Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On January 25, 2022, Ethan Allen Interiors Inc. (the "Company") issued a press
release announcing that its Board of Directors elected María Eugenia (Gina)
Casar, age 62, to serve as an independent director of the Company for a term
that will expire at the annual meeting of stockholders in 2022. Ms. Casar
recently served as Assistant Executive Director for United Nations World Food
Programme, and was responsible for Human Resources management, Wellness,
Workplace Culture, Ombudsman and Ethics. Prior to that, Ms. Casar was Executive
Director for AMEXCID Mexican Agency for International Cooperation from 2015
through 2017. She has held a variety of senior leadership roles throughout the
United Nations, including Under Secretary General and Associate Administrator
from 2014 to 2016 and CFO and Controller between 2011 and 2014 as well as
previous associations with several prominent organizations based in Mexico.
The Board also appointed Ms. Casar to serve as a member of the Audit Committee
and Corporate Governance, Nominations and Sustainability Committee. Ms. Casar
will receive the standard compensation currently paid to non-employee directors
on a pro rata basis for any partial fiscal quarters served. The standard
compensation package is further described in the Company's form DEF14A filed
with the Securities and Exchange Commission on October 20, 2021 under the
section entitled "Director Compensation" and is incorporated herein by reference
into this Item 5.02.
There are no arrangements or understandings between Ms. Casar and any other
persons pursuant to which she was selected as director. Ms. Casar does not have
a direct or indirect material interest in any currently proposed transaction to
which the Company is to be party, nor has she had a direct or indirect material
interest in any such transaction since the beginning of the Company's last
fiscal year.
A copy of the press release, dated January 25, 2022, announcing the election of
Ms. Casar, is filed hereto as Exhibit 99.1 to this Current Report on Form 8-K
and is incorporated by reference herein.
Item 8.01 Other Events
On January 25, 2022, the Company issued a press release announcing that its
Board of Directors declared a regular quarter cash dividend of $0.29 per share,
payable on February 23, 2022 to shareholders of record at the close of business
on February 8, 2022. A copy of the press release is filed hereto as Exhibit 99.1
to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. Description
99.1 Press release dated January 25, 2022, furnished herewith
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