Annual Statement of Changes in Beneficial Ownership (5)
30 Januar 2023 - 10:07PM
Edgar (US Regulatory)
FORM 5
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
[ ] Form 3 Holdings Reported
[ ] Form 4 Transactions Reported |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number: 3235-0362
Estimated average burden
hours per response... 1.0 |
|
Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
1. Name
and Address of Reporting Person * SMITH CLARENCE H |
2. Issuer Name and Ticker or Trading
SymbolHAVERTY FURNITURE COMPANIES INC [HVT] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Chairman & CEO |
(Last)
(First)
(Middle)
780 JOHNSON FERRY RD., SUITE 800 |
3. Statement for Issuer's Fiscal Year Ended
(MM/DD/YYYY)
12/31/2022
|
(Street)
ATLANTA, GA 30342-
(City)
(State)
(Zip)
|
4. If Amendment, Date Original
Filed(MM/DD/YYYY)
|
6. Individual or Joint/Group
Filing(Check Applicable Line)
_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership
(Instr. 4) |
Amount |
(A) or (D) |
Price |
Common Stock |
11/21/2022 |
|
G |
1351 |
D |
$0 |
18267 |
D |
|
Common Stock |
|
|
|
|
|
|
7850 |
I |
By Georgia Limited
Partnership |
Common Stock |
|
|
|
|
|
|
29689 |
I |
By Spouse |
Class A Common Stock |
|
|
|
|
|
|
112036 |
D |
|
Class A Common Stock |
|
|
|
|
|
|
1950 |
I |
By Spouse |
Class A Common Stock |
|
|
|
|
|
|
603497 |
I |
By Villa Clare, LP |
Table II - Derivative Securities Acquired, Disposed of, or
Beneficially Owned (e.g., puts, calls, warrants, options,
convertible securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date
(MM/DD/YYYY) |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of Derivative Securities Beneficially
Owned at End of Issuer's Fiscal Year
(Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I)
(Instr. 4) |
11. Nature of Indirect Beneficial Ownership
(Instr. 4) |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
PRSUs 2020 |
|
|
|
|
|
|
(1) |
(1) |
Common Stock |
44800 |
|
44800 |
D |
|
PRSUs 2020.1 |
|
|
|
|
|
|
(2) |
(2) |
Common Stock |
7680 |
|
7680 |
D |
|
PRSUs 2021 |
|
|
|
|
|
|
(3) |
(3) |
Common Stock |
37352 |
|
37352 |
D |
|
PRSUs 2021.1 |
|
|
|
|
|
|
(4) |
(4) |
Common Stock |
6670 |
|
6670 |
D |
|
RSUs 2019 |
|
|
|
|
|
|
(5) |
(5) |
Common Stock |
725 |
|
725 |
D |
|
RSUs 2020 |
|
|
|
|
|
|
(6) |
(6) |
Common Stock |
2640 |
|
2640 |
D |
|
RSUs 2021 |
|
|
|
|
|
|
(7) |
(7) |
Common Stock |
4402 |
|
4402 |
D |
|
RSUs 2022 |
|
|
|
|
|
|
(8) |
(8) |
Common Stock |
7973 |
|
7973 |
D |
|
Phantom Stock |
$0 |
|
|
|
|
|
(9) |
(9) |
Common Stock |
5541 |
|
5541 |
D |
|
Explanation of
Responses: |
(1) |
Performance Restricted Stock
Units ("PRSUs") award granted 1/23/2020. Each PRSU represents a
contingent right to receive one share of HVT common stock and was
earned based on EBITDA for the year ended December 31, 2020 and
will vest on February 28, 2023. |
(2) |
Performance Restricted Stock
Units ("PRSUs") award granted 1/23/2020. Each PRSU represents a
contingent right to receive one share of HVT common stock and was
earned based on comparable store sales for the year ended December
31, 2020 and will vest on February 28, 2023. |
(3) |
Performance Restricted Stock
Units ("PRSUs") award granted 1/21/2021. Each PRSU represents a
contingent right to receive one share of HVT common stock and was
earned based on EBITDA for the year ended December 31, 2021 and
will vest on February 28, 2024. |
(4) |
Performance Restricted Stock
Units ("PRSUs") award granted 1/21/2021. Each PRSU represents a
contingent right to receive one share of HVT common stock and was
earned based on consolidated sales for the year ended December 31,
2021 and will vest on February 28, 2024. |
(5) |
Restricted Stock Units
("RSUs") award granted 1/31/2019 under the 2014 Long-Term Incentive
Plan. RSUs vest ratably over 4 years, beginning 5/8/2020. Each RSU
is equivalent to one share of common stock upon
vesting. |
(6) |
Restricted Stock Units
granted 1/23/2020 and vest ratably over 3 years beginning 5/8/2021.
Each RSU is equivalent to one share of common stock upon
vesting. |
(7) |
Restricted Stock Units
granted 1/21/2021 and vest ratably over 3 years beginning 5/8/2022.
Each RSU is equivalent to one share of common stock upon
vesting. |
(8) |
Restricted Stock units
granted 1/26/2022 and vest ratably over 3 years beginning 5/8/2023.
Each RSU is equivalent to one share of common stock upon
vesting. |
(9) |
Deferred under Directors'
Deferred Compensation Plan. Settlement will occur upon the earlier
to occur of (i) termination of service on the Board of Directors,
or (ii) death. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
SMITH CLARENCE H
780 JOHNSON FERRY RD.
SUITE 800
ATLANTA, GA 30342- |
X |
|
Chairman & CEO |
|
Signatures
|
Jenny H. Parker, Attorney-in-Fact |
|
1/30/2023 |
**Signature of Reporting
Person |
Date |
Reminder: Report on a separate line for each class
of securities beneficially owned directly or
indirectly. |
* |
If the form is filed by more than one
reporting person, see Instruction 4(b)(v). |
** |
Intentional misstatements or omissions
of facts constitute Federal Criminal Violations. See 18
U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: |
File three copies of this Form, one of
which must be manually signed. If space is insufficient, see
Instruction 6 for procedure. |
Persons who respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB control number. |
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