8-K
0000037472false00000374722023-10-092023-10-09

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 09, 2023

 

 

Flexsteel Industries Inc

(Exact name of Registrant as Specified in Its Charter)

 

 

Minnesota

0-5151

42-0442319

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

385 BELL STREET

 

DUBUQUE, Iowa

 

52001-0877

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 563-556-7730

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock

 

FLXS

 

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On October 9, 2023, Mary C. Bottie gave the Board of Directors (the “Board”) of Flexsteel Industries, Inc. (the “Company”) notice that she intends to resign from the Board effective at the conclusion of the Board meeting to be held December 13, 2023. Ms. Bottie has confirmed to the Company’s Board that her resignation is not the result of any disagreement on any matter relating to the Company’s operations, policies or practices.

Item 7.01 Regulation FD Disclosure.

On October 10, 2023, the Company issued a press release announcing Ms. Bottie’s notice of her intent to resign. A copy of the press release is furnished as Exhibit 99.1 and is incorporated herein by reference.

 

The information in this Item 7.01, including Exhibit 99.1 attached hereto, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

Exhibit Description

99.1 Press Release by Flexsteel Industries, Inc. dated October 10, 2023.

104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

 


SIGNATURES

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 hereunto duly authorized.

 

 

 

FLEXSTEEL INDUSTRIES, INC.

 

 

 

 

Date:

October 10, 2023

By:

/s/ Derek P. Schmidt

 

 

 

Derek P. Schmidt, Chief Financial Office and Chief Operating Officer

 


EX-99.1

 

https://cdn.kscope.io/f2c0345f39dcb9236cee6eab55334032-img63070340_0.jpg 

 

 

Flexsteel Industries, Inc. Announces Change to Board of Directors

 

Dubuque, Iowa – October 10, 2023 – Flexsteel Industries, Inc. (NASDAQ:FLXS), announced that long-time board member Mary C. Bottie has declared her plan to resign following the December 2023 board meeting.

 

“Flexsteel has been fortunate to have a director of the caliber of Mary Bottie,” said Chair Tom Levine. “Her extensive background in general management, global operations, marketing, and human resources have been great assets for Flexsteel. We have valued her leadership and insights over the past 20 years.” Levine concluded, “We will miss her guidance and owe her our gratitude for the significant contributions she has made to the Company.”

 

Ms. Bottie, formerly a Motorola Inc. Vice President holding positions in general management, marketing, training, and education, joined the Flexsteel board of directors in December 2003. She served as Chair of the Compensation Committee from 2015 to present, and as a member of the Nominating & Governance Committee for eight years. She served as Chair of the Nominating & Compensation Committee Chair for four years and as a member of same for four years. She has also served on the Audit Committee. “I’ve enjoyed serving on Flexsteel’s board of directors. My resignation is not a result of any concerns I have with the board or management. I look forward to watching the company grow as the current and future strategies are implemented”.

About Flexsteel

 

Flexsteel Industries, Inc., and Subsidiaries (the “Company”) is one of the largest manufacturers, importers, and marketers of residential furniture products in the United States. Product offerings include a wide variety of furniture such as sofas, loveseats, chairs, reclining rocking chairs, swivel rockers, sofa beds, convertible bedding units, occasional tables, desks, dining tables and chairs, kitchen storage, bedroom furniture, and outdoor furniture. A featured component in most of the upholstered furniture is a unique steel drop-in seat spring from which the name “Flexsteel” is derived. The Company distributes its products throughout the United States through its e-commerce channel and direct sales force.

 

For more information, visit our website at http://www.flexsteel.com.

 

INVESTOR CONTACT:

 

Derek Schmidt, Flexsteel Industries, Inc. 563.585.8122

investors@flexsteel.com

 

 

385 Bell Street T 563.556.7730 flexsteel.com

Dubuque, IA 52001