What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2026-02-05 compared with 2025-02-10 · 41 added, 45 removed, 123 unchanged (41% of the section changed)

1 unchanged sentence

Bassett is a leading retailer, manufacturer and marketer of branded home furnishings.

Our products are sold primarily through a network of Company-owned and licensee-owned branded stores under the Bassett Home Furnishings (“BHF”) name, with additional distribution through other wholesale channels including multi-line furniture stores, many of which feature Bassett galleries or design centers.

We also sell our products through our website at www.bassettfurniture.com.

We were founded in 1902 and incorporated under the laws of Virginia in 1930.

Our rich 123-year history has instilled the principles of quality, value, and integrity in everything we do, while simultaneously providing us with the expertise to respond to ever-changing consumer tastes and meet the demands of a global economy.

With 87 BHF stores at November 30, 2024, we have leveraged our strong brand name in furniture into a network of Company-owned and licensed stores that focus on providing consumers with a friendly and casual environment for buying furniture and accessories.

Our store program is designed to provide a single source home furnishings retail store that provides a unique combination of stylish, quality furniture and accessories with a high level of customer service.

In order for the Bassett brand to reach markets that cannot be effectively served by our retail store network, we also distribute our products through other wholesale channels including multi-line furniture stores, many of which feature Bassett galleries or design centers.

We use a network of over 30 independent sales representatives who have stated geographical territories.

These sales representatives are compensated based on a standard commission rate.

We believe this blended strategy provides us the greatest ability to effectively distribute our products throughout the United States and ultimately gain market share.

The BHF stores feature custom order furniture, free in-home or virtual design visits (“home makeovers”) and coordinated decorating accessories.

Approximately 60% of our wholesale sales arise from our network of 86 Company-owned and licensee-owned Bassett Home Furnishings (“BHF”) stores.

Our store program is designed to provide a single source home furnishings retail store with a unique combination of stylish, quality furniture and accessories with a high level of customer service.

The stores highlight our custom furniture design and manufacturing capabilities, free in-home or virtual design visits (“home makeovers”) and coordinated decorating accessories.

Our philosophy is based on building strong long-term relationships with each customer.

1 unchanged sentence

Until a rigorous training and design certification program is completed, Design Consultants are not authorized to perform in-home or virtual design services for our customers.

Bassett also has a significant traditional wholesale business with more than 1,000 open market accounts.

Most of the open market sales are through Bassett Design Centers and Bassett Custom Studios which function as a store within a multi-line store featuring the Company’s custom furniture capabilities.

The wholesale business, including the Lane Venture outdoor brand, also services general furniture stores and a growing number of interior design firms through a network of over 30 independent sales representatives who have stated geographical territories.

These sales representatives are compensated based on a standard commission rate.

We consider our website to be the front door to our brand experience where customers can research our furniture and accessory offerings and subsequently buy online or engage with an in-store design consultant.

We know that we are driving a significant percentage of the retail foot traffic to our store network and our open market customers through engagement with www.bassettfurniture.com.

Digital outreach strategies have become the primary vehicle for brand advertising and customer acquisition.

We expect to supplement the digital outreach strategies in 2025 with added direct mail and television.

Digital outreach strategies have been the primary vehicle for brand advertising and customer acquisition.

We began supplementing the digital outreach strategy with added direct mail and television late in 2024 and expect to continue with a balanced blend of both digital and traditional direct mail and television in 2026.

We introduced a new web platform late in 2023 that leverages world class features including enhanced customer research capabilities and streamlined navigation.

1 unchanged sentence

We have also seen an increase in average order value that has resulted in increased e-commerce revenue.

Although e-commerce sales continue to be small relative to in-store sales, we are pleased that we have seen a greater than 20% e-commerce sales increase over the back half of the fiscal year.

We will continue to invest in ongoing improvements to the aesthetics and user experience that we provide on our website.

While we have made it easier to purchase on-line, we will not compromise our in-store experience or the quality of our in-home makeover capabilities.

While traffic to the website decreased 8% during 2025, sales conversion rates increased 28% resulting in a 25% increase in total web sales.

Although e-commerce sales continue to be small relative to in-store sales, we will continue to invest in ongoing improvements to the aesthetics and user experience on our website while not compromising on our in-store experience or the quality of our in-home makeover capabilities.

During the fourth quarter of fiscal 2022 we acquired Noa Home Inc.

(“Noa Home”) (see Note 3 to the Consolidated Financial Statements for additional information regarding the acquisition).

(“Noa Home”).

A mid-priced e-commerce furniture retailer headquartered in Montreal, Canada, Noa Home had operations in Canada, Australia, Singapore and the United Kingdom.

After nearly two years of operating losses, we concluded during the second quarter of 2024 that Noa Home was not likely to achieve profitability at any time in the foreseeable future and decided to cease operations by selling the inventory in an orderly fashion.

As of November 30, 2024, we have substantially completed the liquidation of Noa Home’s assets and liabilities.

As of the end of 2024, we had substantially completed the liquidation of Noa Home’s assets and liabilities.

In the second quarter of 2024 we recognized non-cash charges totaling $2,401 related to the impairment of certain long-lived assets of Noa Home and the establishment of a reserve against Noa Home’s remaining inventory at that time.

Upon substantially completing the liquidation of Noa Home at the end of the fourth quarter of 2024, we recognized a charge of $962 associated with the transfer of the cumulative translation losses out of accumulated other comprehensive income.

In 2018, we added outdoor furniture to our offerings with the acquisition of the Lane Venture brand.

Our strategy is to distribute these products outside of our BHF store network through independent sales representatives each of which have a stated geographic territory.

Using Lane Venture as a platform, we developed the Bassett Outdoor brand that is only marketed through the BHF store network.

This allows Bassett branded products to move from inside the home to outside the home to capitalize on the growing trend of outdoor living.

In the second quarter of 2023, we debuted the Bassett Outdoor contract line at the HD Expo Show in Las Vegas targeting the hospitality segment.

We have factories in Newton, North Carolina that manufacture both stationary and motion upholstered furniture for inside the home along with our outdoor furniture offerings.

We also have a factory in Martinsville, Virginia that assembles and finishes our custom bedroom and dining offerings.

We also own a facility in Haleyville, Alabama where we manufacture aluminum frames for our outdoor furniture.

We have a factory in Martinsville, Virginia that assembles and finishes our custom bedroom and dining offerings.

We also have a facility in Haleyville, Alabama where we manufacture aluminum frames for our outdoor furniture.

In addition to the furniture that we manufacture domestically, we source most of our formal bedroom and dining room furniture (casegoods) and certain leather upholstery offerings from several foreign plants, primarily in Vietnam.

Approximately 80% of our wholesale revenues are derived from products that are manufactured in the United States using a mix of domestic and globally sourced components and raw materials.

During the first quarter of 2022, we entered into a definitive agreement to sell substantially all of the assets of our wholly-owned subsidiary, Zenith Freight Lines, LLC (“Zenith”) to J.B.

Hunt Transport Services, Inc.

Hunt”), and the transaction was completed on February 28, 2022.

As a result of the sale, the operations of our former logistical services segment, which consisted entirely of the operations of Zenith, are presented in this Annual Report on Form 10-K as discontinued operations.

Over 75% of our wholesale revenues are derived from products that are manufactured in the United States using a mix of domestic and globally sourced components and raw materials.

Operating Segments

12 unchanged sentences

*53 weeks for fiscal 2024 as compared with 52 weeks for fiscal 2025 and 2023.

Approximately 20% of our 2024 wholesale sales were of imported product compared to 22% in 2023 and 2022.

Approximately 23% of our 2025 wholesale sales were of imported product compared to 20% in 2024 and 22% in 2023.

We define imported product as fully finished product that is sourced.

8 unchanged sentences

The retail furniture industry remains very competitive and includes local furniture stores, regional furniture retailers, national department and chain stores, single-vendor branded retailers and on-line retailers.

As a whole, our store network which includes 29 licensee-owned stores, ranks in the top 40 in retail furniture sales in the United States.

As a whole, our store network which includes 29 licensee-owned stores in addition to the 57 BHF Company-owned stores, ranks in the top 40 in retail furniture sales in the United States.

The following table shows the number of Company-owned stores by state at November 29, 2025:

14 unchanged sentences

We will continue to evaluate store-by-store performance as we seek the optimal store count in the markets in which we compete at retail.

While we opened two new stores in 2024, we are currently negotiating leases for stores in two new markets with potential opening dates in late 2025 or 2026.

We closed one store in 2025 and expect to open two new stores in 2026.

We are also planning to relocate one store within the same market in late 2026 or 2027.

Corporate and Other

5 unchanged sentences

During the second quarter of 2024 we concluded that Noa Home was not likely to achieve profitability in the foreseeable future and decided to cease operations by selling the inventory in an orderly fashion.

As of November 30, 2024, we have substantially completed the liquidation of Noa Home.

As of the end of 2024, we had substantially completed the liquidation of Noa Home.

Our trademarks, including “Bassett” and the names of some of our marketing divisions, products and collections, are significant to the conduct of our business.

9 unchanged sentences

In addition, the imposition of new or increased duties, tariffs, retaliatory tariffs and trade limitations with respect to foreign-sourced products could negatively impact the cost of such goods.

Based on the present facts, we do not believe that they will have a material adverse effect on our financial position or future results of operations.

While we currently do not believe that costs associated with such trade policies will have a material adverse effect on our financial position or future results of operations, changes to such policies in the future could negatively impact our financial position or future results of operations.

Human Capital

We employed 1,194 people as of November 29, 2025.

Our associate count represents a decrease of 161 from a year ago, 71 due to headcount reductions in our manufacturing facilities in response to business conditions and the consolidation of our two wood manufacturing facilities, 43 in our retail segment primarily attributable to the elimination of certain retail support functions and warehouse consolidation, and 47 at our corporate office related to the closure of our central customer care center and the elimination of several corporate overhead functions.

Our associate count represents a decrease of 34 from a year ago, 29 due to headcount reductions in our manufacturing facilities in response to business conditions and 9 in our retail segment primarily attributable to the closure of a store location and the consolidation of several warehouses.

Headcount by segment is as follows:

1 unchanged sentence

444 in the retail segment

131 in the corporate and other segment

135 in the corporate segment

We approach our workplace culture by being Invested … In Each Other , the tenets of which include fostering a workplace that promotes respect for each other, investing in our associates’ well-being, providing safe and comfortable work environments, offering opportunities to develop personally and professionally, being good stewards of the environment, and giving back to the communities in which we work and live.

We believe that these investments are crucial to the success of our associates and our Company.

Focus Group Study

In 2025 we conducted a focus group study, facilitated by a third-party consultant, in our manufacturing facilities and our corporate office.

Meeting in groups of 8-10, approximately 20% of our associates participated and shared their thoughts about the Company and their work environment.

This information was provided to senior management by the consultant in location-specific summary reports.

Based on opinions shared by the focus groups, we gained valuable insight into how we can improve our work environments and better communicate with our associates.

Workplace Respect

We value the diversity of our associates as an essential component in the way we do business.

It continues to be Bassett’s policy to be equitable and impartial in our relations with our associates and to base all employment-related decisions upon valid, job-related factors, without regard to race, color, religion, national origin, age, sex, gender identity and gender expression, transgender status, pregnancy, physical or mental disability, genetic information, veteran or other protected status.

It continues to be Bassett’s policy to be equitable and impartial in our relations with our associates and to base all employment-related decisions upon valid, job-related factors, without regard to race, color, religion, national origin, age, sex, physical or mental disability, genetic information, veteran or other protected status.

We continue to maintain and enforce our policy prohibiting discrimination and harassment in our workplace.

5 unchanged sentences

We continue to invest in the physical and mental well-being of our associates, their spouses and their children.

We introduced a benefits and wellness app, free to our associates and their dependents, which assists with locating best-in-class, in terms of quality and cost, healthcare providers and facilities, along with free virtual exercise therapy for back and joint care.

Our benefits and wellness app, free to our associates and their dependents, assists with locating best-in-class, in terms of quality and cost, healthcare providers and facilities, along with free virtual exercise therapy for back and joint care.

We offer several free online mental and behavioral health resources, with unlimited access to board-certified psychiatrists and licensed therapists.

6 unchanged sentences

These include:

Installed vacuum lifts, designed to reduce manual lifting, at our Martinsville facility

Improved air quality with the addition of a humidity-controlled air handling system and battery-operated forklifts

At our upholstery locations, we continued to upgrade the lighting in our manufacturing areas and warehouses, along with resurfacing floors to improve safety and aesthetics

Improved security with the installation of a biometric (finger scan) timekeeping system at all our manufacturing facilities.

We installed a comprehensive human resources, benefits, payroll and timekeeping system which gives our associates the ability to view, and where applicable, update their personal information, benefits enrollments, pay history and time worked in real time.

Continued installation of air quality control equipment at our Martinsville, VA facility.

Roof replacement and a complete freight elevator refurbishment at our Central Warehouse in Bassett, VA.

Installation of a new HVAC system at one of our upholstery manufacturing facilities in Newton, NC.

Installation of a biometric (finger scan) building entry system at our Corporate Office to improve security.

Our comprehensive human resources, benefits, payroll and timekeeping system gives our associates the ability to view, and where applicable, update their personal information, benefits enrollments, pay history and time worked in real time.

Through our “Opportunities For Improvement” program, associates can submit an “OFI” about a job-related issue they’ve experienced or observed and a suggestion for improvement.

Examples include concerns related to product quality, process improvement, safety and communication issues.

Professional Development

12 unchanged sentences

Finishing Materials

Our partnership with the Stephen Siller Tunnels2Towers Foundation reached the 10-year mark in 2024.

To date, we have furnished over 40 smart homes built for wounded veterans and first responders.

9,450 cubic feet

In 2025, we partnered with the mission-driven team from Military Makeover with Montel® to design and furnish a home for a North Carolina veteran and his family.

Additionally, we supported numerous other charitable and civic organizations with monetary and in-kind donations.

5 unchanged sentences

We file our annual, quarterly and current reports, proxy statements and other information with the SEC.

Our SEC filings are available to the public at the SEC’s website at www.sec.gov.

Our filings with the Securities and Exchange Commission (“SEC”) are available to the public at the SEC’s website at www.sec.gov.

Through our website, www.bassettfurniture.com, we make available free of charge as soon as reasonably practicable after electronically filing or furnishing with the SEC, our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments thereto.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business