Paul Huckfeldt
About Paul Huckfeldt
Paul A. Huckfeldt, 67, retired as Hooker Furnishings’ CFO and SVP–Finance & Accounting on February 2, 2025, and was elected to the Board effective February 3, 2025. He has 40+ years of accounting experience, including leading the Company’s Sarbanes-Oxley implementation and compliance, and previously held Controller, CAO, and finance roles at HOFT (and at a multi‑billion‑dollar global apparel manufacturer) . He does not serve on any Board committees; the Board’s independent directors populate all committees while the CEO and the retired CFO (Huckfeldt) do not serve on committees .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hooker Furnishings (HOFT) | Director | Elected Feb 3, 2025 – present | Not on Audit, Compensation, or NCG committees |
| Hooker Furnishings (HOFT) | CFO; SVP–Finance & Accounting | CFO Jan 2011–Feb 2, 2025; SVP–Finance & Accounting Sep 2013–Feb 2, 2025 | Led SOX implementation and compliance (2004–2006) |
| Hooker Furnishings (HOFT) | VP–Finance & Accounting; Corporate Controller & CAO; Manager–Operations Accounting | VP Dec 2010–Sep 2013; Controller & CAO Jan 2010–Jan 2011; Manager Mar 2006–Dec 2009 | Accounting leadership and controls |
| Global apparel manufacturer | Various accounting positions | ~11 years (prior to HOFT) | Large-scale, multi‑billion‑dollar finance experience |
External Roles
No other public-company directorships or external board roles are disclosed in his HOFT biography .
Board Governance
- Independence status: The proxy identifies independent directors (Beeler, Duey, Garafalo, Henson, Jackson, Taaffe); the CEO (Hoff) and retired CFO (Huckfeldt) are not independent and do not serve on Board committees .
- Committee assignments: None (Audit, Compensation, Nominating & Corporate Governance are each “committee of the whole” populated solely by independent directors) .
- Board and committee activity: FY2025 Board met 4 times; Audit and Compensation each met 4 times; NCG met 5 times; each incumbent director attended at least 75% of meetings during their service period; all directors attended last year’s annual meeting .
- Executive sessions: Independent directors hold executive sessions at each Board meeting .
- Board leadership: Independent Chair (W. Christopher Beeler, Jr.) .
Fixed Compensation
Director compensation (service year 2024–2025; prorated upon board election):
| Component | Amount | Notes |
|---|---|---|
| Annual Board cash retainer (standard) | $55,000 | Chair stipends: Board Chair $30,000; Audit Chair $15,000; Comp and NCG Chairs $10,000 |
| Prorated director cash fees to Huckfeldt | $18,333 | Paid Feb 3, 2025 for service through 2025 Annual Meeting |
| Annual director restricted stock (standard) | $70,000 grant value (all non‑employee directors) | Vests at next annual meeting; accelerated on death/disability/CIC; deferral available |
| Huckfeldt director restricted stock grant | 1,920 shares (granted Feb 3, 2025) | For service Feb 3, 2025–Annual Meeting |
Executive compensation (fiscal 2025 while serving as CFO):
| Metric | FY2025 Amount |
|---|---|
| Base Salary | $415,000 |
| Stock Awards (grant-date fair value) | $219,860 |
| Change in Pension Value (SRIP) | $96,838 |
| All Other Compensation (401k match + disability premium) | $14,439 |
| Total | $746,137 |
Performance Compensation
Annual cash incentive (fiscal 2025):
| Performance Measure | Weight | Threshold | Target | Maximum |
|---|---|---|---|---|
| Consolidated Net Sales | 30% | $438.1m | $515.4m | $592.7m |
| Consolidated Operating Income | 70% | $15.6m | $22.3m | $29.0m |
| CFO payout opportunity (% of base) | — | 18% | 60% | 120% |
| Actual payout (FY2025) | — | — | — | $0 (no threshold achieved) |
Long-term incentives (awarded in FY2025; performance period FY2025–FY2027 unless noted):
-
PSU metrics and share opportunities (EPS CAGR and relative TSR vs peer group): | Executive | EPS Shares: Threshold (5%) | EPS Shares: Target (10%) | EPS Shares: Max (25%) | TSR Shares: Threshold (25th pct) | TSR Shares: Target (50th pct) | TSR Shares: Max (75th pct) | |---|---:|---:|---:|---:|---:|---:| | Paul A. Huckfeldt | 858 | 2,860 | 5,719 | 858 | 2,860 | 5,719 |
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RSUs (time-based; ratable vest on Apr 9 of 2025/2026/2027): | Executive | RSUs Granted (4/9/2024) | Vesting schedule | |---|---:|---| | Paul A. Huckfeldt | 5,719 | 1/3 on Apr 9, 2025; 1/3 Apr 9, 2026; 1/3 Apr 9, 2027 |
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Change-in-control and retirement/death/disability provisions:
- PSUs provide lump-sum cash on change of control (double trigger under 2024 plan; death/disability/retirement pro‑rated at actual performance) .
- RSUs fully vest on change of control (director awards may fully vest); pro-rata vest on death/disability/retirement; retirement RSUs paid on final vest dates .
- Estimated payouts at FY2025 year-end: PSUs CoC $141,255; PSUs retirement/death/disability $86,998; RSUs CoC $68,551; RSUs retirement/death/disability $48,640 (pro‑rated; amounts specific to Huckfeldt) .
Clawback and risk controls:
- Incentive Compensation Recoupment Policy (clawback) updated for SEC/Dodd-Frank Section 954 compliance; applies to incentive-based compensation for executive officers .
- Anti‑hedging/pledging policy for “key insiders” (directors included); prohibits zero‑cost collars, forward sales, derivatives, margin accounts, and pledging shares .
- No income tax gross‑ups; no discretionary bonuses; dual-trigger CIC for PSUs/RSUs; independent Compensation Committee with consultant (Pearl Meyer) .
Other Directorships & Interlocks
No other current public-company directorships, committee roles, or interlocks are disclosed for Huckfeldt in the proxy .
Expertise & Qualifications
- Former HOFT CFO with deep financial oversight; extensive accounting and internal controls expertise; relationships with major shareholders and the investment community .
- Strategic planning and risk management experience reflected in Board skills matrix (Home Durables industry; Finance/Accounting; M&A; Strategic Planning; Risk Management) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Ownership Details |
|---|---|---|---|
| Paul A. Huckfeldt | 34,264 | <1% | Sole voting: 15,656; sole disposition: 13,736; shared voting & disposition: 17,105; plus 1,503 shares to be issued within 60 days via RSU payment |
- Director stock ownership guidelines: non‑employee directors must hold shares equal to 3× annual cash compensation within 6 years; directors with 6+ years meet guidelines; Huckfeldt is newly elected and within the 6‑year compliance window .
- Hedging/pledging prohibited; no pledging disclosed .
Fixed Director Compensation vs Equity Mix (Service Year 2024–2025)
| Cash Fees | Equity Grants | Notes |
|---|---|---|
| $18,333 (pro‑rated) | 1,920 restricted shares (granted 2/3/2025) | Standard annual: $55,000 cash retainer; $70,000 restricted stock for non‑employee directors |
Compensation Peer Group (used for executive benchmarking)
| Peer Companies |
|---|
| American Woodmark; Bassett; Cavco; Culp; Dixie Group; Ethan Allen; Flexsteel; Hamilton Beach Brands; Haverty; Kirkland’s; La‑Z‑Boy; Lifetime Brands; Lovesac; Nautilus; PGT Innovations |
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay: over 98% approval; Compensation Committee viewed this as support for program structure .
Governance Assessment
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Strengths
- Extensive finance/accounting expertise and long HOFT tenure, including SOX leadership; valuable for audit oversight and financial risk discussions (although he is not on committees) .
- Strong governance controls: independent committees; independent Chair; executive sessions of independent directors; clawback; anti‑hedging/pledging; no gross‑ups; dual‑trigger CIC equity .
- No related-party transactions in FY2025; clean Section 16(a) reporting compliance .
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Red Flags
- Non‑independent director status (recent retired CFO) and not serving on committees may limit direct influence over audit/compensation/nominating decisions but signals potential management proximity; independence list excludes Huckfeldt .
- Director equity can be deferred, creating unsecured Company liability; monitor deferral elections for alignment and liquidity impacts .
- Company missed FY2025 annual incentive thresholds; performance grants from 2022 cycle paid zero (broader performance challenge); ensure PSUs’ EPS/TSR targets remain appropriately rigorous given macro volatility .
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Alignment & Engagement Signals
- Meaningful personal share ownership (<1% but 34,264 shares) and RSU settlements scheduled post‑retirement support continued alignment .
- Board meeting attendance standards met across incumbents; all directors attended last annual meeting .
Overall, Huckfeldt brings deep financial expertise and Company-specific knowledge. However, his non‑independence and exclusion from committees appropriately mitigate conflict risks while preserving institutional memory; ongoing monitoring of performance‑based pay rigor, equity deferrals, and independence composition is warranted to sustain investor confidence .