Slide 1: Ethan Allen: Building For The Next Century
Ethan Allen: Building For The Next Century Revitalizing an American Icon for Growth www.EthanAllenGrowth.com DGB Investment, Inc. | October 12, 2026
Slide 2: Legal Notice & Disclaimer
LEGAL NOTICE & DISCLAIMER THE MATERIALS CONTAINED HEREIN (THE “MATERIALS”) REPRESENT THE OPINIONS OF DGB INVESTMENT, INC. AND THE OTHER PARTICIPANTS NAMED IN ITS PROXY SOLICITATION (COLLECTIVELY, “DGB” OR “WE”) AND ARE BASED ON PUBLICLY AVAILABLE INFORMATION WITH RESPECT TO ETHAN ALLEN INTERIORS INC
Slide 3: Contents
Contents Section Page Our opportunity is clear: unlock Ethan Allen’s next century of growth by bringing I. Executive Summary 3 its craftsmanship heritage to a new generation through distinctive products, II. The Ethan Allen Opportunity 33 inspiring homes, and an effortless III. The Cost of the Statu
Slide 4: I. Executive Summary
I. Executive Summary An iconic American brand. Extraordinary assets. Two decades of squandered opportunity. The cost of waiting is rising. Our nominees are ready to restore growth, relevance and accountability - and build Ethan Allen’s next century. 3
Slide 5: Ethan Allen has the assets to be a growing American premium-home leader
Ethan Allen has the assets to be a growing American premium-home leader. We believe two decades of failed strategy and weak Board accountability have left those advantages unrealized. Owners should act now to restore relevance, growth and value. We are asking owners to elect all five DGB nominees. T
Slide 6: Doug Bergeron is investing alongside owners with a record of operator-led value creation
Doug Bergeron is investing alongside owners - and brings a rare record of operator-led value creation. “He is not as much an activist as he is the guy an activist brings in to fix a Company.” 13D Monitor, August 5, 2026 OWNER ALIGNMENT VERIFONE Built a 5.2% beneficial ownership stake Led the $50m bu
Slide 7: Two decades under the same leadership have left Ethan Allen materially smaller
More than two decades under the same leadership have left Ethan Allen materially smaller, less profitable and less valuable. Ethan Allen is now at a critical inflection point — continued inaction risks accelerating operating deleverage and making any eventual recovery more difficult and more costly.
Slide 8: Protect the regular dividend by rebuilding the earnings that support it
Protect the regular dividend by rebuilding the earnings that support it. The objective is not to choose between growth and income. It is to restore growth so Ethan Allen can reinvest more, pay owners more and create substantially greater long-term value. THE DIVIDEND NEEDS A STRONGER EARNINGS BASE R
Slide 9: Unrealized value: Ethan Allen owns enviable assets
Unrealized value: Ethan Allen owns enviable assets - but this Board has failed to turn those advantages into growth, relevance or value creation. An iconic American brand, owned North American manufacturing, controlled distribution and real estate, design and customization capabilities, and financia
Slide 10: A long-running credibility and governance problem
This is not simply a record of underperformance. It is a long-running credibility and governance problem. For years, Mr. Kathwari repeatedly told owners what was about to work. When results failed to follow, the initiative or explanation changed. The Board's response was more time - not accountabili
Slide 11: Underlying strengths make underperformance harder to explain
Ethan Allen’s underlying strengths make its long-term underperformance harder – not easier – to explain. A company with an iconic brand, extraordinary gross margins, substantial liquidity, and unique, vertically-integrated business model should face a higher expectation for growth and value creation
Slide 12: The market and relevant peers grew. Ethan Allen shrank.
The market and relevant peers grew. Ethan Allen shrank. $ in Millions $4,000 $1.8B → $7.8B $3,500 FY2000 → FY2025 Total Company Revenue $3,000 $2,500 $2,000 $1,500 $1,000 $500 $0 2000 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022 2024 2026 Ethan Allen RH Pottery Barn West Elm Arhaus Note: R
Slide 13: Ethan Allen loses nearly every total return comparison
Across six horizons and three broad total-return benchmarks, Ethan Allen loses nearly every comparison. Total shareholder return through August 4, 2026; dividends reinvested. Benchmark 20-Year 10-Year 5-Year 3-Year 2-Year 1-Year Ethan Allen 43.6% 27.2% 45.3% (17.0%) (12.2%) (11.8%) 33 / 36 compariso
Slide 14: Five-year bright spot was almost entirely dividends
Ethan Allen’s five-year “bright spot” was almost entirely dividends - the stock itself appreciated just 2.5%. THE BUSINESS SHRANK WHILE THE STOCK WENT NOWHERE WHAT THE FIVE-YEAR “BRIGHT SPOT” REALLY Statistic FY2021 FY2026 Change SHOWS ~94% Net sales $685M $579.5M (15%) GAAP operating income $77M $4
Slide 15: ISS identified the challenges in 2015; they remain unresolved
ISS identified many of Ethan Allen’s fundamental challenges in 2015 - more than a decade later, the same issues remain unresolved. ISS - NOVEMBER 2015 MORE THAN A DECADE LATER REVENUE ISS said Ethan Allen’s “biggest challenge” was the FY2026 revenue was $579.5 million, well below prior Company’s “in
Slide 16: Glass Lewis recognized the promise-and-delay pattern in 2015
Glass Lewis recognized Ethan Allen’s recurring promise-and-delay pattern in 2015 - but still gave management “at least another year” to prove the transformation would deliver. Glass Lewis ultimately supported all Company nominees. Its analysis nevertheless documented repeated growth initiatives, inv
Slide 17: Ethan Allen failed to turn financial capacity into growth
Ethan Allen did not lack the financial capacity to grow - it failed to turn that capacity into growth. CASH GENERATED CASH RETURNED TO OWNERS $597m Cumulative free cash flow ~80% Percentage returned through FY2017 – FY2026 dividends and buybacks WHILE CASH WAS BEING DISTRIBUTED, THE BUSINESS CONTRAC
Slide 18: The status quo is the riskier path
The status quo is not the conservative choice - it is the riskier path forward. Ethan Allen’s declining sales have already created a vicious cycle of operating deleverage that risks accelerating the Company’s deterioration. THE RISK IS ALREADY SHOWING UP IN THE NUMBERS Ethan Allen acknowledged fixed
Slide 19: Ten findings of fact: 1-5
The problems were known. The strategy failed to produce durable results. The Board lowered the bar instead of changing course. TEN FINDINGS OF FACT | 1 - 5 01 ISS identified the core problems in 2015 - ISS flagged revenue stagnation, demographic risk, digital disruption, critical dependence on and t
Slide 20: Ten findings of fact: 6-10
The Board did not merely tolerate the status quo - it repeatedly protected and extended it. TEN FINDINGS OF FACT | 6 - 10 06 Mr. Kathwari’s tenure was repeatedly The Board raised its retirement policy from 75 to 77, continued nominating Mr. protected and extended. Kathwari after he reached 77, enter
Slide 21: More than $55 million of economic value delivered to Mr. Kathwari
Since the 2015 proxy contest, Ethan Allen has delivered more than $55 million of economic value to Mr. Kathwari, his family and related entities while the business continued to shrink. 2015: THE ASPIRATION “ When we hit $1 billion in sales the opportunity is even greater. ” >$55M economic value sinc
Slide 22: Economic value to Mr. Kathwari accumulated as company value fell
Economic value received by Mr. Kathwari, his family and related entities has steadily accumulated while the value of Ethan Allen moved in the opposite direction. Against Mr. Kathwari’s track record, owners are entitled to ask: what exactly was the Board rewarding? CUMULATIVE ECONOMIC VALUE SINCE THE
Slide 23: Board repeatedly protected and extended CEO tenure
Ethan Allen’s Board has repeatedly protected and extended Mr. Kathwari’s tenure – and a formal public succession process emerged only after the current proxy contest began. 2013 POLICY 2014 POLICY 2015 PROTECTED 2021 EXCEPTION Retirement age = 75 Raised to 77 New CEO agreement Mr. Kathwari reaches 7
Slide 24: Five nominees. One complementary Board.
Five nominees. One complementary Board. Every nominee fills a distinct need. This is not simply a request for a three-seat majority. A bare majority changes control; all five provide the complete capability set we designed for Ethan Allen's transition. Doug Bergeron Anna Brockway Kristine Miller Ste
Slide 25: Our Aspiration: from dated furniture retailer to relevant lifestyle home brand
Our Aspiration: Transform Ethan Allen from a dated furniture retailer to a relevant lifestyle home brand The first transformation is customer-facing: give today’s premium home furnishings customers compelling reasons to discover, desire, buy from and come back to Ethan Allen. ETHAN ALLEN TODAY WHERE
Slide 26: Transform into a modern premium home brand
Under our leadership, we believe Ethan Allen can transform into a modern premium home brand built for profitable growth. OUR STRATEGIC VISION Unlock Ethan Allen’s next century of growth by bringing its craftsmanship heritage to a new generation through distinctive products, inspiring homes, and an e
Slide 27: Every reinvestment should connect to a customer outcome and economic return
Every reinvestment should connect directly to a measurable customer outcome and an economic return. The answer to underinvestment is not indiscriminate spending – it is disciplined investment with owners, KPIs and post-investment accountability. Investment What Changes Customer KPI Economic Objectiv
Slide 28: Rebuild toward ~$1B revenue and ~$125M operating income
A credible transformation can rebuild Ethan Allen toward ~$1B of revenue and ~$125M of operating income. Illustrative ranges center on the Base Case and reflect execution uncertainty - without assuming best-in-class productivity or a housing recovery. REVENUE BRIDGE | FY2026 – FY2032 OPERATING INCOM
Slide 29: Our Plan: renewal begins on Day 1
Our Plan: Ethan Allen's renewal begins on Day 1. A single interim CEO will run the business while a highly engaged Board stabilizes the organization, validates the key assumptions and economics underlying the strategic direction and completes the CEO search with full access to the Company. 2 | BOARD
Slide 30: The first 100 days
Our Plan: The first 100 days will establish the facts, make the choices and mobilize disciplined execution. Urgency without recklessness: protect continuity while testing key assumptions, economics and capability gaps. DAYS 1–30 DAYS 31–60 DAYS 61–100 AFTER 100 Stabilize + establish Validate + choos
Slide 31: Value-creation plan requires capabilities the current Board lacks
Our value-creation plan requires capabilities the current Board has not demonstrated. The relevant question is whether the incumbent Board has the specific capabilities required to oversee Ethan Allen’s next chapter. Capability ETD needs Why it matters Current Board gap Slate capability Modern retai
Slide 32: The choice: extend the system or mandate renewal
The choice is not continuity versus disruption. It is whether owners extend the system that produced the current failing record or mandate disciplined renewal. Even if Mr. Kathwari leaves on the timetable the Board now promises, the same directors would choose his successor — and have said that succ
Slide 33: Vote the WHITE card for the change Ethan Allen needs
Vote the WHITE card for the change Ethan Allen needs. Protect your investment. Renew an American icon. Vote the WHITE universal proxy card Restore growth FOR ALL FIVE of our highly qualified nominees Five nominees. One complementary Board built for Ethan Allen’s next chapter. Renew accountability To
Slide 34: II. The Ethan Allen Opportunity
II. The Ethan Allen Opportunity Ethan Allen possesses a rare collection of assets that can support renewed growth. 33
Slide 35: Assets of a winner and the record of a company in retreat
Ethan Allen has the assets of a winner and the record of a company in retreat. Few companies have Ethan Allen’s advantages. Few have produced such weak long-term results despite them. 90+ ~75% MADE IN NORTH AMERICA 141 YEARS Owned manufacturing platform DESIGN CENTERS Authentic American heritage A d
Slide 36: A large, fragmented premium category with resilient affluent demand
Ethan Allen competes in a large, fragmented premium category with resilient affluent demand. The opportunity does not require heroic category growth – it requires better execution and share capture. ~$100B ~$27B 55% 61% U.S. premium home- U.S. residential interior-design Affluent respondents Respond
Slide 37: New-store revenue target sits at the bottom of peer productivity
Mr. Kathwari’s new-store revenue target sits at the bottom of public peer store productivity - underscoring the size of the opportunity. The Company now expects each new Company-operated Design Center to generate only $3-$4 million of annual revenue at maturity - roughly in line with today’s store p
Slide 38: Designer-assisted selling can increase ticket and repeat purchasing
Designer-assisted selling can materially increase ticket and repeat purchasing - making Ethan Allen’s existing designer network a potentially powerful growth asset that is currently being underutilized. 4x ~⅓ ~$27bn AOV WRITTEN SALES U.S. DESIGN SERVICES Arhaus says design-supported orders Havertys
Slide 39: The brand remains respected but relevance and execution lag
Across customers, employees and industry participants, the message is remarkably consistent: the brand remains respected — but relevance and execution have fallen behind. The opportunity is not to abandon Ethan Allen’s heritage. It is to make that heritage relevant again. WHAT ETHAN ALLEN STILL OWNS
Slide 40: III. The Cost of the Status Quo
III. The Cost of the Status Quo Years of underinvestment and insufficient accountability have eroded growth, relevance and returns to owners. 39
Slide 41: The market and relevant peers grew. Ethan Allen shrank.
The market and relevant peers grew. Ethan Allen shrank. $ in Millions ▪ Ethan Allen’s revenue has declined over two decades, even as the premium home furnishings $4,000 category and key peers have compounded into multi-billion-dollar platforms ▪ Peers grew by investing in brand, digital, and stores:
Slide 42: Competitors have built businesses several times Ethan Allen's size
Mr. Kathwari dismisses scale as “bigness” - while competitors have built businesses several times Ethan Allen’s size. ($ in Billions) $3.4 “They’re all trying to be big for the sake of bigness. I say, no, we’re going to be good for what we do.” $3.0 - Farooq Kathwari, Barron’s, July 9, 2026 $2.8 Sca
Slide 43: Ethan Allen underperforms virtually every relevant peer
Ethan Allen is underperforming virtually every relevant peer — across revenue, current demand and forward expectations. LATEST QUARTER REVENUE GROWTH CURRENT DEMAND / FORWARD INDICATORS Company Period Latest indicator Ethan Allen -8.5% Ethan Allen FQ4 FY26 Retail written orders –10.8%; wholesale –11
Slide 44: Twenty years under the same leadership, a dramatically smaller company
Twenty years under the same leadership have left Ethan Ethan Allen's exceptional gross margins have not prevented Allen a dramatically smaller company. gross profit dollars from declining by approximately one-third. (Fiscal year revenue, $ in millions) (Fiscal year gross profit, $ in millions) 70% $
Slide 45: The retail business is now barely profitable
The deterioration is not merely historical - Ethan Allen's retail business is now barely profitable. (Fiscal year retail operating income, $ in millions) $24.7 -2.3% FY2026 decline in sales $19.8 -6.1% Decline in written orders -66.3% Decline in retail operating income -4.8% Reduction in headcount $
Slide 46: Owned-retail business deteriorated despite unchanged store count
Ethan Allen’s owned-retail business has deteriorated over 20 years despite an essentially unchanged store count. Every fiscal year from FY2006 through FY2026 tells the same story: roughly the same number of Company-operated stores now generates materially less revenue, profit and store productivity.
Slide 47: Materially different accounts of store downsizing
In just seven weeks, Mr. Kathwari has given owners materially different accounts of Ethan Allen’s store downsizing - including claims contradicted by the Company’s own filings. The contemporaneous filings show the full Company-operated base averaged ~15,000 square feet in 2006 and 13,700 in 2026 - a
Slide 48: Smaller showrooms have not produced higher store productivity
Smaller showrooms have not produced higher store productivity. After two decades of store acquisitions, openings, closures, relocations and format changes, Ethan Allen has neither expanded its company-operated network nor produced greater productivity – and only one-quarter of its Design Centers are
Slide 49: Less revenue per store than every public furniture benchmark
Ethan Allen generates less revenue per company-operated store than every relevant public furniture benchmark. (Revenue per store, $ in millions) $43.2 Note: Ethan Allen’s FY2026 compensation peer group includes RH and Arhaus. If RH and Arhaus are comparable enough to benchmark executive pay, they ar
Slide 50: Workforce cut without durable growth or earnings engine
Ethan Allen has cut its workforce dramatically without creating Ethan Allen has consistently reinvested less in its retail a durable growth or earnings engine. footprint than the assets are depreciating. FY2016 to FY2026: Ethan Allen invests an average of 70¢ of retail capital expenditures for every
Slide 51: Capital allocation favored distributions over rebuilding growth
As Ethan Allen shrank, capital allocation increasingly favored distributions and cash accumulation over rebuilding the growth engine. Cumulative Cash Uses ($ in Millions) Last 5 Years $241 $53 $59 ≈$364M ~ 69% to dividends (FY22 – FY26) + buybacks ~ 65% $11 to dividends + buybacks Last 10 Years $403
Slide 52: Materially underinvested relative to peers
Relative to peers, Ethan Allen has materially underinvested in the capabilities required to acquire customers and sustain growth. CUSTOMER ACQUISITION REINVESTMENT ORGANIZATIONAL CAPACITY Advertising / revenue Advertising / store 5-year cumulative Capex / 5-year headcount change D&A ETHAN ALLEN ETHA
Slide 53: Ten special dividends while the growth engine deteriorated
Since the 2015 proxy contest, the Board has repeatedly pulled cash out of a shrinking business - declaring 10 special dividends while the growth engine deteriorated. ~$196M SPECIAL DIVIDENDS PER SHARE BY YEAR $3.25 approximate company-wide special dividends paid or declared since 2018 $3 >$17.8M spe
Slide 54: Regular dividend consumed nearly all adjusted EPS
As earnings deteriorated, Ethan Allen’s regular dividend consumed nearly all adjusted EPS – before the Board declared another $3.00 special dividend after the proxy contest began. ADJUSTED EPS VS. DIVIDENDS PAID PER SHARE FY2026 PERSPECTIVE Dollars per share Adjusted EPS Regular dividend Special div
Slide 55: Competitors invest aggressively in classic luxury while ETD pays specials
While Ethan Allen’s leadership is paying special dividends, competitors such as RH, Williams- Sonoma (Rejuvenation), Wayfair (Perigold), and Arhaus are investing aggressively to capture traditional / classic luxury – the customer and aesthetic Ethan Allen should be positioned to own. RH Estates Exam
Slide 56: Nearly $1 billion of enterprise value disappeared
As Ethan Allen’s business contracted, nearly $1 billion of enterprise value disappeared. Enterprise Value $1,447 -67% ($ in Millions) $963M of lost enterprise value Mr. Kathwari, as Chairman, and the rest of the $744 Board have presided over years of value destruction and deterioration across nearly
Slide 57: Market values Ethan Allen as a shrinking cash-generative business
The market increasingly values Ethan Allen as a shrinking cash-generative business rather than a company capable of sustained growth. Ethan Allen EV/EBITDA 14x 12x Premium Furniture Peer Average Range 10x 8x 6x A re-rating requires operational improvement. 4x 2x 0x 2010 2014 2018 2022 2026 Source: S
Slide 58: Shareholder value and public-market relevance deteriorated
As Ethan Allen shrank, shareholder value and public-market relevance deteriorated with it. Market Capitalization ($ in Millions) Decline in market capitalization -58% $1,418 FY2006 → FY2026 From the S&P SmallCap 600 REMOVED in 2026 $742 Last stand-alone investor presentation $590 2019 identified No
Slide 59: Company's own TSR filings show underperformance
By Ethan Allen's own TSR-related filings, shareholders have suffered substantial relative underperformance. Start with the Company's own disclosures. No DGB-selected peer set. No disputed methodology. THE COMPANY'S OWN 10-K AND COMPENSATION DISCLOSURES ESTABLISH THE POINT BEFORE DGB SELECTS A SINGLE
Slide 60: Ethan Allen loses nearly every comparison
Across six horizons and three broad total-return benchmarks, Ethan Allen loses nearly every comparison. Total shareholder return through August 4, 2026; dividends reinvested. Benchmark 20-Year 10-Year 5-Year 3-Year 2-Year 1-Year Ethan Allen 43.6% 27.2% 45.3% (17.0%) (12.2%) (11.8%) 33 / 36 compariso
Slide 61: Ethan Allen trails the peer median in 5 of 6 periods
Across the fuller peer set, Ethan Allen trails the peer median in 5 of 6 periods - and the peer average in all 6. Total shareholder return through August 4, 2026; dividends reinvested. Peer 20-Year 10-Year 5-Year 3-Year 2-Year 1-Year Arhaus NA NA NA (25.4%) (36.4%) (3.7%) Bassett 194.0% 24.8% 24.8%
Slide 62: Peer selection should not move with the result
Peer selection should not move with the result: RH is back despite a wider size gap, while Williams- Sonoma remains excluded. RH's re-entry also has a convenient mathematical effect on the Company's five-year peer comparison. RH: IN -> OUT -> BACK IN WILLIAMS-SONOMA STAYS OUT FY2020 FY2021 FY2026 IN
Slide 63: Decades of dividends have not compensated owners
Decades of dividends have not compensated owners for the opportunity cost of owning a shrinking business. TSR gives Ethan Allen full credit for every regular and special dividend. Even after that credit, shareholders materially lagged the broader market. 3500% 3,186% WHAT THE COMPANY EMPHASIZES 3000
Slide 64: Dividends turned a share-price decline into positive TSR
Dividends are what turned a decade of operating deterioration and a 31% share-price decline into positive reported TSR. THE BUSINESS SHRANK - AND THE MARKET PAID LESS FOR IT WHAT THE DIVIDEND DEFENSE DOES NOT Statistic FY2016 FY2026 Change ANSWER Net sales $794M $579.5M (27%) A cash dividend can mec
Slide 65: Four independent directors, zero wins versus either benchmark
Four independent directors. Three start dates. Zero wins versus either benchmark. Every independent director has overseen ETD underperform both small-cap benchmarks since joining. 250% 231.0% THE BOARD CHANGED. 218.5% THE OUTCOME DID NOT. 200% Different directors joined at different times. ETD trail
Slide 66: IV. A Pattern of Failed Execution and Weak Accountability
IV. A Pattern of Failed Execution and Weak Accountability This is not a case of problems Mr. Kathwari failed to see. It is a case of problems he repeatedly acknowledged, promised to fix and failed to solve - without meaningful Board consequence. 65
Slide 67: Why the Board imposed so few consequences
The central question is not whether Ethan Allen knew what was wrong. The question is why the Board imposed so few consequences. Section III showed the cost of the status quo. Section IV examines the leadership and governance record that allowed it to persist. THE PROBLEMS THE PROMISES EXECUTION THE
Slide 68: Board on unmistakable notice after the 2015 contest
By the end of the 2015 contest, the Board was on unmistakable notice - it then spent the next decade renewing, extending and defending the same leadership. A shareholder proxy contest put the Board on notice. Leading governance research says boards should act quickly when performance declines. Ethan
Slide 69: Core challenges identified as early as 2008-2012
Mr. Kathwari identified today’s core challenges as early as 2008-2012 - and kept identifying them thereafter. FIRST IDENTIFIED CHALLENGE WHAT MR. KATHWARI / THE COMPANY SAID / DID 2026 OUTCOME / SAME ISSUE “We have spent the last two years developing a new website.” Website sales remain deliberately
Slide 70: Repeated product reinventions have not produced durable growth
THE ASSORTMENT KEEPS CHANGING. THE GROWTH NEVER ARRIVES. Ethan Allen has repeatedly announced major product reinventions - but repeated assortment resets have not produced durable growth. YEAR WHAT THE COMPANY TOLD OWNERS REVENUE 2005 “During the last three years, we have again ‘re-invented’ Ethan A
Slide 71: Repeatedly declared repositioned and ready for growth, 2012-2018
Mr. Kathwari repeatedly declared Ethan Allen repositioned and ready for growth - 2012 through 2018. 2012 “We’re positioned well. We remain cautiously optimistic… We’ve got 2016 “It is clear that many of the initiatives we have implemented over the everything in place. We have great designers. We’ve
Slide 72: The same well-positioned message continues in the current contest
The same “well positioned” message continues in the current proxy contest - after sales fell to $579.5 million. 2019 FY2019 Annual Report: “Our strategic focus continues to center on creating 2023 “The good news is that we are very, very well positioned and we look an omnichannel experience that ‘wo
Slide 73: Once more saying repositioning is complete
Eleven years after Glass Lewis acknowledged the risk of being “fooled again,” Ethan Allen is once more saying its repositioning is complete and growth lies ahead. The terminology has changed. The sequence has not: repositioning → completion → promised growth. 2015 PROXY CONTEST 2026 PROXY CONTEST ET
Slide 74: Objective raised to $1.5 billion then no longer emphasized
After raising the objective to $1.5 billion in 2018, Mr. Kathwari stopped publicly emphasizing the explicit $1 billion-plus revenue goal. SEP. 2015 THE COMPANY’S OWN 2015 “OPPORTUNITY SCENARIOS” “We have the opportunity of going back to $1 billion, and $1 billion gives us an opportunity of having cl
Slide 75: Recognized the digital opportunity early
Ethan Allen recognized the digital opportunity early - and repeatedly said it was ready to capitalize on it. 2015 PROXY Ethan Allen told shareholders Sandell’s nominees lacked experience in areas “critical to the execution of the DEFENSE Company’s strategy, including e-commerce.” 2008 “We have spent
Slide 76: Designers now cited to justify weak digital sales
Ethan Allen once said digital would strengthen its designer model - today Mr. Kathwari cites those same designers to justify weak digital sales. The issue is not whether designers matter. Of course they do. The issue is why Mr. Kathwari now treats two capabilities Ethan Allen once called complementa
Slide 77: Digital and human service are complements, not substitutes
Digital and human service are complements, not substitutes - leading peers use digital to acquire customers while service deepens higher-value relationships. Leading peers demonstrate that high-touch service and scaled digital acquisition can coexist. WILLIAMS-SONOMA / POTTERY BARN ARHAUS WAYFAIR ~6
Slide 78: Digital customer-acquisition engine trails relevant peers
Ethan Allen’s digital customer-acquisition engine materially trails relevant peers - across reach, engagement, paid acquisition and social audience. The gap is broader than e-commerce sales: Ethan Allen reaches fewer prospective customers and engages them less effectively before they ever meet a des
Slide 79: Company's own KPIs imply fewer orders and design-center visits
Even taking the Company’s new KPIs at face value, analysis of its own numbers implies ~27% fewer orders and ~33% fewer design-center visits from FY2023 to FY2026. WHAT THE COMPANY’S OWN NEW KPIs IMPLY WHAT THE COMPANY WANTS OWNERS TO SEE A dramatically smaller business and customer funnel +15.5% +27
Slide 80: Cannot harvest yesterday's customers indefinitely
Ethan Allen cannot harvest yesterday’s customers indefinitely - sustainable growth requires continuously replenishing the customer file. Underinvestment in customer acquisition creates a self-reinforcing cycle that ultimately pressures both growth and the dividend. The need to broaden its customer b
Slide 81: Analysts have pressed for more quantitative disclosure
Long-time covering analysts have repeatedly pressed Ethan Allen for more quantitative disclosure. Owners should receive enough measurable information to evaluate strategy and execution rather than rely primarily on qualitative assurances. APRIL 2024 - BUDD BUGATCH, WATER TOWER RESEARCH JULY 2024 - B
Slide 82: Performance-based CEO pay targets reset downward
After the 2015 proxy fight, Ethan Allen asked owners to approve a more performance-based CEO pay structure — but the Board has since allowed the targets to reset downward with the business. The annual bonus plan appears objective on its face, but the targets have been reset around a smaller, lower-e
Slide 83: Lowered thresholds permit higher payouts in a smaller business
The Board did not merely continue paying Mr. Kathwari through declining performance - it lowered performance thresholds sufficiently to permit substantially higher payouts in a smaller, less profitable business. THE BAR MOVED FROM REQUIRING GROWTH TO PERMITTING DECLINES “ The thresholds are lower Me
Slide 84: CEO compensation barely adjusted as earnings collapsed
As Ethan Allen’s earnings collapsed, Mr. Kathwari’s compensation barely adjusted – doubling as a percentage of Company profits. The Board’s post-2015 framing was categorical: “all incentives are performance-based.” The economic outcome tells a different story. REPORTED CEO COMPENSATION ($M) FY2026:
Slide 85: More than $55 million of economic value to Mr. Kathwari
Since the 2015 proxy contest, Ethan Allen has delivered more than $55 million of economic value to Mr. Kathwari and related interests while the business continued to shrink. 2015: THE ASPIRATION “ When we hit $1 billion in sales the opportunity is even greater. ” >$55M economic value since the 2015
Slide 86: Economic value accumulated while Ethan Allen moved the opposite way
Economic value received by Mr. Kathwari, his family and related entities has steadily accumulated while the value of Ethan Allen moved in the opposite direction. Against Mr. Kathwari’s track record, owners are entitled to ask: what exactly was the Board rewarding? CUMULATIVE ECONOMIC VALUE SINCE THE
Slide 87: Mr. Kathwari is a long-tenured CEO, not founder or controlling shareholder
Mr. Kathwari is a long-tenured public-company CEO — not Ethan Allen’s founder or controlling shareholder. His 9.0% reported beneficial ownership should be viewed in context: identified open-market purchases with personal capital total just 64,090 shares and approximately $816,000 over the past 20 ye
Slide 88: CEO paid more relative to company scale than peers
Across three years, Ethan Allen paid its CEO materially more relative to Company scale than relevant furniture peers. 3-YEAR AVERAGE CEO COMPENSATION PER $100M OF 3-YEAR AVERAGE REVENUE ($ in ‘000s) Ethan Allen THE GOVERNANCE ISSUE $559K Williams-Sonoma $364K $559K #1 3-year avg CEO pay highest in t
Slide 89: The burden of proof has shifted
After years of assurances that failed to match subsequent results, the burden of proof has shifted. To be clear, any promises of newfound success or change from Mr. Kathwari should be treated with extreme skepticism. The problem is not that Mr. Kathwari has failed to identify many of Ethan Allen’s f
Slide 90: Asking owners to preserve the status quo would be insanity
By Mr. Kathwari’s own definition, asking owners to preserve the status quo, reelect the current Board, extend Mr. Kathwari’s tenure and expect a different result would be insanity. M. FAROOQ KATHWARI - INVESTOR CONFERENCE, JUNE 24, 2014 Mr. Kathwari introduced this as his “favorite quote.” In 2017,
Slide 91: V. A Focused Plan to Restore Growth
V. A Focused Plan to Restore Growth Ethan Allen has the assets to grow. We have a plan to turn them into stronger demand, higher productivity and disciplined value creation. 90
Slide 92: Transform into a modern premium home brand
Under our leadership, Ethan Allen will focus on transforming into a modern premium home brand built for profitable growth. OUR STRATEGIC VISION Unlock Ethan Allen’s next century of growth by bringing its craftsmanship heritage to a new generation through distinctive products, inspiring homes, and an
Slide 93: More than eighteen months of independent diligence
Our conclusions reflect more than eighteen months of independent diligence across Ethan Allen’s business, customers, assets and governance. FINANCIAL + OPERATING RECORD 2015 CONTEST + MANAGEMENT RECORD STORE NETWORK + REAL ESTATE >18 MONTHS Two decades of revenue, gross profit, ISS analysis, histori
Slide 94: Transform from dated furniture retailer to relevant lifestyle brand
Our Aspiration: Transform Ethan Allen from a dated furniture retailer to a relevant lifestyle home brand. The first transformation is customer-facing: give today’s premium home furnishings customers compelling reasons to discover, desire, buy from and come back to Ethan Allen. ETHAN ALLEN TODAY WHER
Slide 95: Build a high-performing culture and disciplined investments
Our organization: build a high-performing culture and disciplined investments in growth. The second transformation will strengthen the organization, culture and governance. ETHAN ALLEN TODAY WHERE WE INTEND TO TAKE ETHAN ALLEN Leadership — Lacking a strategy to grow share and deliver winning results
Slide 96: Strategy guided by clear principles and disciplined choices
Our strategy will be guided by clear principles and disciplined choices. These principles will guide how we translate our strategic vision into decisions - focusing resources and capital on the choices that support sustainable, profitable growth and long-term value creation. CHOICES WE WILL AVOID PR
Slide 97: How we win: four priorities
A FOCUSED PLAN TO RESTORE GROWTH: HOW WE WIN 01 | REJUVENATE BRAND AND CUSTOMER GROWTH 02 | TRANSFORM PRODUCT AND MERCHANDISING 03 | REVITALIZE DIGITAL AND RETAIL EXPERIENCES 04 | IMPROVE OPERATIONS AND TECHNOLOGY HOW WE WIN KEY ENABLERS 01 02 03 04 96
Slide 98: Five customer-led priorities to rejuvenate the brand
1 | REJUVENATE THE BRAND AND IGNITE CUSTOMER GROWTH Five customer-led priorities will guide how we rejuvenate the brand and restore growth. Build a stronger demand engine by increasing relevance, acquisition, retention and trade penetration. UNDERSTAND THE CUSTOMER Define and deeply understand our h
Slide 99: Understand the customer
1 | REJUVENATE THE BRAND AND IGNITE CUSTOMER GROWTH Understand the customer. Put the customer at the heart of every decision - from defining who we compete for to how the brand shows up at every touchpoint. A disciplined three-step process turns customer understanding into a differentiated, consiste
Slide 100: Reposition and modernize the brand's voice
1 | REJUVENATE THE BRAND AND IGNITE CUSTOMER GROWTH Reposition and modernize the brand’s go-to-market voice. Establish Ethan Allen as the authority on enduring American style. CONTEMPORIZE THE BRAND LEVERAGE WHAT MAKES THE BRAND SPECIAL CREATE CULTURAL CURRENCY AESTHETIC & VOICE INDIVIDUALITY CREATE
Slide 101: Increase customer lifetime value
1 | REJUVENATE THE BRAND AND IGNITE CUSTOMER GROWTH Increase customer lifetime value. Transform a first-time purchase into a long-term decorating habit. Focus on providing furniture—upholstery and case Increase frequency of purchase and basket ETHAN goods—for new home and remodel projects. size/AOV
Slide 102: Win over the trade to unlock growth
1 | REJUVENATE THE BRAND AND IGNITE CUSTOMER GROWTH Win over the trade to unlock growth. Trade professionals are among the home industry’s most valuable customers. Ethan Allen Has Unique Customization Capabilities – $ ~185,000 $27 BILLION but publicly visible trade economics appear less competitive.
Slide 103: Create a more distinctive, productive assortment
2 | TRANSFORM PRODUCT AND MERCHANDISING Create a more distinctive, inspiring and productive assortment that drives demand and increases productivity. REFRESH THE LOOK AND CLARIFY Define where Ethan Allen should lead, compete and rationalize. ASSORTMENT ARCHITECTURE INCREASE NEWNESS AND Give customer
Slide 104: Refresh the look and clarify assortment architecture
2 | TRANSFORM PRODUCT AND MERCHANDISING Refresh the look and clarify assortment architecture. Build a distinctive assortment architecture that expresses a clear point of view and improves customer relevance and productivity. We intend to strengthen the product and merchandising engine — then use it
Slide 105: Increase newness and differentiation
2 | TRANSFORM PRODUCT AND MERCHANDISING Increase newness and differentiation. Reset the assortment category by category to fill gaps, eliminate redundancy and scale what works. Diagnose demand Assess productivity Reset the assortment Scale what works Understand where Rank products and families Retir
Slide 106: Build pricing intelligence and monetize the margin advantage
2 | TRANSFORM PRODUCT AND MERCHANDISING Build pricing intelligence and monetize the margin advantage. Use category-level pricing and Ethan Allen’s margin advantage to sharpen value, improve conversion and fund growth. REPRESENTATIVE CURRENT RETAIL BY CATEGORY GROSS MARGIN — LATEST COMPLETED FISCAL Y
Slide 107: Improve availability and productivity
2 | TRANSFORM PRODUCT AND MERCHANDISING Improve availability and productivity: Make the products customers want easier to find, faster to receive and more reliable to purchase. Establish clear, competitive SKU/option-level availability, KPI Availability communicated clearly to the customer. SKU/opti
Slide 108: Turn digital, designers and stores into one growth engine
3 | REVITALIZE DIGITAL AND RETAIL EXPERIENCES Turn digital, designers and stores into one connected growth engine. GROW THE Create a stronger engine for inspiration, discovery and digital penetration DIGITAL BUSINESS › CONNECT THE Remove friction and carry customer context across digital, designers
Slide 109: Grow the digital business
3 | REVITALIZE DIGITAL AND RETAIL EXPERIENCES Grow the digital business. Use digital to inspire and acquire customers, capture intent and drive both online and designer-led sales. THE STARTING POINT WHAT DIGITAL SHOULD DO VALUE CREATION Build a connected journey that turns digital demand into both o
Slide 110: Ethan Allen homepage leads with transactions
3 | REVITALIZE DIGITAL AND RETAIL EXPERIENCES Revitalize digital and retail experiences: Grow the digital business. Ethan Allen’s homepage currently leads with transactions rather than inspiration, discovery and brand storytelling. 1 Transactional messaging dominates the first impression 1 Promotion
Slide 111: Arhaus combines storytelling, discovery and service
3 | REVITALIZE DIGITAL AND RETAIL EXPERIENCES Revitalize digital and retail experiences: Grow the digital business. Meanwhile, Arhaus combines brand storytelling, product discovery and service to deepen engagement. 1 Design and service actions are highly visible 1 Appointments, trade and design capa
Slide 112: Connect the omnichannel journey
3 | REVITALIZE DIGITAL AND RETAIL EXPERIENCES Connect the omnichannel journey. Carry customer context seamlessly across digital, designers and stores to reduce friction and deepen the relationship. Best-in-class retailers create an integrated customer journey across 4 key moments INSPIRE DESIGN & DI
Slide 113: Make design services a differentiated growth engine
3 | REVITALIZE DIGITAL AND RETAIL EXPERIENCES Make design services a differentiated growth engine. Match design expertise to project complexity and measure the value it creates in conversion, AOV and lifetime value. CURRENT STATE: an undifferentiated asset ▪ Complimentary design is industry table st
Slide 114: Turn customization into an inspiring customer benefit
3 | REVITALIZE DIGITAL AND RETAIL EXPERIENCES Revitalize digital and retail experiences: Make design services a differentiated growth engine. Ethan Allen already has significant made-to-order capability, but competitors are doing a better job turning customization into an inspiring customer benefit.
Slide 115: Reimagine the role of the store
3 | REVITALIZE DIGITAL AND RETAIL EXPERIENCES Reimagine the role of the store. Stores should evolve from traditional showrooms into immersive brand, design and selling environments that strengthen conversion, productivity and customer relationships. THREE PRIORITIES TO INCREASE STORE RELEVANCE AND R
Slide 116: Deliver the customer promise at scale
4 | IMPROVE OPERATIONS AND TECHNOLOGY Deliver the customer promise at scale. Turn operating and technology assets into customer-facing advantages that improve speed, reliability and productivity. MAKE OPERATIONS A COMPETITIVE Use manufacturing and supply chain to improve speed, quality, reliability
Slide 117: Make operations a competitive advantage
4 | IMPROVE OPERATIONS AND TECHNOLOGY Make operations a competitive advantage and increase agility and productivity. Use vertical integration to improve speed, flexibility, reliability and unit economics. STRATEGIC ASSET OPERATING PRIORITIES CUSTOMER FACING ADVANTAGE Manufacturing Speed & Supply Cha
Slide 118: Strengthen the technology foundation
4 | IMPROVE OPERATIONS AND TECHNOLOGY Strengthen the technology foundation and invest with discipline and accountability. Build the technology, data and AI capabilities required to enable each strategic priority, with clear business cases, adoption metrics and ROI. Technology priorities should be an
Slide 119: Key Enablers: Talent, Capital Allocation, Governance
A FOCUSED PLAN TO RESTORE GROWTH: KEY ENABLERS 05 | TALENT 06 | CAPITAL ALLOCATION 07 | GOVERNANCE HOW WE WIN KEY ENABLERS 05 06 07 118
Slide 120: People, Culture and Organizational Capability
5 | TALENT People, Culture and Organizational Capability. Invest in Ethan Allen’s people while strengthening leadership, critical capabilities and accountability for performance. 1 2 3 4 5 REBUILD THE INSTALL A LISTEN AND STRENGTHEN BUILD FUTURE DIAGNOSE › LEADERSHIP › EMPLOYEE VALUE › CAPABILITIES
Slide 121: Protect the dividend, fund growth, return excess capital
6 | CAPITAL ALLOCATION Protect the regular dividend. Fund growth that earns attractive returns. Return truly excess capital. Capital allocation is not a choice between income and growth. After protecting the dividend and financial flexibility, every discretionary dollar should compete for capital. F
Slide 122: Engaged oversight, clear roles and immediate accountability
7 | GOVERNANCE How We Will Govern: Engaged Oversight, Clear Roles and Immediate Accountability. The Board will set direction, ensure the right leadership and capital, work closely with management on strategic choices — and hold both management and itself accountable for results. INDEPENDENT BOARD EF
Slide 123: The First 100 Days: From strategy to execution
A FOCUSED PLAN TO RESTORE GROWTH The First 100 Days: From strategy to execution. Validate the strategic direction, clarify the highest-priority choices and establish the leadership, capital and accountability framework for execution. Listen/ 30 60 100 Execute/Continuous Assess Improvement Day 30 Day
Slide 124: Rebuild toward ~$1B revenue and ~$125M operating income
A FOCUSED PLAN TO RESTORE GROWTH A credible transformation can rebuild Ethan Allen toward ~$1B of revenue and ~$125M of operating income. Illustrative ranges center on the Base Case and reflect execution uncertainty - without assuming best-in-class productivity or a housing recovery. REVENUE BRIDGE
Slide 125: VI. The Board and Leadership Required to Execute
VI. The Board and Leadership Required to Execute Executing the plan requires stronger operating capabilities, succession planning and Board accountability. 124
Slide 126: Leadership continuity has not produced durable growth
Decades of leadership continuity have not produced durable growth. Eight key leaders have each spent more than 20 years at Ethan Allen - including four with more than 40 years of service. Chairman & CEO 46 years Strategy & Business Development 48 years Technology & Enterprise Applications 42 years D
Slide 127: Employee sentiment and leadership continuity reinforce need for renewal
Employee sentiment and leadership continuity reinforce the case for organizational renewal. Across CEO approval, culture, senior management and employee advocacy, Ethan Allen materially trails stronger peer benchmarks. CEO APPROVAL LEADERSHIP CONTINUITY + CULTURE EA: 44% - 38 pts 82% 66% 55% 44% bel
Slide 128: Talent: employee sentiment consistent with culture gaps
Talent: People, culture and organizational capability. Ethan Allen employee sentiment is consistent with the gaps in culture and leadership. Former EA Employee Former EA Employee “Overstressed designers due to the company “We were even told that managers were not supposed eliminating support staff,
Slide 129: Board is thinner in operating capabilities needed
Ethan Allen’s Board is materially thinner in the operating capabilities most relevant to the transformation. Number of Board members with relevant skill sets. CAPABILITY ETD RH ARHS WSM Premium brands 1 5 5 5 Digital commerce 1 3 4 3 Merchandising / product 1 5 3 3 Customer experience 2 4 6 6 Brand
Slide 130: Directors needed to benchmark results, challenge and act
Ethan Allen’s directors did not need deep furniture expertise to recognize years of underperformance - they needed to benchmark results, challenge Mr. Kathwari and act. The relevant question is not whether the incumbent directors have impressive résumés. It is whether they have been effective direct
Slide 131: Ten-and-a-half-year director buying drought ended on campaign launch
Among today’s independent directors, a 10½-year open-market buying drought ended on the same day DGB publicly launched its proxy campaign. Only 7,300 shares are actually owned; nearly all of the directors’ reported beneficial ownership comes from Company-granted options. CURRENT INDEPENDENT DIRECTOR
Slide 132: CEO has also chaired the Board for 38 years
For 38 years, Ethan Allen’s CEO has also chaired the Board responsible for holding him accountable - and the Board has repeatedly failed to intervene as the Company has fallen behind. THE GOVERNANCE PROBLEM IS STRAIGHTFORWARD Management runs the business. The Board oversees management. 38 EVALUATE T
Slide 133: Refreshed directors preserved the same leadership and incentives
Ethan Allen has repeatedly refreshed its Board. The current independent directors are the refreshment - yet they preserved the same ineffective leadership, incentives and accountability system. SEP. 29, 2015 2021 JAN. 2022 2022 + 2024 STACOM ADDED SABLE + TSAI CASAR JOINS ALL FOUR CURRENT TO THE BOA
Slide 134: Board protected and extended CEO tenure
Ethan Allen’s Board has repeatedly protected and extended Mr. Kathwari’s tenure – and a formal public succession process emerged only after the current contest began. A DECADE-PLUS PATTERN OF POLICY CHANGES, EXCEPTIONS AND CONTRACT EXTENSIONS 2013 POLICY 2014 POLICY 2015 PROTECTED 2021 EXCEPTION Ret
Slide 135: Succession acknowledged as Board responsibility for 13 years
Succession has been an acknowledged Board responsibility for 13 years - yet owners still lack a credible transition framework. Both Mr. Kathwari and the Company have explicitly assigned succession responsibility to the Board. 2013 - SUCCESSION IS ALREADY A CONCERN 2015 - “THAT’S WHERE OUR BOARD COME
Slide 136: Succession framework changed only after DGB launched CEO search
The public succession framework changed materially only after DGB launched its own CEO search. THE CHRONOLOGY IS THE EVIDENCE - AND IT SHARPENS THE QUESTION OF WHICH BOARD SHOULD CHOOSE ETHAN ALLEN’S NEXT CEO WHAT CHANGED IN THE PUBLIC RECORD WHY THE TIMING MATTERS AUG. 7 Bloomberg plays DGB’s state
Slide 137: CEO authority contractually protected, making transition expensive
The Board has not only extended Mr. Kathwari’s tenure - it has contractually protected his authority as Chairman and made a leadership transition potentially expensive. The severance amount gets attention. The triggers are the governance problem. WHAT CAN CREATE “GOOD REASON”? WHAT CAN IT COST? WHY
Slide 138: Multiple opportunities to add capabilities, repeatedly chose continuity
The Board had multiple opportunities to add needed capabilities - including a final opportunity in September 2026 - and repeatedly chose continuity instead. The decision is especially difficult to defend after years of weak growth, limited accountability, clear capability gaps and a pending CEO tran
Slide 139: Five nominees built to oversee the transformation
Five nominees. One complementary Board built to oversee Ethan Allen’s transformation. Together, they bring the judgment and experience to select the next CEO, challenge strategy, allocate capital, oversee the transformation and hold management accountable for results. DIRECTOR RELEVANT EXPERIENCE &
Slide 140: Nominees bring modern retail, growth and operating capabilities
Our five nominees bring the modern retail, growth and operating capabilities Ethan Allen needs — while preserving core public-company oversight. The slate was designed as a complementary Board. The value lies in the collective judgment around the table. CAPABILITY CURRENT BOARD NOMINEE SLATE NOMINEE
Slide 141: Doug Bergeron
Doug Bergeron OWNER-OPERATOR • PUBLIC-COMPANY CEO • CAPITAL ALLOCATOR Doug brings CEO judgment, alignment with owners and a record of turning Board change into operating results. PUBLIC-COMPANY Led the acquisition of VeriFone from Hewlett-Packard for $50 million, became OPERATING LEADERSHIP Chairman
Slide 142: Anna Brockway
Anna Brockway FOUNDER • HERITAGE BRAND BUILDER • HOME + DIGITAL MARKETPLACE Anna brings direct experience modernizing heritage brands and building a digital home-furnishings business. HERITAGE BRAND At Levi Strauss & Co., helped reconnect a new generation of consumers with an TRANSFORMATION iconic A
Slide 143: Kristine Miller
Kristine Miller STRATEGY + TRANSFORMATION • RETAIL • DIGITAL • GOVERNANCE Kris brings the combination of enterprise strategy, retail transformation and Board governance Ethan Allen’s transition requires. ENTERPRISE STRATEGY + As eBay’s Chief Strategy Officer, led global strategy and major changes in
Slide 144: Steve Oblak
Steve Oblak HOME CATEGORY OPERATOR • P&L • COMMERCIAL • OMNICHANNEL Steve brings scaled home-category operating experience across P&L, merchandising, pricing, sourcing, supplier/manufacturer relationships, customer experience and omnichannel growth. 14 YEARS AT WAYFAIR Spent 14 years at Wayfair, mos
Slide 145: Stefanie Tsen Ward
Stefanie Tsen Ward LUXURY RETAIL • STORES • P&L • CUSTOMER + OMNICHANNEL Stefanie brings the operating depth to connect stores, clienteling, digital, customer experience and four-wall economics. NEIMAN MARCUS As Chief Customer and Integrated Retail Officer, helped transform a $4.5 INTEGRATED RETAIL
Slide 146: Slate brings manufacturing and product value-chain experience
Manufacturing experience: our slate brings relevant experience across the product value chain including direct oversight of owned manufacturing. The strategic value of manufacturing comes from what you do with it - developing the right products, sourcing them effectively, bringing them to market and
Slide 147: VII. A Disciplined Transition and the Shareholder Choice
VII. A Disciplined Transition and the Shareholder Choice Change can be implemented responsibly while protecting Ethan Allen’s core strengths. 146
Slide 148: Our Plan: renewal begins on Day 1
Our Plan: Ethan Allen's renewal begins on Day 1. A single interim CEO will run the business while a highly engaged Board stabilizes the organization, validates the key assumptions and economics underlying the strategic direction and completes the CEO search with full access to the Company. 2 | BOARD
Slide 149: Days 1-60: stabilize, establish the facts, make strategic choices
Days 1–60: stabilize the organization, establish the facts and turn them into strategic choices. The interim CEO runs the Company. The full Board — through the temporary Strategy & Transformation Committee — validates the key assumptions and economics underlying the strategic direction, leadership n
Slide 150: Days 61-100: commit resources and mobilize execution
Days 61–100: commit resources, close critical capability gaps and mobilize execution. By Day 100, owners should see a Board that has established the strategy, capability plan, initial investments, accountable owners and measurable milestones required to restore profitable growth. STRATEGY + LEADERSH
Slide 151: The choice: continuity versus disciplined renewal
The choice is not continuity versus disruption. It is whether owners extend the system that produced the current failing record or mandate disciplined renewal. Even if Mr. Kathwari leaves on the timetable the Board now promises, the same directors would choose his successor — and have said that succ
Slide 152: Contact
Contact MEDIA CONTACT: DGB@gasthalter.com INVESTOR CONTACT: Bruce Goldfarb Chuck Garske Okapi Partners (877) 285-5990 info@okapipartners.com 151
Slide 153: Vote the WHITE card for the change Ethan Allen needs
Vote the WHITE card for the change Ethan Allen needs. Protect your investment. Renew an American icon. Vote the WHITE universal proxy card Restore growth FOR ALL FIVE of our highly qualified nominees Five nominees. One complementary Board built for Ethan Allen’s next chapter. Renew accountability To