FLXS Filings — Flexsteel Industries, Inc. - FilingSpy
FLXS
Flexsteel Industries, Inc.
A maker of upholstered furniture, including sofas, recliners, sectionals, and other seating for homes and businesses. The company traces back to the Rolph & Ball Furniture Company, founded in Minneapolis in 1893. Its name comes from the patented Blue Steel Spring, a tempered steel spring system invented by a Swiss engineer for railway car seats before the company adopted it.
Flexsteel repurchases ~1.28M shares from Bertsch family for ~$60.2M
Flexsteel Industries, Inc. entered a stock repurchase agreement on April 26, 2026 to buy 1,279,870 shares of its common stock from director F. Brooks Bertsch and family-related entities.
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The purchase price is $47.00 per share, a 2.5% discount to the April 24, 2026 closing price, for a total of approximately $60.2 million.
The shares represent about 24% of the company's outstanding common stock and the transaction closed on April 28, 2026.
The purchase was funded through cash and borrowings under the company's revolving credit facility, and is supplemental to the existing stock repurchase program.
F. Brooks Bertsch resigned from the Board effective April 28, 2026, and the transaction was approved by a special committee of independent directors.
1.01 Entry into a Material Definitive Agreement · 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
Flexsteel reports Q3 FY2026 net sales of $115.1M, net income of $6.4M or $1.14 per diluted share.
Net sales for the third quarter ended March 31, 2026, were $115.1 million, up 1.0% from $114.0 million in the prior year quarter.
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GAAP operating income was $8.2 million (7.1% of net sales) versus an operating loss of ($5.1) million in the prior year quarter.
GAAP net income was $6.4 million, or $1.14 per diluted share, compared to a net loss of ($3.7) million, or ($0.71) per diluted share, in the prior year quarter.
Adjusted operating income was $8.2 million (7.1% of net sales) versus $8.3 million (7.3%) in the prior year quarter; adjusted net income per diluted share was $1.14 versus $1.13.
Management expects fourth quarter sales to be flat to prior year levels and operating margins similar to third quarter performance.
The company ended the quarter with cash of $57.3 million and working capital of $142.2 million.
2.02 Results of Operations and Financial Condition · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
Flexsteel reports Q2 FY2026 net sales of $118.2M, up 9.0% year-over-year
Net sales for the quarter ended December 31, 2025 were $118.2 million, up 9.0% from $108.5 million in the prior year quarter.
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GAAP operating income was $9.0 million (7.6% of net sales), down from $11.7 million (10.7%) in the prior year quarter; adjusted operating income was $9.0 million (7.6%) versus $6.7 million (6.1%).
GAAP net income was $6.6 million, or $1.18 per diluted share, compared to $9.1 million, or $1.62 per diluted share, in the prior year quarter; adjusted net income was $6.6 million, or $1.18 per diluted share, versus $5.3 million, or $0.95 per diluted share.
Gross margin improved to 22.7% from 21.0% in the prior year quarter, an increase of 170 basis points.
The company ended the quarter with $36.8 million in cash, $126.0 million in working capital, and approximately $54.1 million available under its secured line of credit.
Management expects near-term pressure on demand and margins due to tariffs but is actively managing pricing, costs, and supply chain to mitigate impact.
2.02 Results of Operations and Financial Condition · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
Leadership8-K
Flexsteel shareholders elect two Class III directors and approve 2022 Equity Incentive Plan amendment.
At the December 10, 2025 Annual Meeting, shareholders elected William S. Creekmuir and M. Scott Culbreth as Class III directors, each to serve until the 2028 Annual Meeting.
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Creekmuir received 3,908,107 votes for and 216,248 withheld; Culbreth received 3,931,970 votes for and 192,385 withheld.
Shareholders approved an amendment to the 2022 Equity Incentive Plan, increasing authorized shares by 150,000, with 3,803,550 votes for and 312,696 against.
The advisory vote on executive compensation passed with 3,963,794 votes for and 120,529 against.
The Board determined future advisory votes on executive compensation will be held annually, based on the frequency vote result of 3,759,569 votes for 1 year.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 5.07 Submission of Matters to a Vote of Security Holders · 9.01 Financial Statements and Exhibits
Flexsteel reports Q1 FY2026 net sales of $110.4M, up 6.2% year-over-year
Net sales for the first quarter ended September 30, 2025 were $110.4 million, up 6.2% from $104.0 million in the prior year quarter.
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GAAP operating income was $9.0 million (8.1% of net sales) versus $6.0 million (5.8% of net sales) in the prior year quarter.
GAAP diluted EPS was $1.31, compared to $0.74 in the prior year quarter.
Gross margin expanded 200 basis points to 23.5% from 21.5% year-over-year.
Management cited new section 232 tariffs on imported upholstered furniture (25% effective October 14, 2025, rising to 30% on January 1, 2026) as a material near-term risk to sales and profitability.
2.02 Results of Operations and Financial Condition · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
Flexsteel director Thomas M. Levine to resign from board effective December 10, 2025
Levine stated his resignation is to focus on family and other interests and is not due to any disagreement with the Company's operations, policies, or practices.
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Thomas M. Levine notified the Board on October 8, 2025, of his intent to resign effective at the conclusion of the December 10, 2025 board meeting.
Levine has served on the board since December 2010 and has been Chair of the Board since 2018.
Concurrent with Levine's retirement, the board size will be reduced from eight to seven directors, and Jeanne McGovern will assume the role of Chair of the Board.
The Company issued a press release on October 9, 2025, announcing the change, furnished as Exhibit 99.1.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits