Item 5. Other Information
Item 5. Other Information
During
the three months ended November 2, 2025, no director or officer of the Company adopted , terminated or modified a ‘Rule 10b5-1 trading
arrangement’ or ‘non-Rule 10b5-1 trading arrangement,’ as each term is defined in Item 408(a) of Regulation S-K.
Item 6. Exhibits
3.1
Articles
of Incorporation of the Company, as amended as of September 16, 2021 (incorporated by reference to Exhibit 3.1 to the Company’s
Quarterly Report on Form 10-Q (SEC File No. 000-25349) for the quarter ended October 31, 2021)
3.2
Amended
and Restated Bylaws of the Company, as amended September 5, 2023 (incorporated by reference to Exhibit 3.2 to the Company’s
Quarterly Report on Form 10-Q (SEC File No. 000-25349) for the quarter ended July 30, 2023)
4.1
Articles
of Incorporation of the Company, as amended (See Exhibit 3.1)
4.2
Amended
and Restated Bylaws of the Company, as amended (See Exhibit 3.2)
10.1
Asset
Purchase Agreement dated December 1, 2025 by and between the Company and Magnussen Home Furnishings, Inc. (incorporated by reference
to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-25349) filed on December 3, 2025)*
31.1**
Rule 13a-14(a) Certification of the Company’s principal executive officer
31.2**
Rule 13a-14(a) Certification of the Company’s principal financial officer
32.1***
Rule 13a-14(b) Certification of the Company’s principal executive officer and principal financial officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101**
Interactive
Data Files (formatted as Inline XBRL)
104**
Cover
Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
* The
Company agrees to furnish supplementally to the SEC, upon request, any omitted schedules or similar attachments to Exhibit 10.1.
** Filed
herewith
*** Furnished herewith
37
Table of Contents
SIGNATURE
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 thereunto duly authorized.
HOOKER
FURNISHINGS CORPORATION
Date:
December 12, 2025
By:
/s/
C. Earl Armstrong III
C.
Earl Armstrong III
Chief
Financial Officer and
Senior
Vice President – Finance
38
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.