Insider Richmond Ups La-Z-Boy Holdings Despite 3.8K Shares Sold

Rhea-AI Filing Summary

La-Z-Boy (NYSE:LZB) filed a Form 4 detailing VP, GC & Chief Compliance Officer Raphaell Z. Richmond’s 23-24 June 2025 transactions.

• Acquired: 18,846 common shares through stock awards at $0 cost.
• Disposed: 3,846 shares (code “F”) withheld for taxes at an average $38.24, ≈$146k value.
• Net change: +15,000 shares, lifting direct ownership to 41,184—an approximate 57 % increase.
• No Rule 10b5-1 plan indicated; filing made by a single reporting person.

The trades exceed the 5 % materiality threshold for insider holdings, signaling stronger executive equity alignment while keeping cash sales modest.

Positive

• Net insider share acquisition of ~15,000 shares (+57 % ownership increase)

Negative

• Tax-related share dispositions of 3,846 shares (≈9 % of prior holdings) exceed 5 % materiality threshold

Insights

Insider Transactions Analyst

Net 57 % stake boost; tax sales immaterial.

Richmond’s award-driven gain of 18.8k shares dwarfs the 3.8k tax disposals, indicating increased skin-in-the-game. Although the disposals exceed 5 % of his prior stake, their $146k value is minor relative to the new $1.6 m holding and occurred via share-withholding, not market selling. The lack of a 10b5-1 plan suggests discretionary acceptance of awards. For investors, the sizeable net increase supports confidence in La-Z-Boy’s outlook without adding selling pressure to the float.

Corporate Governance Specialist

Large awards, but not cash-backed buying.

The 15k net share increase strengthens alignment, yet all additions stem from no-cost equity grants, not open-market purchases, limiting the signaling effect. The 3.8k share tax withholding sale, while procedural, crosses the 5 % threshold and reminds shareholders that executive liquidity needs persist. Overall governance risk is low; reporting is timely and no 10b5-1 shield was used, providing transparency. Impact on governance perception remains neutral.

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^*

Richmond Raphaell Z.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, GC & Chief Compliance Off

3. Date of Earliest Transaction (Month/Day/Year)
06/23/2025

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	06/23/2025		A		6,837	A	$0	33,021	D
Common Shares	06/23/2025		F		604	D	$38.26	32,417	D
Common Shares	06/23/2025		F		249	D	$38.26	32,168	D
Common Shares	06/23/2025		A		1,859	A	$0	34,027	D
Common Shares	06/23/2025		F		532	D	$38.26	33,495	D
Common Shares	06/23/2025		A		6,946	A	$0	40,441	D
Common Shares	06/23/2025		F		1,987	D	$38.26	38,454	D
Common Shares	06/23/2025		A		1,926	A	$0	40,380	D
Common Shares	06/23/2025		A		1,278	A	$0	41,658	D
Common Shares	06/24/2025		F		474	D	$38.14	41,184	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:

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Uzma Ahmad, Attorney-in-Fact	06/25/2025
	** 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

How many LZB shares did Raphaell Richmond acquire on 23 June 2025?

He acquired 18,846 common shares via stock awards at no cost.

What was the value of the shares disposed for taxes?

Approximately $146,000 (3,846 shares at an average $38.24).

What is Richmond’s total direct ownership after the transactions?

41,184 common shares.

Did the Form 4 indicate use of a Rule 10b5-1 trading plan?

The 10b5-1 checkbox was not marked, indicating the trades were not made under a preset plan.

How significant were the sales relative to Richmond’s previous holdings?

The 3,846 shares sold/withheld equal about 9 % of his pre-transaction stake, exceeding the 5 % materiality benchmark.