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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to HG Holdings, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| September 3, 2025 |
CERTIFICATE OF AMENDMENT RESTATED CERTIFICATE OF INCORPORATION HG HOLDINGS, INC. Exhibit 3.1 CERTIFICATE OF AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION OF HG HOLDINGS, INC. HG HOLDINGS, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), hereby certifies as follows: FIRST: The name of the Corporation is HG HOLDINGS, INC. SECOND: The Amendment Certificate to the Restated Certificate of Incorporation o |
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| September 3, 2025 |
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): September 2, 2025 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-34964 54-1272589 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: |
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| August 8, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (RULE 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information |
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| July 29, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (RULE 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information |
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| June 30, 2025 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION OF HG HOLDINGS, INC. HG HOLDINGS, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), hereby certifies as follows: FIRST: The name of the Corporation is HG HOLDINGS, INC. SECOND: The Amendment Certificate to the Restated Certificate of Incorporation o |
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| June 30, 2025 |
-12-31 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): June 26, 2025 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-34964 54-1272589 (State or other jurisdiction of incorporation) (Commission |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240. |
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| May 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240. |
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| April 23, 2025 |
Exhibit 10.2 Assignment and Contribution Agreement This Assignment and Contribution Agreement (this “Agreement”) is made as of April 21, 2025 (the “Effective Date”), by and among each of the entities listed on Schedule A hereto (each an “Assignor” and collectively the “Assignors”), each of which owns, directly or indirectly, the number of shares of common stock, no par value, and Class A stock, no |
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| April 23, 2025 |
Exhibit 10.3 Master Services Agreement This Master Services Agreement (this "Agreement"), dated as of April 21, 2025, with an effective date of June 1, 2025 (the "Effective Date"), is by and between HG Holdings, Inc., a Delaware corporation, with offices located at 2115 East 7th Street, Suite 101, Charlotte, North Carolina 28204 ("Service Provider") and HP Risk Solutions, LLC, a Florida limited li |
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| April 23, 2025 |
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): April 21, 2025 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-34964 54-1272589 (State or other jurisdiction of incorporation) (Commission File N |
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| April 23, 2025 |
Exhibit 10.1 Stock Repurchase Agreement This Stock Repurchase Agreement (this “Agreement”) is entered into as of April 21, 2025, by and between HG Holdings, Inc., a Delaware corporation (the “Company”), and each of the entities listed on Schedule A hereto (each a “Seller” and collectively the “Sellers”), each of which owns, directly or indirectly, the securities of the Company set forth opposite s |
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| March 27, 2025 |
Exhibit 19.1 HG Holdings, Inc. Insider Trading Policy (as excerpted from Section II.F.2 of the Code of Conduct of HG Holdings, Inc. (the “Company”)) Under the Company’s policy and federal and state securities laws, you may not buy, sell or recommend the purchase or sale of the Company’s securities or the securities of other companies, including customers, suppliers and others, on the basis of mate |
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| March 27, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-34964 HG HOLD |
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| March 27, 2025 |
Exhibit 21.1 Subsidiaries The following is a list of subsidiaries of HG Holdings, Inc. as of December 31, 2024: Name of Subsidiary State Organized National Consumer Title Insurance Company Florida HG Managing Agency, LLC North Carolina National Consumer Title Group, LLC Florida Title Agency Ventures, LLC Florida Omega National Title Agency, LLC Florida Omega National Title of Florida, LLC Florida |
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| November 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file nu |
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| August 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: |
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| July 17, 2024 |
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): July 16, 2024 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-34964 54-1272589 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240. |
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| June 6, 2024 |
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): May 31, 2024 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-34964 54-1272589 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 6, 2024 |
Consulting Agreement, dated June 1, 2024, by and between HG Holdings, Inc. and Justin H. Edenfield Exhibit 10.2 CONSULTING AGREEMENT This Consulting Agreement (the “Agreement”) is made and entered into as of June 1, 2024 by and between HG Holdings, Inc., a Delaware corporation (the “Company”) and Justin H. Edenfield (the “Consultant” and, together with the Company, the “Parties”). WHEREAS, Consultant is currently the Principal Financial and Accounting Officer of the Company and his employment w |
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| June 6, 2024 |
Employment Agreement, dated May 31, 2024, by and between HG Managing Agency, LLC and Anna Lieb Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into as of May 31, 2024 (the “Effective Date”), by HG Managing Agency, LLC, a North Carolina limited liability company (the “Company”), and Anna Lieb, an individual resident of the State of North Carolina (the “Employee”). Statement of Purpose WHEREAS, the Employee has been employed by the Company since Septe |
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| May 17, 2024 |
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): May 14, 2024 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-34964 54-1272589 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number |
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| March 28, 2024 |
Exhibit 21.1 Subsidiaries The following is a list of subsidiaries of HG Holdings, Inc. as of December 31, 2023: Name of Subsidiary State Organized National Consumer Title Insurance Company Florida HG Managing Agency, LLC North Carolina National Consumer Title Group, LLC Florida Title Agency Ventures, LLC Florida Omega National Title Agency, LLC Florida Omega National Title of Florida, LLC Florida |
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| March 28, 2024 |
Exhibit 4.1 DESCRIPTION OF THE COMPANY’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 HG Holdings, Inc. (“we,” “us,” “our,” “HG Holdings” or the “Company”) has authority to issue 36,000,000 shares of capital stock, consisting of 35,000,000 shares of common stock, $0.02 par value per share (the “Common Stock”), and 1,000,000 shares of blank check preferred sto |
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| March 28, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-34964 HG HOLD |
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| March 14, 2024 |
As filed with the Securities and Exchange Commission on March 14, 2024 As filed with the Securities and Exchange Commission on March 14, 2024 Registration No. |
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| March 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A (Amendment No. 2) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 54-1272589 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Iden |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-34964 HG |
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| October 17, 2023 |
Changes in Registrant's Certifying Accountant 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 17, 2023 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-34964 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| August 24, 2023 |
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): August 21, 2023 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-34964 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| August 24, 2023 |
Letter from Cherry Bekaert, LLP, dated August 24, 2023 Exhibit 16.1 August 24, 2023 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549-7561 Re: HG Holdings, Inc. SEC File Number 001-34964 On August 21, 2023, our appointment as auditor for HG Holdings, Inc. ceased. We have read HG Holdings, Inc.’s statements included under Item 4.01 of its Form 8-K dated August 24, 2023 and agree with such statements, insofar as they apply to |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-34964 HG HOLD |
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| June 20, 2023 |
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): June 13, 2023 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-34964 54-1272589 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 001-34964 HG HOL |
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| May 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 -12-31FY2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00 |
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| May 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Per |
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| May 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240. |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the |
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| March 30, 2023 |
Exhibit 21.1 Subsidiaries The following is a list of subsidiaries of HG Holdings, Inc. as of December 31, 2022: Name of Subsidiary State Organized National Consumer Title Insurance Company Florida HG Managing Agency, LLC North Carolina National Consumer Title Group, LLC Florida Title Agency Ventures, LLC Florida Omega National Title Agency, LLC Florida |
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| February 2, 2023 |
Termination of a Material Definitive Agreement 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): January 26, 2023 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG H |
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| August 23, 2022 |
HG Holdings, Inc. 2115 E. 7th Street, Suite 101 Charlotte, NC 28204 Exhibit 99.1 HG Holdings, Inc. 2115 E. 7th Street, Suite 101 Charlotte, NC 28204 FOR IMMEDIATE RELEASE: HG Holdings, Inc. August 22, 2022 Investor Contact: Justin Edenfield HG HOLDINGS, INC. & SUBSIDIARIES ANNOUNCES TRANSACTION TO ACQUIRE THE ASSETS OF SIX BRANCH TITLE INSURANCE AGENGIES FROM OMEGA TITLE OF FLORIDA, LLC Charlotte, North Carolina, August 22, 2022 /BUSINESSWIRE/ - Omega National Tit |
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| August 23, 2022 |
Financial Statements and Exhibits, Other Events 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): August 23, 2022 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG HOLDIN |
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| August 11, 2022 |
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): August 5, 2022 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| August 11, 2022 |
Exhibit 10.1 CONSULTING AGREEMENT This Consulting Agreement (the ?Agreement?) is made and entered into as of August 5, 2022 by and between HG Holdings, Inc., a Delaware corporation (the ?Company?) and Brad G. Garner (the ?Consultant? and, together with the Company, the ?Parties?). WHEREAS, Consultant is a former Principal Financial and Accounting Officer of the Company and his employment with the |
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| July 7, 2022 |
Exhibit 10.2 Excess Catastrophe Reinsurance Contract Effective: July 1, 2022 Maison Insurance Company a Louisiana corporation WR47-CATXS-2022 WR47-CATXS-2022 Maison Table of Contents Article Page 1 Classes of Business Reinsured 1 2 Commencement and Termination 1 3 Territory 2 4 Exclusions 3 5 Retention and Limit 4 6 Florida Hurricane Catastrophe Fund 4 7 Other Reinsurance 4 8 Definitions 5 9 Loss |
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| July 7, 2022 |
Exhibit 10.1 MANAGEMENT ADVISORY SERVICES AGREEMENT This Management Advisory Services Agreement (?Agreement?) is hereby entered into as of the 1st day of July, 2022 (the ?Effective Date?) by and between HG MANAGING AGENCY, LLC, a North Carolina limited liability company (the ?Management Company?), and FEDNAT UNDERWRITERS, INC., a Florida corporation (?FNU?). WHEREAS, FNU desires to engage the Mana |
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| July 7, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): June 30, 2022 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| June 24, 2022 |
Submission of Matters to a Vote of Security Holders 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): June 20, 2022 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| May 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG HOLDI |
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| May 2, 2022 |
DEF 14A 1 stly20220428def14a.htm FORM DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriat |
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| March 29, 2022 |
Exhibit 21 Subsidiaries The following is a list of subsidiaries of HG Holdings, Inc. as of December 31, 2021: State or Country Organized State or Country Organized National Consumer Title Insurance Company Florida HG Managing Agency, LLC North Carolina National Consumer Title Group, LLC Florida Title Agency Ventures, LLC Florida Omega National Title Agency, LLC Florida |
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| March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-14938 HG HOLDINGS, INC. (Exact name o |
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| November 18, 2021 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2021 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorpor |
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| November 18, 2021 |
NATIONAL CONSUMER TITLE GROUP, LLC Exhibit 99.2 NATIONAL CONSUMER TITLE GROUP, LLC Balance Sheets (in thousands) June 30, 2021 (unaudited) December 31, 2020 (audited) ASSETS Current assets: Cash and cash equivalents $ 9 $ 9 Total current assets 9 9 Other assets: Due from affiliate 418 221 Equity method investment 3,032 2,642 Total assets $ 3,459 $ 2,872 LIABILITIES AND MEMBERS' EQUITY Liabilities: Due to affiliate $ 10 $ 10 Total l |
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| November 18, 2021 |
HG HOLDINGS, INC. and SUBSIDIARIES UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.3 HG HOLDINGS, INC. and SUBSIDIARIES UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS On September 1, 2021, HG Holdings, Inc. (the ?Company?) entered into a Membership Interests Purchase Agreement (the ?Purchase Agreement?) with Title Agency Ventures LLC, a Delaware limited liability company (?TAV?), and Fidelis US Holdings, Inc., a Delaware corporation (?Seller?). On such da |
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| November 18, 2021 |
Exhibit 99.1 Financial Statements National Consumer Title Group, LLC Year ended December 31, 2020 and for the period June 1, 2019 (inception) through December 31, 2019 with Report of Independent Auditors National Consumer Title Group, LLC Financial Statements Year ended December 31, 2020 and for the period June 1, 2019 (inception) through December 31, 2019 Contents Report of Independent Auditors 1 |
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| November 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG H |
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| October 5, 2021 |
Exhibit 99.1 Financial Statements National Consumer Title Insurance Company Years ended December 31, 2020 and 2019 with Report of Independent Auditors National Consumer Title Insurance Company Financial Statements Years ended December 31, 2020 and 2019 Contents Report of Independent Auditors 1 Financial Statements Balance Sheets 3 Statements of Operations 4 Statements of Changes in Stockholders' E |
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| October 5, 2021 |
HG HOLDINGS, INC. and SUBSIDIARIES UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.3 HG HOLDINGS, INC. and SUBSIDIARIES UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS On July 20, 2021, HG Holdings, Inc. (the ?Company?) completed the previously announced acquisition (the ?Acquisition?) pursuant to that certain Equity Purchase Agreement (the ?Purchase Agreement?) with National Consumer Title Insurance Company, a Florida corporation (?NCTIC?), National Consu |
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| October 5, 2021 |
NATIONAL CONSUMER TITLE INSURANCE COMPANY Exhibit 99.2 NATIONAL CONSUMER TITLE INSURANCE COMPANY Balance Sheets (in thousands) June 30, 2021 (unaudited) December 31, 2020 (audited) ASSETS Cash and cash equivalents $ 4,834 $ 5,034 Premiums receivable 40 51 Total current assets 4,874 5,085 Net deferred tax asset 14 15 Income taxes Recoverable 4 4 Total assets $ 4,892 $ 5,104 LIABILITIES Current liabilities: Accounts payable $ 169 $ 97 Reser |
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| October 5, 2021 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2021 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporatio |
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| September 8, 2021 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets 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): September 1, 2021 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission F |
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| September 8, 2021 |
Exhibit 2.1 MEMBERSHIP INTERESTS PURCHASE AGREEMENT dated as of September 1, 2021 by and among HG HOLDINGS, INC., TITLE AGENCY VENTURES LLC and FIDELIS US HOLDINGS, INC. TABLE OF CONTENTS Page ARTICLE I. CERTAIN DEFINITIONS 1 1.1 Definitions 1 1.2 Construction 7 1.3 Knowledge 8 ARTICLE II. SALE AND PURCHASE 8 2.1 Sale and Purchase 8 2.2 Closing Payments 8 2.3 Withholding 9 ARTICLE III. CLOSING 9 3 |
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| August 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG HOLDIN |
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| August 6, 2021 |
Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF HG HOLDINGS, INC. (As amended as of July 15, 2021) FIRST: The name of the Corporation is HG Holdings, Inc. SECOND: The registered office of the corporation is located at 1013 Centre Road, Wilmington, Delaware 19805 (County of New Castle). The name of its registered agent at that address is The Prentice-Hall Corporation System, Inc. THIRD: The pu |
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| August 6, 2021 |
Exhibit 2.2 July 20, 2021 Southern Fidelity Insurance Company 2750 Chancellorsville Drive Tallahassee, Florida 32312 Attention: Byron Wells Email: [email protected] Cc: Ben Carter, [email protected] Re: Equity Purchase Agreement - Certain Agreements as of Closing & Amendments in Connection Therewith Dear Byron: Reference is hereby made to that certain Equity Purchase Agreement (the ?Purchase Agre |
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| July 26, 2021 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets 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): July 20, 2021 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| July 20, 2021 |
Amendment to the Company’s Certificate of Incorporation, effective July 15, 2021 (filed herewith). EXHIBIT 3.1 STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION, AS AMENDED OF HG HOLDINGS, INC. HG Holdings, Inc. (the ?Corporation?) organized and existing under and by virtue of the General Corporation Law of the State of Delaware does hereby certify: FIRST: That the Board of Directors of the Corporation duly adopted a resolution proposing and declaring advis |
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| July 20, 2021 |
FORM 8-K 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): July 15, 2021 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commiss |
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| June 28, 2021 |
Other Events, Submission of Matters to a Vote of Security Holders 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): June 22, 2021 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| May 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| May 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG HOLDI |
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| April 30, 2021 |
DEF 14A 1 stly20210428def14a.htm FORM DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriat |
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| April 26, 2021 |
Exhibit 10.1 EQUITY PURCHASE AGREEMENT dated as of April 20, 2021 by and among HG HOLDINGS, INC., NATIONAL CONSUMER TITLE INSURANCE COMPANY, NATIONAL CONSUMER TITLE GROUP LLC, SOUTHERN FIDELITY INSURANCE COMPANY, SOUTHERN FIDELITY MANAGING AGENCY, LLC, and PREFERRED MANAGING AGENCY, LLC TABLE OF CONTENTS Page ARTICLE I. CERTAIN DEFINITIONS 1 1.1 Definitions 1 1.2 Construction 13 1.3 Knowledge 14 A |
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| April 26, 2021 |
Entry into a Material Definitive Agreement 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): April 20, 2021 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| April 20, 2021 |
PRE 14A 1 stly20210419pre14a.htm FORM PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriat |
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| March 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ? Definitive Information Statement HG Holdings, Inc. (Name of Registran |
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| March 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-14938 HG HOLDINGS, INC. (Exact name o |
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| March 1, 2021 |
Exhibit 21 Subsidiaries The following is a list of subsidiaries of HG Holdings, Inc.: NONE |
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| December 30, 2020 |
Exhibit 10.1 AMENDMENT TO 2012 INCENTIVE COMPENSATION PLAN THIS AMENDMENT to the Stanley Furniture Company, Inc. (now HG Holdings, Inc.) 2012 Incentive Compensation Plan, effective as of April 18, 2012 (the “Plan”), shall be effective as of December 29, 2020. WHEREAS, the Board of Directors of HG Holdings, Inc. has the power to amend the Plan and now wishes to do so; NOW, THEREFORE, the Plan is he |
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| December 30, 2020 |
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): December 29, 2020 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission F |
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| November 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG H |
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| August 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG HOLDIN |
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| July 2, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 9)* HG Holdings, Inc. (Name of Issuer) Common Stock, Par Value $0.02 Per Share (Title of Class of Securities) 4 |
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| June 30, 2020 |
Exhibit 10.1 Subscription Agreement This SUBSCRIPTION AGREEMENT (the “Subscription Agreement”) is dated as of June 29, 2020 by and between HC Government Realty Trust, Inc., a Maryland corporation (the “Company”), and the undersigned (the “Investor”), and provides as follows: RECITALS A. The Company is offering up to 475,000 shares of its 10.00% Series B Cumulative Convertible Preferred Stock (the |
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| June 30, 2020 |
42834P108 / HG HOLDINGS INC / Solas Capital Management, LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| June 30, 2020 |
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): June 25, 2020 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| June 22, 2020 |
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): June 19, 2020 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| May 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG HOLDI |
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| May 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| May 14, 2020 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-235539 PROSPECTUS HG HOLDINGS, INC. Up to 19,500,000 Shares of Common Stock Issuable Upon Exercise of Rights to Subscribe for Such Shares at $0.65 per Share We are distributing, at no charge, to holders of our common stock non-transferable subscription rights to purchase up to 19,500,000 shares of our common stock. We refer to this offering as |
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| May 11, 2020 |
HG Holdings, Inc. 2115 E. 7th Street, Suite 101 Charlotte, North Carolina 28204 (252) 355-4610 May 11, 2020 VIA EDGAR AND ELECTRONIC MAIL U.S. Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attn: Ruairi Regan, Office of Real Estate & Construction Re: HG Holdings, Inc. Registration Statement on Form S-1 File No. 333-235539 Acceleration |
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| May 8, 2020 |
Form of Instructions as to use of Subscription Rights Certificates.* Exhibit 99.1 FORM OF INSTRUCTIONS AS TO USE OF HG HOLDINGS, INC. RIGHTS CERTIFICATES CONSULT THE INFORMATION AGENT, YOUR BANK OR BROKER AS TO ANY QUESTIONS The following instructions relate to a rights offering (the “Rights Offering”) by HG Holdings, Inc. a Delaware corporation (“HG Holdings”), to the holders of record (the “Recordholders”) of its common stock, par value $0.02 per share (the “Comm |
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| May 8, 2020 |
Form of Notice of Guaranteed Delivery.* EX-99.2 10 ex185492.htm EXHIBIT 99.2 Exhibit 99.2 FORM OF NOTICE OF GUARANTEED DELIVERY FOR RIGHTS CERTIFICATES ISSUED BY HG HOLDINGS, INC. This form, or one substantially equivalent hereto, must be used to exercise the subscription rights (the “Rights”) pursuant to the rights offering (the “Rights Offering”) as described in the prospectus dated May [ ], 2020 (the “Prospectus”) of HG Holdings, Inc |
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| May 8, 2020 |
Form of Subscription Rights Certificate.* Exhibit 4.5 FORM OF NON-TRANSFERABLE SUBSCRIPTION RIGHTS CERTIFICATE RIGHTS CERTIFICATE # NUMBER OF RIGHTS: THE TERMS AND CONDITIONS OF THE RIGHTS OFFERING ARE SET FORTH IN THE COMPANY'S PROSPECTUS DATED MAY , 2020 (THE “PROSPECTUS”) AND ARE INCORPORATED HEREIN BY REFERENCE. COPIES OF THE PROSPECTUS ARE AVAILABLE UPON REQUEST FROM MORROW SODALI LLC, THE INFORMATION AGENT, (800) 662-5200 (TOLL FREE |
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| May 8, 2020 |
As filed with the Securities and Exchange Commission on May 8, 2020 Registration No. |
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| May 8, 2020 |
EX-4.6 3 ex185488.htm EXHIBIT 4.6 Exhibit 4.6 SUBSCRIPTION AND ESCROW AGENT AGREEMENT Between HG Holdings, Inc. And Continental Stock Transfer & Trust Company THIS SUBSCRIPTION AND ESCROW AGENT AGREEMENT (“Agreement”) between a HG Holdings, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (“Continental”), is dated as of May 8, 202 |
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| May 8, 2020 |
CORRESP 1 filename1.htm McGuireWoods LLP 800 East Canal Street Richmond, Virginia 23219 May 8, 2020 VIA EDGAR AND OVERNIGHT COURIER Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7010 Re: Amendment No. 4 to Registration Statement on Form S-1 (“Amendment No. 4”) Filed May 5, 2020 File No. 333-235539 Ladies and Gentlemen: On |
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| May 8, 2020 |
Form of Letter to Stockholders who are Record Holders.* Exhibit 99.3 FORM OF LETTER HG HOLDINGS, INC. Subscription Rights to Purchase Shares of Common Stock Offered Pursuant to Subscription Rights Distributed to Stockholders of HG Holdings, Inc. May [ ], 2020 Dear Stockholder: This letter is being distributed by HG Holdings, Inc. (“HG Holdings”) to all holders of record of shares of its common stock, par value $0.02 per share (the “Common Stock”), at 5 |
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| May 8, 2020 |
Form of Letter to Clients of Nominee Holders.* Exhibit 99.5 FORM OF LETTER HG HOLDINGS, INC. Subscription Rights to Purchase Shares of Common Stock Offered Pursuant to Subscription Rights Distributed to Stockholders of HG Holdings, Inc. May [ ], 2020 To Our Clients: Enclosed for your consideration are a prospectus, dated May [ ], 2020 (the “Prospectus”), and the “Instructions as to Use of HG Holdings, Inc. Rights Certificates” relating to the |
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| May 8, 2020 |
Form of Letter to Nominee Holders Whose Clients Are Beneficial Holders.* Exhibit 99.4 FORM OF LETTER HG HOLDINGS, INC. Subscription Rights to Purchase Shares of Common Stock Offered Pursuant to Subscription Rights Distributed to Stockholders of HG Holdings, Inc. May [ ], 2020 To Security Dealers, Commercial Banks, Trust Companies and Other Nominees: This letter is being distributed to securities dealers, commercial banks, trust companies and other nominees in connectio |
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| May 8, 2020 |
Form of Nominee Holder Certification.* Exhibit 99.7 FORM OF NOMINEE HOLDER CERTIFICATION The undersigned, a bank, broker, trustee, depositary or other nominee of transferable rights (the “Rights”) to purchase shares of common stock, par value $0.02 per share, of HG Holdings, Inc. (the “Company”) pursuant to the rights offering described and provided for in the Company’s Prospectus dated May [ ], 2020 (the “Prospectus”), hereby certifie |
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| May 8, 2020 |
Form of Beneficial Owner Election Form.* Exhibit 99.6 BENEFICIAL OWNER ELECTION The undersigned acknowledge(s) receipt of your letter and the enclosed materials referred to therein relating to the offering of shares of Common Stock of HG Holdings, Inc. (the “Company”). With respect to any instructions to exercise (or not to exercise) Rights, the undersigned acknowledges that this form must be completed and returned such that it will actu |
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| May 5, 2020 |
Financial Statements and Exhibits 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): April 29, 2020 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction (Commission File Number) of incorp |
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| May 5, 2020 |
As filed with the Securities and Exchange Commission on May 5, 2020 Registration No. |
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| May 5, 2020 |
CORRESP 1 filename1.htm McGuireWoods LLP 800 East Canal Street Richmond, Virginia 23219 May 5, 2020 VIA EDGAR AND OVERNIGHT COURIER Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7010 Re: Amendment No. 3 to Registration Statement on Form S-1 (“Amendment No. 3”) Filed April 13, 2020 File No. 333-235539 Ladies and Gentlemen: |
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| April 30, 2020 |
CORRESP 1 filename1.htm McGuireWoods LLP 800 East Canal Street Richmond, Virginia 23219 April 30, 2020 VIA EDGAR Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7010 Re: Amendment No. 3 to Registration Statement on Form S-1 (“Amendment No. 3”) Filed April 13, 2020 File No. 333-235539 Ladies and Gentlemen: On behalf of HG Ho |
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| April 29, 2020 |
DEF 14A 1 stly20200428def14a.htm FORM DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriat |
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| April 17, 2020 |
McGuireWoods LLP 800 East Canal Street Richmond, Virginia 23219 April 16, 2020 VIA EDGAR Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N. |
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| April 17, 2020 |
STLY / Stanley Furniture Co., Inc. PRE 14A - - FORM PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confide |
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| April 17, 2020 |
[McGuireWoods Letterhead] CONFIDENTIAL TREATMENT REQUESTED February 20, 2020 Delivery via E-Mail Rochelle Plesset David Marcinkus Division of Investment Management Securities & Exchange Commission 100 F Street, NE Washington, DC 20549-0213 Re: HG Holdings, Inc. |
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| April 13, 2020 |
McGuireWoods LLP 800 East Canal Street Richmond, Virginia 23219 April 13, 2020 VIA EDGAR AND OVERNIGHT COURIER Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N. |
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| April 13, 2020 |
STLY / Stanley Furniture Co., Inc. S-1/A - - FORM S-1/A As filed with the Securities and Exchange Commission on April 13, 2020 Registration No. |
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| April 10, 2020 |
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): April 9, 2020 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| April 10, 2020 |
Exhibit 10.1 SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (the “Subscription Agreement”) is dated as of April 9, 2020 (the “Effective Date”) by and between HC Government Realty Trust, Inc., a Maryland corporation (the “Company”), and the undersigned (the “Investor”), and provides as follows: RECITALS A. The Company is offering up to 250,000 shares of its 10.00% Series B Cumulative Convertibl |
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| April 9, 2020 |
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): April 3, 2020 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| April 9, 2020 |
Exhibit 10.1 Subscription Agreement This SUBSCRIPTION AGREEMENT (the “Subscription Agreement”) is dated as of April 3, 2020 by and between HC Government Realty Trust, Inc., a Maryland corporation (the “Company”), and the undersigned (the “Investor”), and provides as follows: RECITALS A. The Company is offering up to 100,000 shares of its 10.00% Series B Cumulative Convertible Preferred Stock (the |
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| March 17, 2020 |
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): March 16, 2020 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| March 13, 2020 |
Exhibit 4.5 DESCRIPTION OF THE COMPANY’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 HG Holdings, Inc. (“we,” “us,” “our,” “HG Holdings” or the “Company”) has two classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: (i) our common stock, par value $.02 per share and (ii) our Preferred Stock Purchase Rights. Th |
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| March 13, 2020 |
EX-99.1 10 ex176941.htm EXHIBIT 99.1 Exhibit 99.1 Annex D Information on HC Realty Common Stock, HC Realty Series B Stock and Loan Agreement with HC Realty Certain information concerning the Common Stock and 10.00% Series B Cumulative Preferred Stock (the “Series B Preferred Stock”) of HC Government Realty Trust, Inc. and the Loan Agreement, dated as of March 19, 2019, by and between HC Government |
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| March 13, 2020 |
STLY / Stanley Furniture Co., Inc. 10-K - Annual Report - FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-14938 HG HOLDINGS, INC. (Exact name o |
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| March 13, 2020 |
Exhibit 21 Subsidiaries The following is a list of subsidiaries of HG Holdings, Inc.: NONE |
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| March 12, 2020 |
Exhibit 10.1 HG Holdings, Inc. 2115 E. 7th Street, Suite 101 Charlotte, NC 28204 March 6, 2020 STANLEY FURNITURE COMPANY LLC 200 North Hamilton Street, No. 200 High Point, North Carolina 27260 Attention: Walter A. Blocker Email: [email protected] DEXTRA PARTNERS PTE. LTD. 269A South Bridge Road Singapore 058818 Attention: Bernhard Weber Fax: 65 6645 0470 Email: [email protected] R |
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| March 12, 2020 |
Financial Statements and Exhibits 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): March 6, 2020 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| March 2, 2020 |
8-K 1 stly202003018k.htm FORM 8-K 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 1934Date of Report (Date of earliest event reported): February 28, 2020 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdictio |
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| February 25, 2020 |
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): February 24, 2020 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission F |
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| February 25, 2020 |
Exhibit 10.1 February 24, 2020 STANLEY FURNITURE COMPANY LLC 200 North Hamilton Street, No. 200 High Point, North Carolina 27260 Attention: Walter A. Blocker Email: [email protected] DEXTRA PARTNERS PTE. LTD. 269A South Bridge Road Singapore 058818 Attention: Bernhard Weber Fax: 65 6645 0470 Email: [email protected] Re: Forbearance Extension Letter Agreement Ladies and Gentlemen: |
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| February 19, 2020 |
42834P108 / HG HOLDINGS INC / Solas Capital Management, LLC Activist Investment SC 13D/A 1 d847940213d-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 6)* HG Holdings, Inc. (Name of Issuer) Common Stock, par value $0.02 per share (Title of Class of Securities) 42834P108 (CUSIP Number) Frederick Tucker Golden c/o Solas Capital Management, LLC 1063 Post Road, 2nd Floor Darien, CT 06820 ( |
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| February 14, 2020 |
McGuireWoods LLP 800 East Canal Street Richmond, Virginia 23219 February 14, 2020 VIA EDGAR AND OVERNIGHT COURIER Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N. |
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| February 14, 2020 |
STLY / Stanley Furniture Co., Inc. S-1/A - - FORM S-1/A As filed with the Securities and Exchange Commission on February 14, 2020 Registration No. |
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| January 21, 2020 |
CORRESP 1 filename1.htm McGuireWoods LLP 800 East Canal Street Richmond, Virginia 23219 January 21, 2020 VIA EDGAR AND OVERNIGHT COURIER Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7010 Re: Registration Statement on Form S-1 Filed December 16, 2019 File No. 333-235539 Ladies and Gentlemen: On behalf of HG Holdings, Inc. |
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| January 21, 2020 |
STLY / Stanley Furniture Co., Inc. S-1/A - - FORM S-1/A As filed with the Securities and Exchange Commission on January 21, 2020 Registration No. |
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| December 27, 2019 |
SC 13D/A 1 d857890dsc13da.htm SC 13D/A AMENDMENT NO. 8 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 8)* HG Holdings, Inc. (Name of Issuer) Common Stock, Par Value $0.02 P |
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| December 23, 2019 |
STLY / Stanley Furniture Co., Inc. / Solas Capital Management, LLC Activist Investment SC 13D/A 1 d843558713d-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5)* HG Holdings, Inc. (Name of Issuer) Common Stock, par value $0.02 per share (Title of Class of Securities) 42834P108 (CUSIP Number) Frederick Tucker Golden c/o Solas Capital Management, LLC 1063 Post Road, 2nd Floor Darien, CT 06820 ( |
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| December 16, 2019 |
As filed with the Securities and Exchange Commission on December 16, 2019 Registration No. |
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| December 13, 2019 |
SC 13D/A Amendment No. 7 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 7)* HG Holdings, Inc. (Name of Issuer) Common Stock, Par Value $0.02 Per Share (Title of Class of Se |
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| December 5, 2019 |
EX-4.3 2 ex166594.htm EXHIBIT 4.3 Exhibit 4.3 AMENDMENT NO. 2 This Amendment No. 2, dated as of December 5, 2019 (“Amendment No. 2”), to the Rights Agreement, dated as of December 5, 2016 as previously amended (“Agreement”), between HG Holdings, Inc. (the “Company”), a Delaware corporation and formerly Stanley Furniture Company, Inc., and Continental Stock Transfer & Trust Company, as Rights Agent |
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| December 5, 2019 |
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): December 5, 2019 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission Fi |
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| December 5, 2019 |
Exhibit 4.1 AMENDMENT NO. 2 This Amendment No. 2, dated as of December 5, 2019 (“Amendment No. 2”), to the Rights Agreement, dated as of December 5, 2016 as previously amended (“Agreement”), between HG Holdings, Inc. (the “Company”), a Delaware corporation and formerly Stanley Furniture Company, Inc., and Continental Stock Transfer & Trust Company, as Rights Agent (the “Rights Agent”). WHEREAS, th |
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| December 5, 2019 |
STLY / Stanley Furniture Co., Inc. 8-A12B/A - - FORM 8-A12B/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A (Amendment No. 1) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 HG Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 54-1272589 (State of Incorporation or Organization) (IRS Employer Identification Number) 2115 E |
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| December 4, 2019 |
STLY / Stanley Furniture Co., Inc. / Solas Capital Management, LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| November 14, 2019 |
STLY / Stanley Furniture Co., Inc. / Solas Capital Management, LLC Activist Investment SC 13D/A 1 d841236413d-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3)* HG Holdings, Inc. (Name of Issuer) Common Stock, par value $0.02 per share (Title of Class of Securities) 42834P108 (CUSIP Number) Frederick Tucker Golden c/o Solas Capital Management, LLC 1063 Post Road, 2nd Floor Darien, CT 06820 ( |
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| November 8, 2019 |
STLY / Stanley Furniture Co., Inc. 10-Q - Quarterly Report - FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 |
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| November 1, 2019 |
Financial Statements and Exhibits, Other Events 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 31, 2019 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 1, 2019 |
Exhibit 10.1 FORBEARANCE AGREEMENT THIS FORBEARANCE AGREEMENT, dated as of October 31, 2019 (this “Agreement”), is entered into by and among STANLEY FURNITURE COMPANY LLC, a Delaware limited liability company (the “Borrower”), STANLEY INTERMEDIATE HOLDINGS LLC, a Delaware limited liability company (“Stanley Intermediate”), STANLEY FURNITURE COMPANY 2.0, LLC, a Virginia limited liability company (“ |
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| August 26, 2019 |
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): August 21, 2019 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 7, 2019 |
Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF HG HOLDINGS, INC. (As amended as of July 3, 2019) FIRST: The name of the Corporation is HG Holdings, Inc. SECOND: The registered office of the corporation is located at 1013 Centre Road, Wilmington, Delaware 19805 (County of New Castle). The name of its registered agent at that address is The Prentice-Hall Corporation System, Inc. THIRD: The pur |
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| August 7, 2019 |
STLY / Stanley Furniture Co., Inc. 10-Q - Quarterly Report - FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG HO |
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| July 8, 2019 |
SC 13D/A Amendment No. 6 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 6)* HG Holdings, Inc. (Name of Issuer) Common Stock, Par Value $0.02 Per Share (Title of Class of Se |
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| July 3, 2019 |
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): June 28, 2019 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| June 25, 2019 |
Submission of Matters to a Vote of Security Holders 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): June 21, 2019 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| May 22, 2019 |
STLY / Stanley Furniture Co., Inc. / Solas Capital Management, LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| May 17, 2019 |
SC 13D/A Amendment No. 5 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 5)* HG Holdings, Inc. (Name of Issuer) Common Stock, Par Value $0.02 Per Share (Title of Class of Se |
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| May 14, 2019 |
STLY / Stanley Furniture Co., Inc. 10-Q Quarterly Report FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG H |
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| May 10, 2019 |
STLY / Stanley Furniture Co., Inc. DEFA14A FORM DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| May 3, 2019 |
Letter from BDO to the Securities and Exchange Commission dated April 29, 2019. Exhibit 16.1 April 29, 2019 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on April 29, 2019, to be filed by our former client, HG Holdings, Inc. We agree with the statements made in response to that Item insofar as they relate to our Firm. Very truly yours, /s/ BDO |
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| May 3, 2019 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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): April 29, 2019 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| April 30, 2019 |
STLY / Stanley Furniture Co., Inc. DEF 14A FORM DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| April 25, 2019 |
SC 13D/A4 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 4)* HG Holdings, Inc. (Name of Issuer) Common Stock, Par Value $0.02 Per Share (Title of Class of Securities) 42834 |
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| April 19, 2019 |
STLY / Stanley Furniture Co., Inc. FORM PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confide |
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| March 29, 2019 |
STLY / Stanley Furniture Co., Inc. FORM 10-K (Annual Report) 10-K 1 stly2018123110k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 Commission file number 0-14938 HG HOLDINGS, INC. (Exact name of Registrant as specified in its Charter) Delaware 54-1272589 (State or other jurisdiction |
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| March 29, 2019 |
Exhibit 21 Subsidiaries The following is a list of subsidiaries of HG Holdings, Inc.: NONE |
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| March 25, 2019 |
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): March 19, 2019 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| March 25, 2019 |
Exhibit 10.2 Subscription Agreement This SUBSCRIPTION AGREEMENT (the “Subscription Agreement”) is dated as of March 19, 2019 by and between HC Government Realty Trust, Inc., a Maryland corporation (the “Company”), and the undersigned (the “Investor”), and provides as follows: RECITALS A. The Company is offering up to 1,050,000 shares of its 10.00% Series B Cumulative Convertible Preferred Stock (t |
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| March 25, 2019 |
Exhibit 10.1 Subscription Agreement This SUBSCRIPTION AGREEMENT (the “Subscription Agreement”) is dated as of March 19, 2019 by and between HC Government Realty Trust, Inc., a Maryland corporation (the “Company”), and the undersigned (the “Investor”), and provides as follows: RECITALS A. The Company is offering up to 300,000 shares of its common stock (the “Common Stock”) for an offering price of |
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| March 25, 2019 |
Report of Independent Registered Public Accounting Firm EX-99.1 6 ex138683.htm EXHIBIT 99.1 Exhibit 99.1 Report of Independent Registered Public Accounting Firm To the Board of Directors and Stockholders HC Government Realty Trust, Inc. Sarasota, Florida Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated balance sheets of HC Government Reality Trust, Inc. and subsidiaries (collectively, “the Company”) as of D |
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| March 25, 2019 |
Exhibit 10.3 LOAN AGREEMENT dated as of March 19, 2019 HC GOVERNMENT REALTY HOLDINGS, L.P., as Borrower, THE LENDERS PARTY HERETO and HCM AGENCY, LLC, as Collateral Agent ARTICLE I Definitions 1 Section 1.1 Definitions 1 Section 1.2 Other Definitional Provisions 10 ARTICLE II THE LOANS 11 Section 2.1 Term Loan 11 Section 2.2 Evidence of Debt 11 Section 2.3 Repayment of Loans 12 Section 2.4 Interes |
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| March 20, 2019 |
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): March 19, 2019 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| March 1, 2019 |
Financial Statements and Exhibits 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): February 25, 2019 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission F |
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| March 1, 2019 |
EX-10.1 2 ex136172.htm EXHIBIT 10.1 Exhibit 10.1 INTERCREDITOR AND DEBT SUBORDINATION AGREEMENT THIS INTERCREDITOR AND DEBT SUBORDINATION AGREEMENT (this “Subordination Agreement”), is dated February 25, 2019, and made between HG HOLDINGS, INC f/k/a Stanley Furniture Company, Inc., a Delaware corporation (“Junior Creditor”), having an address of 2115 E 7th Street, Suite 101, Charlotte, North Carol |
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| February 13, 2019 |
Financial Statements and Exhibits, Other Events 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): February 7, 2019 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission Fi |
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| February 13, 2019 |
EX-10.2 3 ex134716.htm EXHIBIT 10.2 Exhibit 10.2 CONSENT, REAFFIRMATION, AND JOINDER This Consent, Reaffirmation, and Joinder (this “Agreement”), dated as of February 7, 2019, is entered into by and among STANLEY FURNITURE COMPANY LLC, a Delaware limited liability company formerly known as Churchill Downs LLC (the “Borrower”), STANLEY INTERMEDIATE HOLDINGS LLC, a Delaware limited liability company |
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| February 13, 2019 |
Exhibit 10.3 AGREEMENT AGREEMENT (this “Agreement”), dated as of February 7, 2019, among Churchill Downs Holdings Ltd, a business company incorporated in the British Virgin Islands (the “Buyer”), and HG Holdings, Inc., a Delaware corporation (the “Seller). WHEREAS Seller is the owner of 2,500 ordinary shares (the “Shares”) in the capital of the Buyer. WHEREAS, Seller desires to sell, and Buyer des |
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| February 13, 2019 |
Exhibit 10.1 THIS SECOND AMENDED AND RESTATED SUBORDINATED SECURED PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EX |
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| January 17, 2019 |
STLY / Stanley Furniture Co., Inc. / Solas Capital Management, LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| November 13, 2018 |
STLY / Stanley Furniture Co., Inc. FORM 10-Q (Quarterly Report) 10-Q 1 stly2018093010q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from |
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| September 12, 2018 |
EX-10.2 3 ex123847.htm EXHIBIT 10.2 Exhibit 10.2 THIS SUBORDINATED SECURED PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLI |
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| September 12, 2018 |
Exhibit 10.1 THIS AMENDED AND RESTATED SUBORDINATED SECURED PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION |
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| September 12, 2018 |
Exhibit 10.3 InterCreditor and Debt Subordination Agreement THIS INTERCREDITOR AND DEBT SUBORDINATION AGREEMENT (this “Subordination Agreement”), dated September 6, 2018, between HG HOLDINGS, INC., a Delaware corporation (“Junior Creditor”), having an address of 2115 E. 7th Street, Suite 101, Charlotte, North Carolina 28204, and HALE PARTNERSHIP FUND, L.P., a Delaware limited partnership, in its c |
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| September 12, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): September 6, 2018 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission F |
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| July 20, 2018 |
STLY / Stanley Furniture Co., Inc. FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 HG HO |
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| June 20, 2018 |
Submission of Matters to a Vote of Security Holders 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): June 18, 2018 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| June 11, 2018 |
SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 3)* HG Holdings, Inc. (Name of Issuer) Common Stock, Par Value $0.02 Per Share (Title of Class of Securities) 42834P |
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| May 25, 2018 |
SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 2)* HG Holdings, Inc. (Name of Issuer) Common Stock, Par Value $0.02 Per Share (Title of Class of Securities) 42834P |
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| May 15, 2018 |
STLY / Stanley Furniture Co., Inc. FORM 10-Q (Quarterly Report) 10-Q 1 stly2018033110q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . |
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| May 3, 2018 |
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): May 1, 2018 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File Nu |
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| April 30, 2018 |
STLY / Stanley Furniture Co., Inc. FORM DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant:☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statem |
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| April 30, 2018 |
STLY / Stanley Furniture Co., Inc. FORM DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant:☒ Filed by a Party other than the Registrant☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statem |
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| March 29, 2018 |
STLY / Stanley Furniture Co., Inc. / PRILLAMAN R GLENN - SCHEDULE 13D/A Activist Investment SC 13D/A 1 prilla20180328sc13da.htm SCHEDULE 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) HG Holdings Inc. (Name of Issuer) Common Stock , Par Value $.02 Per Share (Title of Class of Securities) 42834P 108 (CUSIP Number) David W. Robertson McGuireWoods LLP Gateway Plaza 800 East Canal Street Richmond, Virgini |
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| March 23, 2018 |
HG HOLDINGS, INC. ANNOUNCES 2017 RESULTS Exhibit 99.1 FOR IMMEDIATE RELEASE: HG Holdings, Inc. March 23, 2018 Investor Contact: Brad Garner (252) 355-4610 ext. 2 HG HOLDINGS, INC. ANNOUNCES 2017 RESULTS Charlotte, NC, March 23, 2018/GLOBE NEWSWIRE/ - HG Holdings, Inc. (formerly Stanley Furniture Company, Inc.) (OTCQB:STLY) today reported sales and operating results for the year ending December 31, 2017. 2017 financial results compared to |
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| March 23, 2018 |
Results of Operations and Financial Condition 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): March 23, 2018 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| March 23, 2018 |
STLY / Stanley Furniture Co., Inc. FORM 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 Commission file number 0-14938 HG HOLDINGS, INC. (formerly known as Stanley Furniture Company, Inc.) (Exact name of Registrant as specified in its Charter) Delaware 54-1272589 (State or oth |
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| March 23, 2018 |
Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF HG HOLDINGS, INC. (As amended as of March 2, 2018) FIRST: The name of the Corporation is HG Holdings, Inc. SECOND: The registered office of the corporation is located at 1013 Centre Road, Wilmington, Delaware 19805 (County of New Castle). The name of its registered agent at that address is The Prentice-Hall Corporation System, Inc. THIRD: The pu |
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| March 23, 2018 |
Exhibit 21 Subsidiaries The following is a list of subsidiaries of HG Holdings, Inc.: NONE |
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| March 14, 2018 |
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): March 14, 2018 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| March 8, 2018 |
Exhibit 10.2 InterCreditor and Debt Subordination Agreement THIS INTERCREDITOR AND DEBT SUBORDINATION AGREEMENT (this "Subordination Agreement"), dated March 2, 2018, between STANLEY FURNITURE COMPANY, INC., a Delaware corporation ("Junior Creditor"), having an address of 2115 E. 7th Street, Suite 101, Charlotte, North Carolina 28204, and NORTH MILL CAPITAL LLC, a Delaware limited liability compan |
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| March 8, 2018 |
Exhibit 10.1 THIS SUBORDINATED SECURED PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATIO |
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| March 8, 2018 |
Certificate of Amendment of Restated Certificate of Incorporation. EX-3.1 2 ex107254.htm EXHIBIT 3.1 Exhibit 3.1 STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION OF STANLEY FURNITURE COMPANY, INC. The corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware does hereby certify: FIRST: That resolutions were duly adopted by the Board of Directors (the “Board”) of STANLEY FU |
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| March 8, 2018 |
STLY / Stanley Furniture Co., Inc. FORM 8-K (Current Report) 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): March 2, 2018 HG Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction of incorporation) (Commission File |
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| March 8, 2018 |
STANLEY FURNITURE ANNOUNCES CLOSING OF SALE OF SUBSTANTIALLY ALL OF ITS ASSETS Exhibit 99.1 FOR IMMEDIATE RELEASE: March 2, 2018 Stanley Furniture Company, Inc. Investor Contact: Anita W. Wimmer (336) 884-7698 STANLEY FURNITURE ANNOUNCES CLOSING OF SALE OF SUBSTANTIALLY ALL OF ITS ASSETS High Point, North Carolina, March 2, 2018/GLOBE NEWSWIRE/ – Stanley Furniture Company, Inc. (Nasdaq-NGS: STLY) announced today that on March 2, 2018, its stockholders approved the previously |
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| February 27, 2018 |
STLY / Stanley Furniture Co., Inc. FORM 8-K (Current Report) stly201802278k.htm 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): February 23, 2018 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdictio |
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| February 27, 2018 |
STLY / Stanley Furniture Co., Inc. FORM 8-K stly201802278k.htm 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): February 23, 2018 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdictio |
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| February 22, 2018 |
STLY / Stanley Furniture Co., Inc. FORM DEFA14A stly20180221defa14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant:? Filed by a Party other than the Registrant? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? |
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| February 9, 2018 |
stly20171221pre14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant:? Filed by a Party other than the Registrant? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? |
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| February 6, 2018 |
STLY / Stanley Furniture Co., Inc. FORM 8-K (Current Report) stly201802068k.htm 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): February 5, 2018 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction |
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| February 6, 2018 |
STLY / Stanley Furniture Co., Inc. FORM 8-K stly201802068k.htm 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): February 5, 2018 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction |
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| January 30, 2018 |
STLY / Stanley Furniture Co., Inc. FORM PRER14A stly20171221pre14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant:? Filed by a Party other than the Registrant? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Ru |
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| January 23, 2018 |
ex103410.htm Exhibit 2.1 FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT (this ?First Amendment?), dated as of January 22, 2018, by and between CHURCHILL DOWNS LLC, a Delaware limited liability company (the ?Buyer?), and STANLEY FURNITURE COMPANY, INC., a Delaware corporation (the ?Seller?). WHEREAS, Seller and Buyer entered into that certain Asset Purchase |
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| January 23, 2018 |
STLY / Stanley Furniture Co., Inc. FORM 8-K (Current Report) stly201801238k.htm 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): January 22, 2018 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction |
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| January 23, 2018 |
EX-99.1 3 ex103411.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: Stanley Furniture Company, Inc. January 23, 2018 Investor Contact: Anita W. Wimmer (336) 884-7698 STANLEY FURNITURE ANNOUNCES PRELIMINARY FOURTH QUARTER SALES AND NET LOSS; AMENDMENT TO AGREEMENT TO SELL SUBSTANTIALLY ALL OF ITS ASSETS High Point, North Carolina, January 23, 2018/Globe Newswire/ – Stanley Furniture Company, In |
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| January 23, 2018 |
STLY / Stanley Furniture Co., Inc. FORM 8-K DEFA14A 1 stly201801238k.htm FORM 8-K 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): January 22, 2018 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or |
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| January 23, 2018 |
Press release dated January 23, 2018. ex103411.htm Exhibit 99.1 FOR IMMEDIATE RELEASE: Stanley Furniture Company, Inc. January 23, 2018 Investor Contact: Anita W. Wimmer (336) 884-7698 STANLEY FURNITURE ANNOUNCES PRELIMINARY FOURTH QUARTER SALES AND NET LOSS; AMENDMENT TO AGREEMENT TO SELL SUBSTANTIALLY ALL OF ITS ASSETS High Point, North Carolina, January 23, 2018/Globe Newswire/ ? Stanley Furniture Company, Inc. (Nasdaq-NGS: STLY) a |
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| January 23, 2018 |
ex103410.htm Exhibit 2.1 FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT (this ?First Amendment?), dated as of January 22, 2018, by and between CHURCHILL DOWNS LLC, a Delaware limited liability company (the ?Buyer?), and STANLEY FURNITURE COMPANY, INC., a Delaware corporation (the ?Seller?). WHEREAS, Seller and Buyer entered into that certain Asset Purchase |
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| December 28, 2017 |
STLY / Stanley Furniture Co., Inc. FORM 8-K (Current Report) stly201712288k.htm 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): December 21, 2017 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdictio |
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| December 28, 2017 |
STLY / Stanley Furniture Co., Inc. FORM 8-K stly201712288k.htm 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): December 21, 2017 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdictio |
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| December 27, 2017 |
STLY / Stanley Furniture Co., Inc. FORM PREM14A stly20171221pre14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant: ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| December 19, 2017 |
STLY / Stanley Furniture Co., Inc. / PRILLAMAN R GLENN - SCHEDULE 13D/A Activist Investment SC 13D/A 1 prilla20171218sc13da.htm SCHEDULE 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) Stanley Furniture Company, Inc. (Name of Issuer) Common Stock, Par Value $.02 Per Share (Title of Class of Securities) 854305208 (CUSIP Number) David W. Robertson McGuireWoods LLP Gateway Plaza 800 East Canal Street Rich |
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| December 15, 2017 |
SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 1)* Stanley Furniture Company, Inc. (Name of Issuer) Common Stock, Par Value $0.02 Per Share (Title of Class of Secu |
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| December 11, 2017 |
STLY / Stanley Furniture Co., Inc. / TALANTA Investment Group, LLC - SC 13D/A Activist Investment SC 13D/A 1 tv481159sc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 1)* Stanley Furniture Company, Inc. (Name of Issuer) Common Stock, Par Value $0.02 Per Sha |
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| December 8, 2017 |
ex101761.htm Exhibit 10.4 SHARE PURCHASE AGREEMENT This SHARE PURCHASE AGREEMENT (this ?Agreement?) is made as of December 8, 2017 (the ?Effective Date?), between Hale Partnership Fund, L.P., a Delaware limited partnership (the ?Buyer?), TALANTA Fund, L.P., a Delaware limited partnership (the ?Selling Stockholder?), TALANTA Investment Group, LLC, a Delaware limited liability company and general pa |
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| December 8, 2017 |
ex101762.htm Exhibit 99.1 FOR IMMEDIATE RELEASE: Stanley Furniture Company, Inc. December 8, 2017 Investor Contact: Anita W. Wimmer (336) 884-7698 STANLEY ANNOUNCES CEO TRANSITION, ELECTION OF THREE VICE PRESIDENTS FOR SALES AND DIRECTOR RESIGNATIONS High Point, North Carolina, December 8, 2017/Globe Newswire/ ? Stanley Furniture Company, Inc. (Nasdaq-NGS: STLY) announced today that Glenn Prillama |
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| December 8, 2017 |
Separation Agreement by and between Glenn Prillaman and Stanley Furniture Company, Inc. ex101758.htm Exhibit 10.2 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the ?Agreement?) is entered into by and between Glenn Prillaman (?Executive?) and Stanley Furniture Company, Inc., a Delaware corporation (the ?Company?). WHEREAS, in contemplation of the expected sale of substantially all of the Company?s assets to Churchill Downs LLC, a Delaware limited liability company (?Buyer?), pursuan |
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| December 8, 2017 |
8-K 1 stly201712078k.htm FORM 8-K 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): December 7, 2017 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or oth |
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| December 8, 2017 |
ex101760.htm Exhibit 10.3 October 21, 2017 Mr. Steven Hale Director Stanley Furniture Co., Inc. 200 N Hamilton St, High Point, NC 27260 Re: Finley Group Engagement Dear Steve: We would like to thank you for the opportunity to submit this proposal, which offers our services to Stanley Furniture Co., Inc. (?Stanley? or ?Company?). The Finley Group, Inc. (?TFG?) has completed hundreds of assignments |
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| December 8, 2017 |
ex101757.htm Exhibit 10.1 Wells Fargo Bank, National Association 100 Park Avenue New York, New York 10017 Telephone 212 703 3500 Facsimile 212 703 3520 December 7, 2017 Stanley Furniture Company, Inc. 200 North Hamilton Street No. 200 High Point, North Carolina 27260 Attn: Anita Wimmer Re: Consent to Credit Agreement Gentlemen: Reference is made to that certain Credit Agreement, dated as of Octobe |
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| December 8, 2017 |
STLY / Stanley Furniture Co., Inc. FORM 8-K stly201712078k.htm 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): December 7, 2017 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdiction |
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| December 8, 2017 |
EX-10.1 2 ex101757.htm EXHIBIT 10.1 Exhibit 10.1 Wells Fargo Bank, National Association 100 Park Avenue New York, New York 10017 Telephone 212 703 3500 Facsimile 212 703 3520 December 7, 2017 Stanley Furniture Company, Inc. 200 North Hamilton Street No. 200 High Point, North Carolina 27260 Attn: Anita Wimmer Re: Consent to Credit Agreement Gentlemen: Reference is made to that certain Credit Agreem |
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| December 8, 2017 |
EX-10.4 5 ex101761.htm EXHIBIT 10.4 Exhibit 10.4 SHARE PURCHASE AGREEMENT This SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of December 8, 2017 (the “Effective Date”), between Hale Partnership Fund, L.P., a Delaware limited partnership (the “Buyer”), TALANTA Fund, L.P., a Delaware limited partnership (the “Selling Stockholder”), TALANTA Investment Group, LLC, a Delaware limited liability |
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| December 8, 2017 |
Press release dated December 8, 2017 ex101762.htm Exhibit 99.1 FOR IMMEDIATE RELEASE: Stanley Furniture Company, Inc. December 8, 2017 Investor Contact: Anita W. Wimmer (336) 884-7698 STANLEY ANNOUNCES CEO TRANSITION, ELECTION OF THREE VICE PRESIDENTS FOR SALES AND DIRECTOR RESIGNATIONS High Point, North Carolina, December 8, 2017/Globe Newswire/ ? Stanley Furniture Company, Inc. (Nasdaq-NGS: STLY) announced today that Glenn Prillama |
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| December 8, 2017 |
Separation Agreement by and between Glenn Prillaman and Stanley Furniture Company, Inc. ex101758.htm Exhibit 10.2 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the ?Agreement?) is entered into by and between Glenn Prillaman (?Executive?) and Stanley Furniture Company, Inc., a Delaware corporation (the ?Company?). WHEREAS, in contemplation of the expected sale of substantially all of the Company?s assets to Churchill Downs LLC, a Delaware limited liability company (?Buyer?), pursuan |
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| December 8, 2017 |
Exhibit 10.3 October 21, 2017 Mr. Steven Hale Director Stanley Furniture Co., Inc. 200 N Hamilton St, High Point, NC 27260 Re: Finley Group Engagement Dear Steve: We would like to thank you for the opportunity to submit this proposal, which offers our services to Stanley Furniture Co., Inc. (?Stanley? or ?Company?). The Finley Group, Inc. (?TFG?) has completed hundreds of assignments since 1985 an |
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| November 20, 2017 |
stly201711178k.htm 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): November 16, 2017 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdictio |
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| November 20, 2017 |
STANLEY FURNITURE ANNOUNCES AGREEMENT TO SELL SUBSTANTIALLY ALL OF ITS ASSETS ex100768.htm Exhibit 99.1 FOR IMMEDIATE RELEASE: Stanley Furniture Company, Inc. November 20, 2017 Investor Contact: Anita W. Wimmer (336) 884-7698 STANLEY FURNITURE ANNOUNCES AGREEMENT TO SELL SUBSTANTIALLY ALL OF ITS ASSETS High Point, North Carolina, November 20, 2017/Globe Newswire/ ? Stanley Furniture Company, Inc. (Nasdaq-NGS: STLY) announced today that it has entered into an agreement to se |
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| November 20, 2017 |
ex100767.htm Exhibit 3.1 BY-LAWS OF STANLEY FURNITURE COMPANY, INC. (a Delaware corporation, the ?Corporation?) (As amended as of November 16, 2017) ARTICLE I OFFICES SECTION 1. OFFICES. The Corporation shall maintain its registered office in the State of Delaware, at 229 South State Street, City of Dover, County of Kent 19901, and its Resident Agent at such address is The Prentice-Hall Corporatio |
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| November 20, 2017 |
EX-2.1 2 ex100772.htm EXHIBIT 2.1 Exhibit 2.1 ASSET PURCHASE AGREEMENT by and between CHURCHILL DOWNS LLC, as Buyer, and STANLEY FURNITURE COMPANY, INC. as Seller Dated as of November 20, 2017 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 General 1 ARTICLE II PURCHASE AND SALE OF PURCHASED ASSETS 13 Section 2.1 Purchase and Sale of Purchased Assets 13 Section 2.2 Excluded Assets 14 Se |
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| November 20, 2017 |
Bylaws of Stanley Furniture Company, Inc., as amended effective November 16, 2017 ex100767.htm Exhibit 3.1 BY-LAWS OF STANLEY FURNITURE COMPANY, INC. (a Delaware corporation, the ?Corporation?) (As amended as of November 16, 2017) ARTICLE I OFFICES SECTION 1. OFFICES. The Corporation shall maintain its registered office in the State of Delaware, at 229 South State Street, City of Dover, County of Kent 19901, and its Resident Agent at such address is The Prentice-Hall Corporatio |
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| November 20, 2017 |
Press release dated November 20, 2017 EX-99.1 4 ex100768.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: Stanley Furniture Company, Inc. November 20, 2017 Investor Contact: Anita W. Wimmer (336) 884-7698 STANLEY FURNITURE ANNOUNCES AGREEMENT TO SELL SUBSTANTIALLY ALL OF ITS ASSETS High Point, North Carolina, November 20, 2017/Globe Newswire/ – Stanley Furniture Company, Inc. (Nasdaq-NGS: STLY) announced today that it has entered |
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| November 20, 2017 |
EX-2.1 2 ex100772.htm EXHIBIT 2.1 Exhibit 2.1 ASSET PURCHASE AGREEMENT by and between CHURCHILL DOWNS LLC, as Buyer, and STANLEY FURNITURE COMPANY, INC. as Seller Dated as of November 20, 2017 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 General 1 ARTICLE II PURCHASE AND SALE OF PURCHASED ASSETS 13 Section 2.1 Purchase and Sale of Purchased Assets 13 Section 2.2 Excluded Assets 14 Se |
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| November 20, 2017 |
STLY / Stanley Furniture Co., Inc. FORM 8-K stly201711178k.htm 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): November 16, 2017 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware No. 0-14938 54-1272589 (State or other jurisdictio |
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| November 13, 2017 |
Financial Statements and Exhibits stly201711098k.htm 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): November 13, 2017 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware 0-14938 54-1272589 (State or other jurisdiction of |
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| November 13, 2017 |
STANLEY FURNITURE ANNOUNCES THIRD QUARTER 2017 RESULTS EX-99.1 2 ex100034.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: November 13, 2017 Stanley Furniture Company, Inc. Investor Contact: Anita W. Wimmer (336) 884-7698 STANLEY FURNITURE ANNOUNCES THIRD QUARTER 2017 RESULTS High Point, NC, November 13, 2017/GLOBE NEWSWIRE/ - Stanley Furniture Company, Inc. (Nasdaq-NGS:STLY) reports sales and operating results for the third quarter ended Septembe |
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| November 13, 2017 |
STLY / Stanley Furniture Co., Inc. FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 0-14938 |
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| July 25, 2017 |
STANLEY FURNITURE ANNOUNCES SECOND QUARTER 2017 EARNINGS ex99-1.htm Exhibit 99.1 FOR IMMEDIATE RELEASE: Stanley Furniture Company, Inc. July 25, 2017 Investor Contact: Anita W. Wimmer (336) 884-7698 STANLEY FURNITURE ANNOUNCES SECOND QUARTER 2017 EARNINGS Company continues to improve results High Point, NC, July 25, 2017/GLOBE NEWSWIRE/ - Stanley Furniture Company, Inc. (Nasdaq-NGS:STLY) reports sales and operating results for the second quarter ended J |
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| July 25, 2017 |
Stanley Furniture FORM 8-K (Current Report/Significant Event) stly201707248k.htm 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): July 25, 2017 Stanley Furniture Company, Inc. (Exact name of registrant as specified in its charter) Delaware 0-14938 54-1272589 (State or other jurisdiction of inc |
