Ethan Allen Interiors (ETD) Proxy filing summary

Executive summary

• ISS recommended retaining a majority of the five nominees and opposed DGB Investment’s bid to replace the entire Board; the Board urged support for its full slate.

• ISS cited financial discipline, a debt-free balance sheet, cash generation and capital returns, supported by domestic manufacturing and vertical integration.

Voting matters and shareholder proposals

• At the November 4, 2026 annual meeting, shareholders were urged to vote FOR M. Farooq Kathwari, David M. Sable, Tara I. Stacom, Maria Eugenia Casar and Cynthia Ekberg Tsai, and WITHHOLD on all five DGB nominees.

• ISS recommended votes FOR auditor ratification and the advisory vote on executive compensation.

• A later-dated valid proxy may change an earlier vote; only the latest valid vote counts.

Board of directors and corporate governance

• Independent directors David Sable and Cynthia Ekberg Tsai are leading the CEO search with a nationally recognized firm; the next CEO is to be announced by June 30, 2027, join the Board, and serve separately from the Chair.

• Kathwari is nominated to support knowledge transfer and is expected to remain a non-executive director until the 2027 annual meeting, when he will leave the Board.

• Nominees bring experience in brand and digital commerce, technology, global finance, capital allocation, real estate and operating knowledge across manufacturing, design, retail and customer relationships.