Pay versus Performance

The following table shows the past four fiscal years’ total compensation for the named executive officers as set forth in the Summary Compensation Table, the total compensation actually paid (“CAP”) to the named executive officers, the Company’s total shareholder return (“TSR”), peer group’s total shareholder return over the same period, net income, and the EPS as the company-selected performance measure.

Fiscal Year 2024 Pay versus Performance Table

Year	Summary compensation table total for CEO(1)		Compensation actually paid to CEO(2)		Average summary compensation table total for other NEOs(1)		Average compensation actually paid to other NEOs(2)		Total shareholder return(3)		Peer group total shareholder return(3)		Net income			EPS
	($)		($)		($)		($)		($)		($)		($, in thousands)			($)
2024		1,215,188		1,444,583		567,507		617,865		127.27		107.46		9,865			0.91
2023		1,186,994		1,067,309		538,642		462,562		102.45		79.71		(4,312	)		(0.37	)
2022		798,169		406,826		577,484		244,027		71.56		96.59		11,718			0.97
2021		923,559		463,541		534,790		585,697		126.19		123.64		(10,426	)		(0.88	)

(1) The principal executive officers and other named executive officers for fiscal years 2021 - 2024 are the following:

Year	CEO	Other NEOs
2024	Jeremy R. Hoff	Paul A. Huckfeldt, Anne J. Smith, Tod R. Phelps
2023	Jeremy R. Hoff	Paul A. Huckfeldt, Anne J. Smith, Tod R. Phelps
2022	Jeremy R. Hoff	Paul A. Huckfeldt, Anne J. Smith, Tod R. Phelps, D. Lee Boone
2021	Paul B. Toms, Jr.	Paul A. Huckfeldt, Anne J. Smith, D. Lee Boone, Jeremy R. Hoff, Douglas Townsend

(2) SEC rules require certain adjustments be made to the Summary Compensation Table totals to determine compensation “actually paid” as reported in the Pay versus Performance table. The following table details these adjustments:

Year	Executives	Summary Compensation Table Total		Deduct Reported Change in Actuarial Present Value of Pension Benefits(a)			Add Pension Benefit Adjustments(b)		Deduct Reported Value of Equity Awards(c)			Add Equity Award Adjustments(d)			Compensation Actually Paid
		($)		($)			($)		($)			($)			($)
2024	CEO		1,215,188		-			-		(600,000	)		829,395			1,444,583
	Other NEOs		567,507		(18,211	)		16,539		(200,998	)		253,028			617,865

2023	CEO		1,186,994		-			-		(600,000	)		480,315			1,067,309
	Other NEOs		538,642		-			38,785		(201,000	)		86,135			462,562

2022	CEO		798,169		-			-		(337,500	)		(53,843	)		406,826
	Other NEOs		577,484		-			30,595		(225,255	)		(138,797	)		244,027

2021	CEO		923,559		(150,823	)		-		(337,500	)		28,305			463,541
	Other NEOs		534,790		(46,588	)		23,660		(174,003	)		247,838			585,697

(a)

The amounts in this column represent the amounts reported in the “Change in Pension Value and Non-Qualified Deferred Compensation Earnings” column of the Summary Compensation Table for each applicable year. In fiscal year 2024, the change in pension value was -$2,002 for Mr. Huckfeldt and $54,633 for Ms. Smith. In fiscal 2023, the change in pension value was -$141,096 for Mr. Huckfeldt and -$53,784 for Ms. Smith. In fiscal year 2022, the change in pension value was -$11,090 for Mr. Huckfeldt and -$3,133 for Ms. Smith.

(b)

The amounts deducted or added in calculating the pension value adjustments are as follows:

Year	Executives	Service Cost (i)		Prior Service Cost (ii)		Total Pension Value Adjustment
		($)		($)		($)
2024	CEO		-		-		-
	Other NEOs		16,539		-		16,539
							-
2023	CEO		-		-		-
	Other NEOs		38,785		-		38,785
							-
2022	CEO		-		-		-
	Other NEOs		30,595		-		30,595
							-
2021	CEO		-		-		-
	Other NEOs		23,660		-		23,660

(c)

The amounts in this column represent the grant date fair value of equity awards as reported in the “Stock Awards” column of the Summary Compensation Table for each applicable year.

(d)

The amounts deducted or added in calculating the equity award adjustments are as follows:

Year	Executive	Year end fair value of equity awards granted during the year		Year over year change in fair value of outstanding and unvested equity awards			Fair value as of vesting date of equity awards granted and vested in the year		Year over year change in fair value of equity awards granted in prior years that vested in the year			Fair value at the end of the prior year of equity awards that failed to meet vesting conditions in the year			Value of dividends or other earnings paid on stock or option awards not otherwise reflected in fair value or total compensation		Total equity award adjustments
		($)		($)			($)		($)			($)			($)		($)
2024	CEO		801,490		161,469			-		(9,439	)		(124,125	)		-		829,395
	Other NEOs		268,498		59,333			-		(3,462	)		(71,341	)				253,028

2023	CEO		674,246		(6,959	)		-		(5,586	)		(181,386	)		-		480,315
	Other NEOs		225,877		(3,762	)		-		(2,965	)		(133,015	)		-		86,135

2022	CEO		190,896		(135,677	)		-		13,025			(122,087	)		-		(53,843	)
	Other NEOs		89,220		(110,917	)		-		(19,780	)		(97,320	)		-		(138,797	)

2021	CEO		243,511		(51,597	)		-		-			(163,610	)		-		28,304
	Other NEOs		298,709		17,822			-		(10,710	)		(57,983	)		-		247,838

(3) Total shareholder return (TSR) is determined based on the value of an initial fixed investment of $100 at the beginning of each fiscal year. The peer group TSR prepared by Zacks Investment Research, Inc. represents cumulative, weighted TSR of the same peer group under Standard Industrial Classification (SIC) Codes 2510 and 2511, which includes home furnishings companies that are publicly traded in the United States or Canada. For more information regarding the peer group TSR, refer to the performance graph that is included in the 2024 Form 10-K, as filed with the SEC.

Named Executive Officers, Footnote

(1) The principal executive officers and other named executive officers for fiscal years 2021 - 2024 are the following:

Year	CEO	Other NEOs
2024	Jeremy R. Hoff	Paul A. Huckfeldt, Anne J. Smith, Tod R. Phelps
2023	Jeremy R. Hoff	Paul A. Huckfeldt, Anne J. Smith, Tod R. Phelps
2022	Jeremy R. Hoff	Paul A. Huckfeldt, Anne J. Smith, Tod R. Phelps, D. Lee Boone
2021	Paul B. Toms, Jr.	Paul A. Huckfeldt, Anne J. Smith, D. Lee Boone, Jeremy R. Hoff, Douglas Townsend

PEO Actually Paid Compensation Amount

^[2]

$ 1,444,583

1,067,309

406,826

463,541

Non-PEO NEO Average Total Compensation Amount

^[1]

$ 567,507

538,642

577,484

534,790

Adjustment to Non-PEO NEO Compensation Footnote

(2) SEC rules require certain adjustments be made to the Summary Compensation Table totals to determine compensation “actually paid” as reported in the Pay versus Performance table. The following table details these adjustments:

Year	Executives	Summary Compensation Table Total		Deduct Reported Change in Actuarial Present Value of Pension Benefits(a)			Add Pension Benefit Adjustments(b)		Deduct Reported Value of Equity Awards(c)			Add Equity Award Adjustments(d)			Compensation Actually Paid
		($)		($)			($)		($)			($)			($)
2024	CEO		1,215,188		-			-		(600,000	)		829,395			1,444,583
	Other NEOs		567,507		(18,211	)		16,539		(200,998	)		253,028			617,865

2023	CEO		1,186,994		-			-		(600,000	)		480,315			1,067,309
	Other NEOs		538,642		-			38,785		(201,000	)		86,135			462,562

2022	CEO		798,169		-			-		(337,500	)		(53,843	)		406,826
	Other NEOs		577,484		-			30,595		(225,255	)		(138,797	)		244,027

2021	CEO		923,559		(150,823	)		-		(337,500	)		28,305			463,541
	Other NEOs		534,790		(46,588	)		23,660		(174,003	)		247,838			585,697

(a)

The amounts in this column represent the amounts reported in the “Change in Pension Value and Non-Qualified Deferred Compensation Earnings” column of the Summary Compensation Table for each applicable year. In fiscal year 2024, the change in pension value was -$2,002 for Mr. Huckfeldt and $54,633 for Ms. Smith. In fiscal 2023, the change in pension value was -$141,096 for Mr. Huckfeldt and -$53,784 for Ms. Smith. In fiscal year 2022, the change in pension value was -$11,090 for Mr. Huckfeldt and -$3,133 for Ms. Smith.

(b)

The amounts deducted or added in calculating the pension value adjustments are as follows:

Year	Executives	Service Cost (i)		Prior Service Cost (ii)		Total Pension Value Adjustment
		($)		($)		($)
2024	CEO		-		-		-
	Other NEOs		16,539		-		16,539
							-
2023	CEO		-		-		-
	Other NEOs		38,785		-		38,785
							-
2022	CEO		-		-		-
	Other NEOs		30,595		-		30,595
							-
2021	CEO		-		-		-
	Other NEOs		23,660		-		23,660

(c)

The amounts in this column represent the grant date fair value of equity awards as reported in the “Stock Awards” column of the Summary Compensation Table for each applicable year.

(d)

The amounts deducted or added in calculating the equity award adjustments are as follows:

Year	Executive	Year end fair value of equity awards granted during the year		Year over year change in fair value of outstanding and unvested equity awards			Fair value as of vesting date of equity awards granted and vested in the year		Year over year change in fair value of equity awards granted in prior years that vested in the year			Fair value at the end of the prior year of equity awards that failed to meet vesting conditions in the year			Value of dividends or other earnings paid on stock or option awards not otherwise reflected in fair value or total compensation		Total equity award adjustments
		($)		($)			($)		($)			($)			($)		($)
2024	CEO		801,490		161,469			-		(9,439	)		(124,125	)		-		829,395
	Other NEOs		268,498		59,333			-		(3,462	)		(71,341	)				253,028

2023	CEO		674,246		(6,959	)		-		(5,586	)		(181,386	)		-		480,315
	Other NEOs		225,877		(3,762	)		-		(2,965	)		(133,015	)		-		86,135

2022	CEO		190,896		(135,677	)		-		13,025			(122,087	)		-		(53,843	)
	Other NEOs		89,220		(110,917	)		-		(19,780	)		(97,320	)		-		(138,797	)

2021	CEO		243,511		(51,597	)		-		-			(163,610	)		-		28,304
	Other NEOs		298,709		17,822			-		(10,710	)		(57,983	)		-		247,838

Compensation Actually Paid vs. Net Income

CAP versus Net Income

As shown in the chart below, the Company’s net income and the CEO and other NEOs’ CAP varied significantly each year. This is due in large part to the significant emphasis the Company places on equity incentives, which are sensitive to changes in stock price. For instance, in fiscal 2023, more than 50% of Mr. Hoff’s compensation were equity-based grants, which were comprised of time-based restricted stock unit and performance stock units which are based on achievement of budgeted EPS. Mr. Hoff’s base salary was increased in fiscal 2023 because of the previously mentioned compensation study performed by Pearl Meyer. The unalignment in fiscal 2023 was due to net loss driven by the $24 million restructuring charges related to the exit of ACH brand and the repositioning of PRI brand.

Total Shareholder Return Vs Peer Group

(3) Total shareholder return (TSR) is determined based on the value of an initial fixed investment of $100 at the beginning of each fiscal year. The peer group TSR prepared by Zacks Investment Research, Inc. represents cumulative, weighted TSR of the same peer group under Standard Industrial Classification (SIC) Codes 2510 and 2511, which includes home furnishings companies that are publicly traded in the United States or Canada. For more information regarding the peer group TSR, refer to the performance graph that is included in the 2024 Form 10-K, as filed with the SEC.

Total Shareholder Return Amount

^[3]

$ 127.27

102.45

71.56

126.19

Net Income (Loss)

$ 9,865,000

$ (4,312,000)

$ 11,718,000

$ (10,426,000)

PEO Name

Jeremy R. Hoff

Paul B. Toms, Jr.