STOCK TITAN

Hooker Furnishings (HOFT) CEO awarded 35,656 RSUs vesting through 2029

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

Rhea-AI Filing Summary

Hoff Jeremy R reported acquisition or exercise transactions in this Form 4 filing.

HOOKER FURNISHINGS Corp Chief Executive Officer Jeremy R. Hoff received a grant of 35,656 Restricted Stock Units (RSUs), each representing a contingent right to one share of common stock. The RSUs vest in three equal annual installments if he remains employed through service periods ending April 13, 2027, April 13, 2028, and April 13, 2029. The award may be settled in HOFT common shares, cash based on fair market value at payment, or a combination. Following this grant, he holds 42,684 shares of common stock directly, alongside the 35,656 RSUs.

Positive

  • None.

Negative

  • None.
Insider Hoff Jeremy R
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Restricted Stock Unit (RSU) 35,656 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit (RSU) — 35,656 shares (Direct); Common Stock — 42,684 shares (Direct)
Footnotes (1)
  1. Each RSU represents a contingent right to receive one share of HOFT common stock. Each RSU grant vests ratably by entitling the executive officer to receive one third of the grant if he or she remains continuously employed with the Company through the end of each service period that ends April 13, 2027, April 13, 2028, and April 13, 2029, respectively. 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.
RSU grant size 35,656 RSUs Grant to CEO Jeremy R. Hoff on April 13, 2026
Underlying common shares 35,656 shares Each RSU represents one HOFT common share
Vesting dates April 13, 2027, 2028, 2029 RSUs vest in three equal annual installments
Common stock held after 42,684 shares Direct HOFT common stock ownership following reported transactions
RSU settlement options Stock, cash, or both Determined by HOFT Compensation Committee at payment
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.
contingent right financial
"Each RSU represents a contingent right to receive one share of HOFT common stock."
Compensation Committee financial
"At the direction of the issuer's Compensation Committee, the RSUs may be paid in shares of HOFT common stock, cash..."
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.
fair market value financial
"cash (based on the fair market value of a share of HOFT common stock on the date payment is made) or both."
The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/13/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock42,684D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit (RSU)(1)04/13/2026A35,656 (2) (2)Common Stock35,656(3)$035,656D
Explanation of Responses:
1. Each RSU represents a contingent right to receive one share of HOFT common stock.
2. Each RSU grant vests ratably by entitling the executive officer to receive one third of the grant if he or she remains continuously employed with the Company through the end of each service period that ends April 13, 2027, April 13, 2028, and April 13, 2029, respectively.
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. Hoff04/15/2026
** Signature of Reporting PersonDate
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)

FAQ

What did HOOKER FURNISHINGS (HOFT) CEO Jeremy Hoff report on this Form 4?

He reported receiving 35,656 Restricted Stock Units (RSUs) as compensation. Each RSU is a contingent right to one share of HOFT common stock, subject to future vesting and potential settlement in shares, cash, or a combination, as directed by the Compensation Committee.

How do Jeremy Hoff’s new HOFT RSUs vest over time?

The 35,656 RSUs vest in three equal parts over three years. One-third vests at the end of each service period ending April 13, 2027, April 13, 2028, and April 13, 2029, provided he remains continuously employed with HOOKER FURNISHINGS through each respective date.

Can HOFT settle Jeremy Hoff’s RSUs in cash instead of shares?

Yes. At the direction of HOOKER FURNISHINGS’ Compensation Committee, the RSUs may be settled in HOFT common stock, in cash based on the fair market value on the payment date, or in a combination of cash and shares, offering flexibility in how the award is delivered.

How many HOOKER FURNISHINGS shares does Jeremy Hoff hold after this grant?

After the reported transactions, he directly holds 42,684 shares of HOOKER FURNISHINGS common stock. In addition, he holds 35,656 RSUs, which represent contingent rights to receive the same number of shares if vesting and settlement conditions are satisfied in the future.

Is this HOOKER FURNISHINGS Form 4 a stock purchase or sale by the CEO?

No open-market purchase or sale is reported. The filing shows a grant of 35,656 RSUs as a compensation award and an updated direct holding of 42,684 common shares, rather than a discretionary buy or sell transaction in the market by the CEO.