Insider sale: Janet Kerr disposes 3,372 LZB shares under 10b5-1 plan

Rhea-AI Filing Summary

Janet Kerr, a director of La-Z-Boy Incorporated (LZB), reported the sale of 3,372 common shares on 09/08/2025. The sales were effected under a Rule 10b5-1 trading plan adopted March 11, 2025, and the disclosed weighted-average sale price was $35.7024, with individual trade prices ranging from $35.6291 to $35.77. Following the reported disposition, Ms. Kerr is shown as beneficially owning 3,653 common shares, held directly. No derivative transactions were reported on this Form 4.

Positive

• Transaction was executed under a Rule 10b5-1 trading plan, indicating pre-planned, non-discretionary sales
• Filing discloses weighted-average price and price range, and offers to provide detailed per-trade pricing on request
• No derivative transactions reported, simplifying the ownership change disclosure

Negative

• Insider holdings decreased — reported beneficial ownership fell to 3,653 shares after the sale
• Sale size may be meaningful to the individual holder, though materiality to the company is not established in this filing

Insights

Financial Analyst

TL;DR: Director sold a small block of LZB shares under a pre-established 10b5-1 plan; disclosure is routine and not clearly material.

The reported sale of 3,372 shares at a weighted-average price of $35.7024 appears to be a routine, pre-planned disposition under a Rule 10b5-1 plan. The filing discloses the price range and offers to provide granular trade details on request, which supports transparency. No options, warrants, or other derivative instruments were reported. Because the filing shows a remaining direct ownership of 3,653 shares, the sale reduced insider holdings but, by itself, provides limited evidence of a change in company fundamentals.

Corporate Governance Expert

TL;DR: Transaction followed a 10b5-1 plan and was properly disclosed; governance processes appear observed.

The Form 4 indicates compliance with Rule 10b5-1 via a plan adopted March 11, 2025, which typically mitigates concerns about opportunistic trading by insiders. The filer included a weighted-average price and a commitment to provide per-trade pricing details if requested, enhancing disclosure quality. There is no indication of insider purchases, derivative activity, or coordinated filings that would raise immediate governance flags.

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).

X

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^*

KERR JANET

(Last) (First) (Middle)

ONE LA-Z-BOY DRIVE

(Street)

MONROE MI 48162

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LA-Z-BOY INC [ LZB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

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 Shares	09/08/2025		S(1)		3,372	D	$35.7024(2)	3,653	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. The sales reported on this line of the Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 11, 2025, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.6291 to $35.77, inclusive. The reporting person undertakes to provide the issuer, any security holder of issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

Remarks:

	/s/ Uzma Ahmad, Attorney-in-Fact	09/09/2025
	** 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 La-Z-Boy director Janet Kerr report on Form 4 (LZB)?

Janet Kerr reported the sale of 3,372 common shares of LZB on 09/08/2025, completed under a Rule 10b5-1 trading plan.

At what price were the LZB shares sold by Janet Kerr?

The filing reports a weighted-average price of $35.7024; individual trade prices ranged from $35.6291 to $35.77.

How many LZB shares does Janet Kerr beneficially own after the sale?

Following the reported transaction, Ms. Kerr is shown as beneficially owning 3,653 common shares, held directly.

Was the sale executed under a 10b5-1 plan?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 11, 2025.

Were any derivative securities reported on this Form 4?

No. The Form 4 contains no reported derivative transactions (options, warrants, or convertible securities).