 - 09:24 AM Accepted by SEC EDGAR 07/15/2026 - 09:24 AM Learn about SEC filing dates

FAQ

What HOFT stake did Pzena Investment Management report in this Schedule 13G/A?

Pzena Investment Management reported beneficial ownership of 1,542,623 Hooker Furnishings (HOFT) shares, representing 14.4% of the company’s common stock. This reflects a sizeable institutional position in HOFT held on behalf of Pzena’s investment management clients.

How many HOFT shares does Pzena have voting power over?

Pzena has sole voting power over 1,362,220 Hooker Furnishings (HOFT) shares and no shared voting power. This means Pzena alone can vote these shares or direct how they are voted, subject to its obligations to its underlying clients.

What dispositive power does Pzena hold over HOFT stock?

Pzena holds sole dispositive power over 1,542,623 HOFT shares and no shared dispositive power. Sole dispositive power indicates authority to decide if and when these shares are sold or otherwise disposed of, again in its role as investment manager.

Who ultimately benefits from Pzena’s HOFT holdings?

Clients of Pzena Investment Management ultimately benefit from the HOFT position. They have the right to receive, and direct the receipt of, dividends and sale proceeds from the 1,542,623 shares, with Pzena acting as their investment manager.

Does any single Pzena client own over 5% of HOFT stock?

No single Pzena client owns over 5% of Hooker Furnishings (HOFT). The Schedule 13G/A states that while clients collectively benefit from 1,542,623 shares, no individual client’s interest exceeds five percent of the HOFT common stock class.

What is the significance of a Schedule 13G/A for HOFT shareholders?

A Schedule 13G/A shows that an institutional investor holds over 5% of HOFT’s stock in a generally passive capacity. Here, Pzena’s 14.4% beneficial stake highlights substantial institutional ownership without the detailed activist intentions typically associated with a Schedule 13D.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

HOOKER FURNISHINGS Corp

(Name of Issuer)

Common Stock

(Title of Class of Securities)

439038100

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 439038100

1

Names of Reporting Persons

PZENA INVESTMENT MANAGEMENT LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 1,362,220.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 1,542,623.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,542,623.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

14.4 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: HOOKER FURNISHINGS Corp
(b)	Address of issuer's principal executive offices: 440 E COMMONWEALTH BLVD, POB 4708, MARTINSVILLE, VIRGINIA, 24115
Item 2.
(a)	Name of person filing: Pzena Investment Management, LLC
(b)	Address or principal business office or, if none, residence: 320 Park Avenue, 8th floor New York, NY 10022
(c)	Citizenship: Delaware
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 439038100
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 1,542,623
(b)	Percent of class: 14.4 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 1,362,220
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 1,542,623
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. CLIENTS OF THE FILING INVESTMENT MANAGER HAVE THE RIGHT TO RECEIVE AND THE ULTIMATE POWER TO DIRECT THE RECEIPT OF DIVIDENDS FROM, OR THE PROCEEDS OF SALE OF THE SECURITIES REPORTED ON HEREINABOVE. NO INTEREST OF ANY ONE OF SUCH CLIENTS RELATES TO MORE THAN FIVE PERCENT OF THE CLASS.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

PZENA INVESTMENT MANAGEMENT LLC

Signature:	s/Steven Coffey
Name/Title:	Chief Legal Risk Officer & Chief Compliance Officer
Date:	07/15/2026