8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): May 8, 2024 (May 6, 2024)

Haverty Furniture Companies, Inc.

(Exact Name of Registrant as Specified in Its Charter)

1-14445

(Commission File Number)

MD	58-0281900
(State or Other Jurisdiction of Incorporation)	(I.R.S. Employer Identification No.)

780 Johnson Ferry Road, NE, Suite 800

Atlanta, GA 30342

(Address of principal executive offices, including zip code)

(404) 443-2900

(Registrant’s telephone number, including area code)

NOT APPLICABLE

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	HVT	NYSE
Class A Common Stock	HVTA	NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07     Submission of Matters to a Vote of Security Holders.

(a) On May 6, 2024, Havertys held its annual meeting of stockholders. In the election of directors, the holders of shares of Class A common stock and common stock vote as separate classes in accordance with the Company's Charter.  For all other matters, the holders of shares of common stock and Class A common stock vote together as a single class and holders of common stock are entitled to one vote for each share of stock and holders of Class A common stock are entitled to ten votes for each share of stock.  At the meeting of stockholders, a plurality of votes is required in the election of each class of directors and for all other matters approval requires an affirmative vote of a combined majority of the votes cast.

(b) Represented at the meeting in person or by proxy were 1,123,779 shares of Class A common stock, or approximately 87.7% of eligible Class A common stock, and 13,468,122 shares of common stock, or approximately 90.1% of eligible common stock shares.

The final voting results for each proposal, each of which is described in greater detail in Havertys' definitive proxy statement filed with the Securities and Exchange Commission on March 27, 2024, follow below:

Proposal 1:     Election of Class A common stock directors.

The holders of Class A common stock elected all six director nominees at the annual meeting to serve a one-year term.  The voting results were as follows:

Nominee	For		Withheld		Broker Non-Vote
L. Allison Dukes		1,052,652		44,677		26,450
Rawson Haverty Jr.		1,097,328		1		26,450
Natalie B. Morhous		1,096,328		1,001		26,450
Vicki R. Palmer		1,096,307		1,022		26,450
Derek G. Schiller		1,055,203		42,126		26,450
Al Trujillo		1,056,182		41,147		26,450

Proposal 1:     Election of common stock directors.

The holders of common stock elected all three director nominees at the annual meeting to serve a one-year term.  The voting results were as follows:

Nominee	For		Withheld		Broker Non-Vote
Michael R. Cote		12,684,732		132,105		651,285
G. Thomas Hough		8,290,743		4,526,094		651,285
Clarence H. Smith		12,586,346		230,491		651,285

Proposal 2:    Advisory Vote on Executive Compensation.

The stockholders approved the following resolution regarding executive compensation.

“RESOLVED, that the stockholders approve, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the Compensation Discussion and Analysis, the accompanying compensation tables, and the related narrative disclosure in the Company’s Proxy Statement for the 2024 Annual Meeting of Stockholders.”

The voting results were as follows:

	For		Against		Abstain		Broker Non-Vote
Advisory Vote on Executive Compensation		23,251,571		497,883		40,677		915,785

Proposal 3:     Ratification of Grant Thornton LLP as our independent auditor:

The stockholders ratified the selection of Grant Thornton LLP as our independent auditors for the fiscal year ending December 31, 2023.  The voting results were as follows:

	For		Against		Abstain		Broker Non-Vote
Ratification of Grant Thornton LLP		24,586,662		108,924		10,330		-

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		HAVERTY FURNITURE COMPANIES, INC.
May 8, 2024	By:
		Jenny Hill Parker Senior Vice President, Finance and Corporate Secretary

XML

Document and Entity Information	May 08, 2024
Entity Listings [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 08, 2024
Entity File Number	1-14445
Entity Registrant Name	Haverty Furniture Companies, Inc.
Entity Central Index Key	0000216085
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	58-0281900
Entity Address, Address Line One	780 Johnson Ferry Road, NE
Entity Address, Address Line Two	Suite 800
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30342
City Area Code	404
Local Phone Number	443-2900
Entity Emerging Growth Company	false
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Common Stock [Member]
Entity Listings [Line Items]
Title of 12(b) Security	Common Stock
Trading Symbol	HVT
Security Exchange Name	NYSE
Common Class A [Member]
Entity Listings [Line Items]
Title of 12(b) Security	Class A Common Stock
Trading Symbol	HVTA
Security Exchange Name	NYSE