Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
In its Form 8-K filed with the SEC on April 9, 2020 (the "April 2020 Form 8-K"),
Hooker Furniture Corporation (the "Company") reported that on April 7, 2020 the
Compensation Committee (the "Committee") of its Board of Directors (the "Board")
determined it was in the best interests of the Company and its shareholders to
temporarily reduce the base salary of each executive officer. The determination
was made because of the adverse effects of the COVID-19 crisis and its related
negative effect on demand for the Company's products. The reductions ranged from
15%-20% of base salary and were part of the Company's broader efforts to reduce
operating expenses and conserve cash. Base salaries were reduced starting with
the April 2020 monthly payroll and were to remain at the reduced levels until
such time as the Committee determined it was appropriate for them to return to
pre-reduction levels. This change was approved by the Committee in April 2020
and reported in the April 2020 Form 8-K.
The disruption brought on by the crisis has not been as severe as the Company
originally forecasted and for which it had prepared. Subsequent to the end of
the fiscal 2021 first quarter which ended on May 3, 2020, the Company's orders
have trended at rates higher than a year ago and cash balances have increased by
$31 million from quarter-end to around $80 million presently.
Due to these factors, on July 23, 2020, the Committee determined that it was in
the best interests of the Company and its shareholders to restore to previous
levels salaries of executive officers that were reduced in reaction to earlier
uncertainties. Salaries of executive officers will be restored to previously
approved levels as of August 1, 2020 and the reductions from previous months
will not be reimbursed. Please see the April 2020 Form 8-K for the salary
details for our executive officers.
At the same meeting, having taken a similar temporary reduction in compensation,
the Board of Directors also restored board compensation under similar terms.
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