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Haverty Furniture (NYSE: HVT) chair reports PRSU grants, vesting and tax share withholding

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

HAVERTY FURNITURE COMPANIES INC Executive Chairman Clarence H. Smith reported multiple equity award and vesting transactions. On February 27, 2026, he received grants of 15,903 PRSUs 2025 and 3,224 PRSUs 2025.1, each representing a contingent right to one share of HVT common stock, earned based on 2025 EBITDA and consolidated sales and scheduled to vest on February 28, 2028.

Smith also exercised 20,722 PRSUs 2023 and 2,747 PRSUs 2023.1, converting them at no cost into the same number of HVT common shares. To satisfy tax obligations, 10,562 common shares were disposed of at $23.81 per share through share withholding rather than an open-market sale.

After these transactions, Smith directly holds 90,085 shares of common stock and 124,536 shares of Class A common stock, along with various outstanding PRSUs, RSUs, phantom stock, and additional indirect holdings through his spouse and a Georgia limited partnership.

Positive

  • None.

Negative

  • None.
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*
SMITH CLARENCE H

(Last) (First) (Middle)
780 JOHNSON FERRY RD.
SUITE 800

(Street)
ATLANTA GA 30342

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HAVERTY FURNITURE COMPANIES INC [ HVT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) X Other (specify below)
Executive Chairman
3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 02/27/2026 M 20,722 A $0 97,900 D
Common Stock 02/27/2026 M 2,747 A $0 100,647 D
Common Stock 02/27/2026 F 10,562 D $23.81 90,085 D
Common Stock 29,689 I By Spouse
Common Stock 7,850 I By Georgia Limited Partnership
Class A Common Stock 124,536 D
Class A Common Stock 1,950 I By Spouse
Class A Common Stock 603,497 I By Villa Clare, LP
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
PRSUs 2025 (1) 02/27/2026 A 15,903 (1) (1) Common Stock 15,903 $0 15,903 D
PRSUs 2025.1 (2) 02/27/2026 A 3,224 (2) (2) Common Stock 3,224 $0 3,224 D
PRSUs 2023 (3) 02/27/2026 M 20,722 (3) (3) Common Stock 20,722 $0 0 D
PRSUs 2023.1 (4) 02/27/2026 M 2,747 (4) (4) Common Stock 2,747 $0 0 D
PRSUs 2024 (5) (5) (5) Common Stock 13,553 13,553 D
RSUs 2023 (6) (6) (6) Common Stock 2,648 2,648 D
RSUs 2024 (7) (7) (7) Common Stock 5,590 5,590 D
RSUs 2025 (8) (8) (8) Common Stock 3,763 3,763 D
RSUs 2026 (9) (9) (9) Common Stock 2,424 2,424 D
Phantom Stock $0 (10) (10) Common Stock 6,870 6,870 D
Explanation of Responses:
1. Performance Restrict Stock Units ("PRSU") award granted 01/22/2025. Each PRSU represents a contingent right to receive one share of HVT common stock and was earned based on EBITDA for the year ended December 31, 2025 and will vest on February 28, 2028.
2. Performance Restrict Stock Units ("PRSU") award granted 01/22/2025. Each PRSU represents a contingent right to receive one share of HVT common stock and was earned based on consolidated sales for the year ended December 31, 2025 and will vest on February 28, 2028.
3. Performance Restricted Stock Units ("PRSUs") award granted 1/26/2023. Each PRSU represents a contingent right to receive one share of HVT common stock and was earned based on EBITDA for the year ended December 31, 2023, and will vest on February 28, 2026.
4. Performance Restricted Stock Units ("PRSUs") award granted 1/26/2023. Each PRSU represents a contingent right to receive one share of HVT common stock and was earned based on consolidated sales for the year ended December 31, 2023, and will vest on February 28, 2026.
5. Performance Restricted Stock Units ("PRSU") award granted 01/25/2024. Each PRSU represents a contingent right to receive one share of HVT common stock and was earned based on EBITDA for the year ended December 31, 2024, and will vest on February 28, 2027.
6. Restricted Stock Units granted 1/26/2023 and vest ratably over 3 years beginning 5/8/2024. Each RSU is equivalent to one share of common stock upon vesting.
7. Restricted Stock Units granted 1/25/2024 and vest ratably over 3 years beginning 5/8/2025. Each RSU is equivalent to one share of common stock upon vesting.
8. Restricted Stock Units granted 1/23/2025 and vest ratably over 3 years beginning 5/8/2026. Each RSU is equivalent to one share of common stock upon vesting.
9. Restricted Stock Units granted 1/22/2026 and vest ratably over 3 years beginning 5/8/2027. Each RSU is equivalent to one share of common stock upon vesting.
10. Deferred under Directors' Deferred Compensation Plan. Settlement will occur as prescribed by the elections under the Plan.
Belinda J. Clements, Attorney-in-Fact 03/03/2026
** 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.

FAQ

What did Clarence H. Smith report in his latest Form 4 for HVT?

Clarence H. Smith reported new grants, vesting, and tax-related share withholding. He received 2025 PRSU awards, exercised 2023 PRSUs into common stock, and had 10,562 shares withheld at $23.81 per share to cover tax liabilities, rather than selling shares on the market.

How many new PRSUs did HVT’s Executive Chairman receive in 2025 awards?

He received two 2025 PRSU awards totaling 19,127 units. One grant covers 15,903 PRSUs tied to EBITDA, and another covers 3,224 PRSUs tied to consolidated sales. Each PRSU represents a contingent right to one share of Haverty Furniture common stock upon future vesting.

What happened to Clarence H. Smith’s 2023 PRSUs in this HVT Form 4?

The 2023 PRSUs were exercised and converted into common stock. Specifically, 20,722 PRSUs 2023 and 2,747 PRSUs 2023.1 became the same number of Haverty Furniture common shares at no cost, following performance conditions related to 2023 EBITDA and consolidated sales.

Did Clarence H. Smith sell Haverty Furniture shares in this Form 4 filing?

The filing shows a tax-withholding disposition, not an open-market sale. A total of 10,562 common shares were delivered at $23.81 per share to cover exercise price or tax liability, consistent with code F, which reflects payment of obligations by surrendering shares.

How many Haverty Furniture common shares does Clarence H. Smith now hold directly?

After these transactions, he holds 90,085 shares of common stock directly. He also directly owns 124,536 shares of Class A common stock and maintains additional equity interests through PRSUs, RSUs, phantom stock, and indirect holdings via his spouse and affiliated limited partnerships.

What are the vesting schedules for the key HVT PRSU and RSU awards in this filing?

The 2025 PRSUs vest on February 28, 2028, after being earned based on 2025 EBITDA and consolidated sales. RSUs granted in 2023, 2024, 2025, and 2026 vest ratably over three years, beginning on May 8 of 2024, 2025, 2026, and 2027, respectively.
Haverty Furniture Cos Inc

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Home Improvement Retail
Retail-furniture Stores
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United States
ATLANTA