Ethan Allen reaffirms case for all five Company nominees
ISS notes DGB has not identified an interim CEO candidate
Urges Shareholders to Vote FOR All Five Company Nominees on the BLUE Proxy Card
DANBURY, CT, Oct. 27, 2026 (GLOBE NEWSWIRE) -- Ethan Allen Interiors Inc. ("Ethan Allen" or the "Company") (NYSE:ETD), a leading interior design company, manufacturer and retailer in the home furnishings marketplace, today announced that leading independent proxy advisory firm Institutional Shareholder Services Inc. ("ISS") has recommended that shareholders vote for a majority of the Company’s nominees and NOT to support DGB Investment’s proposal to replace the Company’s entire Board of Directors (the "Board") at Ethan Allen’s 2026 Annual Meeting of Stockholders on November 4, 2026.
The Board expressly disagrees with ISS’s recommendation to replace M. Farooq Kathwari and David M. Sable. It continues to recommend all five Company nominees - M. Farooq Kathwari, David M. Sable, Maria Eugenia Casar, Tara I. Stacom and Cynthia Ekberg Tsai - and recommends that shareholders vote "WITHHOLD" on all five DGB nominees on the BLUE proxy card.
"Selecting the next CEO and continuing to drive profitable growth are the Board’s primary focus. We believe retaining our full slate keeps the Board in the hands of directors who are already leading the CEO search, and it provides an orderly transfer of institutional knowledge," stated Cynthia Ekberg Tsai.
"We believe retaining Mr. Sable’s strategic expertise and independent leadership, together with Mr. Kathwari’s operating knowledge for the handover, provides a stronger basis for the transition than the substitutions recommended by ISS. We urge shareholders to elect our full slate," said Maria Eugenia Casar.
ISS’s Research
In its evaluation of the proxy contest, ISS underscored that:
"the bar for a control slate is high, and the dissident has not cleared it outright."
In its evaluation of Ethan Allen’s operating performance ISS states:
"ETD has maintained financial discipline through a debt-free balance sheet, cash generation, and significant capital returns to shareholders."
ISS also recognized that the Company’s:
"…conservative balance sheet, domestic manufacturing footprint, and vertically integrated business model have supported profitability and financial stability."
ISS also recommended votes FOR the advisory vote on executive compensation and FOR ratification of the Company’s independent auditors.
Our Plan: An Independent CEO Search and Profitable Growth
DGB’s Plan Adds Transition Risk, Not Value
DGB is seeking to replace all five directors, install an interim CEO, then select a permanent CEO. In the Board’s judgment, that sequence creates the following risks:
DGB has not shown that replacing every current director would improve results for shareholders.
Strategic Experience for the Decisions Ahead
The Board combines strategic experience in brand and digital commerce, technology, global finance and real estate with Company-specific operating knowledge. Those perspectives are directly relevant to CEO selection, growth priorities and capital allocation. The five Company nominees bring complementary capabilities to those decisions:
YOUR VOTE IS IMPORTANT!
The Company urges shareholders to elect all five Company nominees to complete the CEO transition with independent oversight, preserve operating continuity and hold new leadership accountable for results. Vote FOR all five Company nominees - M. Farooq Kathwari, David M. Sable, Maria Eugenia Casar, Tara I. Stacom and Cynthia Ekberg Tsai - and WITHHOLD on all five DGB nominees on the BLUE proxy card.
Shareholders can find additional information at www.VoteEthanAllen.com. Please follow the BLUE proxy card instructions to vote by internet, telephone or mail. If you have already voted, you may change your vote by submitting a later-dated valid proxy. Only your latest valid vote will count. For assistance, contact Georgeson LLC toll-free at (888) 717-2572 or ethanallen@georgeson.com.
Forward Looking Statements
This communication contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company's strategic and operating priorities, growth initiatives and strategies, technology investments, capital allocation, capital expenditures, CEO succession and expectations regarding the leadership transition. These statements are subject to risks and uncertainties, including those described in Item 1A of the Company's Annual Report on Form 10-K and in its other filings with the SEC, which could cause actual results to differ materially from those anticipated. Forward-looking statements speak only as of the date made, and the Company undertakes no obligation to update them except as required by law.
About Ethan Allen
Ethan Allen (NYSE:ETD) is a leading interior design destination combining state-of-the-art technology with personal service. Ethan Allen design centers, which represent a mix of Company-operated and independent licensee locations, offer complimentary interior design service and sell a full range of home furnishings, including custom furniture and artisan-crafted accents for every room in the home. Vertically integrated from product design through logistics, the Company manufactures about 75% of its custom-crafted furniture in its own North American manufacturing facilities and has been recognized for product quality and craftsmanship since 1932. Learn more at www.ethanallen.com.
Disclaimer
The Company has neither sought nor obtained the consent from any third party to use any statements or information contained in this press release that have been obtained or derived from statements made or published by such third parties. Any such statements or information should not be viewed as indicating the support of such third parties for the views expressed herein.
Investor Relations Contacts
Ethan Allen Contact
Matt McNulty, Senior Vice President, Chief Financial Officer and Treasurer
IR@ethanallen.com
Investor Contact
Chris Hayden / Bill Fiske, Georgeson LLC
ethanallen@georgeson.com
Media Contact
Phil Denning / Gabriel Hasson, ICR LLC
ETD@icrinc.com
