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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 1/23/20 Bassett Furniture Industries Inc 10-K 11/30/19 114:11M RDG Filings/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 1.46M
2: EX-4.C Instrument Defining the Rights of Security Holders HTML 40K
3: EX-21 Subsidiaries List HTML 34K
4: EX-23.A Consent of Experts or Counsel HTML 33K
5: EX-31.A Certification -- §302 - SOA'02 HTML 38K
6: EX-31.B Certification -- §302 - SOA'02 HTML 38K
7: EX-32.A Certification -- §906 - SOA'02 HTML 33K
8: EX-32.B Certification -- §906 - SOA'02 HTML 33K
17: R1 Document And Entity Information HTML 93K
81: R2 Consolidated Balance Sheets HTML 123K
93: R3 Consolidated Balance Sheets (Parentheticals) HTML 43K
56: R4 Consolidated Statements of Operations HTML 105K
16: R5 Consolidated Statements of Comprehensive Income HTML 64K
(Loss)
80: R6 Consolidated Statements of Cash Flows HTML 124K
92: R7 Consolidated Statements of Stockholders' Equity HTML 105K
58: R8 Consolidated Statements of Stockholders' Equity HTML 37K
(Parentheticals)
14: R9 Note 1 - Description of Business HTML 38K
40: R10 Note 2 - Significant Accounting Policies HTML 120K
54: R11 Note 3 - Business Combinations HTML 68K
111: R12 Note 4 - Financial Instruments, Investments and HTML 43K
Fair Value Measurements
75: R13 Note 5 - Accounts Receivable HTML 50K
39: R14 Note 6 - Inventories HTML 66K
53: R15 Note 7 - Property and Equipment HTML 68K
110: R16 Note 8 - Goodwill and Other Intangible Assets HTML 100K
74: R17 Note 9 - Unconsolidated Affiliated Companies HTML 38K
41: R18 Note 10 - Notes Payable and Bank Credit Facility HTML 39K
52: R19 Note 11 - Post-employment Benefit Obligations HTML 105K
94: R20 Note 12 - Accumulated Other Comprehensive Loss HTML 46K
82: R21 Note 13 - Capital Stock and Stock Compensation HTML 98K
18: R22 Note 14 - Income Taxes HTML 96K
57: R23 Note 15 - Other Gains and Losses HTML 41K
91: R24 Note 16 - Leases and Lease Guarantees HTML 69K
79: R25 Note 17 - Contingencies HTML 35K
15: R26 Note 18 - Earnings (Loss) Per Share HTML 59K
55: R27 Note 19 - Segment Information HTML 125K
90: R28 Note 20 - Quarterly Results of Operations HTML 84K
83: R29 Schedule II - Analysis of Valuation and Qualifying HTML 84K
Accounts
77: R30 Significant Accounting Policies (Policies) HTML 173K
112: R31 Note 2 - Significant Accounting Policies (Tables) HTML 40K
50: R32 Note 3 - Business Combinations (Tables) HTML 59K
36: R33 Note 5 - Accounts Receivable (Tables) HTML 49K
78: R34 Note 6 - Inventories (Tables) HTML 65K
113: R35 Note 7 - Property and Equipment (Tables) HTML 69K
51: R36 Note 8 - Goodwill and Other Intangible Assets HTML 101K
(Tables)
37: R37 Note 11 - Post-employment Benefit Obligations HTML 97K
(Tables)
76: R38 Note 12 - Accumulated Other Comprehensive Loss HTML 43K
(Tables)
114: R39 Note 13 - Capital Stock and Stock Compensation HTML 96K
(Tables)
85: R40 Note 14 - Income Taxes (Tables) HTML 93K
95: R41 Note 16 - Leases and Lease Guarantees (Tables) HTML 63K
64: R42 Note 18 - Earnings (Loss) Per Share (Tables) HTML 61K
25: R43 Note 19 - Segment Information (Tables) HTML 118K
86: R44 Note 20 - Quarterly Results of Operations (Tables) HTML 77K
96: R45 Schedule II - Analysis of Valuation and Qualifying HTML 80K
Accounts (Tables)
65: R46 Note 1 - Description of Business (Details Textual) HTML 38K
26: R47 Note 2 - Significant Accounting Policies (Details HTML 133K
Textual)
84: R48 Note 2 - Significant Accounting Policies - HTML 41K
Aggregate Exposure from Receivables and Guarantees
Related to Customers (Details)
97: R49 Note 3 - Business Combinations (Details Textual) HTML 45K
105: R50 Note 3 - Business Combinations - Acquisitions HTML 69K
(Details)
67: R51 Note 3 - Business Combinations - Acquired HTML 41K
Identifiable Intangible Assets (Details)
35: R52 Note 4 - Financial Instruments, Investments and HTML 43K
Fair Value Measurements (Details Textual)
49: R53 Note 5 - Accounts Receivable - Accounts Receivable HTML 39K
(Details)
104: R54 Note 5 - Accounts Receivable - Activity in HTML 40K
Allowance for Doubtful Accounts (Details)
66: R55 Note 6 - Inventories (Details Textual) HTML 37K
34: R56 Note 6 - Inventories - Inventories (Details) HTML 51K
48: R57 Note 6 - Inventories - Activity in Reserves for HTML 48K
Excess Quantities and Obsolete Inventory by
Segment (Details)
102: R58 Note 7 - Property and Equipment (Details Textual) HTML 39K
68: R59 Note 7 - Property and Equipment - Property and HTML 48K
Equipment (Details)
21: R60 Note 7 - Property and Equipment - Summary of HTML 39K
Reportable Segment Property and Equipment
(Details)
62: R61 Note 7 - Property and Equipment - Depreciation HTML 43K
Expense (Details)
100: R62 Note 8 - Goodwill and Other Intangible Assets HTML 39K
(Details Textual)
88: R63 Note 8 - Goodwill and Other Intangible Assets - HTML 51K
Goodwill and Other Intangible Assets (Details)
20: R64 Note 8 - Goodwill and Other Intangible Assets - HTML 49K
Changes in Carrying Amount of Goodwill by
Reportable Segment (Details)
61: R65 Note 8 - Goodwill and Other Intangible Assets - HTML 38K
Useful Lives and Remaining Amortization Period of
Goodwill and Other Intangible Assets (Details)
99: R66 Note 8 - Goodwill and Other Intangible Assets - HTML 48K
Estimated Future Amortization Expense for
Intangible Assets (Details)
87: R67 Note 9 - Unconsolidated Affiliated Companies HTML 43K
(Details Textual)
23: R68 Note 10 - Notes Payable and Bank Credit Facility HTML 49K
(Details Textual)
59: R69 Note 11 - Post-employment Benefit Obligations HTML 86K
(Details Textual)
43: R70 Note 11 - Post-employment Benefit Obligations - HTML 72K
Plan Summary (Details)
31: R71 Note 11 - Post Employment Benefit Obligations - HTML 54K
Components of Net Periodic Pension Cost (Details)
71: R72 Note 11 - Post-employment Benefit Obligations - HTML 44K
Estimated Future Benefit Payments (Details)
107: R73 Note 11 - Post-employment Benefit Obligations - HTML 37K
Amounts Expected to be Recognized in Next Fiscal
Year (Details)
44: R74 Note 12 - Accumulated Other Comprehensive Loss - HTML 52K
Activity in Accumulated Other Comprehensive Loss
(Details)
32: R75 Note 13 - Capital Stock and Stock Compensation HTML 86K
(Details Textual)
72: R76 Note 13 - Capital Stock and Stock Compensation - HTML 36K
Compensation Expense Related to Restricted Stock
and Stock Options Included in Selling, General and
Administrative Expenses (Details)
108: R77 Note 13 - Capital Stock and Stock Compensation - HTML 53K
Changes in Outstanding Options (Details)
47: R78 Note 13 - Capital Stock and Stock Compensation - HTML 40K
Additional Information Regarding Activity in Stock
Options (Details)
29: R79 Note 13 - Capital Stock and Stock Compensation - HTML 54K
Changes in Non-vested Options (Details)
42: R80 Note 13 - Capital Stock and Stock Compensation - HTML 53K
Restricted Stock Awards (Details)
30: R81 Note 14 - Income Taxes (Details Textual) HTML 52K
70: R82 Note 14 - Income Taxes - Components of Income Tax HTML 47K
Provision (Benefit) (Details)
106: R83 Note 14 - Income Taxes - Reconciliation of HTML 52K
Statutory Federal Income Tax Rate and Effective
Income Tax Rate (Details)
45: R84 Note 14 - Income Taxes - Income Tax Effects of HTML 75K
Temporary Differences and Carryforwards (Details)
33: R85 Note 15 - Other Gains and Losses (Details Textual) HTML 63K
73: R86 Note 16 - Leases and Lease Guarantees (Details HTML 57K
Textual)
109: R87 Note 16 - Leases and Lease Guarantees - Future HTML 65K
Minimum Lease Payments under Non-cancelable
Operating Leases (Details)
46: R88 Note 16 - Leases and Lease Guarantees - Minimum HTML 46K
Future Rental Income (Details)
28: R89 Note 18 - Earnings Per Share - Reconciliation of HTML 61K
Basic and Diluted Loss Per Share (Details)
22: R90 Note 18 - Earnings Per Share - Antidilutive HTML 37K
Securities (Details)
63: R91 Note 19 - Segment Information (Details Textual) HTML 36K
101: R92 Note 19 - Segment Information - Segment HTML 100K
Information by Segment (Details)
89: R93 Note 19 - Segment Information - Wholesale HTML 60K
Shipments by Type (Details)
19: R94 Note 20 - Quarterly Results of Operations (Details HTML 60K
Textual)
60: R95 Note 20 - Quarterly Results of Operations - HTML 66K
Quarterly Results of Operations (Details)
98: R96 Schedule II - Analysis of Valuation and Qualifying HTML 46K
Accounts (Details)
103: XML IDEA XML File -- Filing Summary XML 219K
24: XML XBRL Instance -- bset20191130_10k_htm XML 2.86M
27: EXCEL IDEA Workbook of Financial Reports XLSX 111K
10: EX-101.CAL XBRL Calculations -- bset-20191130_cal XML 214K
11: EX-101.DEF XBRL Definitions -- bset-20191130_def XML 1.80M
12: EX-101.LAB XBRL Labels -- bset-20191130_lab XML 1.42M
13: EX-101.PRE XBRL Presentations -- bset-20191130_pre XML 1.85M
9: EX-101.SCH XBRL Schema -- bset-20191130 XSD 284K
69: JSON XBRL Instance as JSON Data -- MetaLinks 440± 773K
38: ZIP XBRL Zipped Folder -- 0001437749-20-001052-xbrl Zip 305K
EXHIBIT 4C
DESCRIPTION OF COMMON STOCK
The following summary description of the securities is not complete and is qualified in its entirety by reference to our Articles of Incorporation, as amended, our Bylaws, as amended, and applicable provisions of the Virginia Stock Corporation Act.
General
Our outstanding shares of common stock are listed on the NASDAQ Global Select Market under the symbol “BSET.” The transfer agent for the Common Stock is American Stock Transfer & Trust Company. The authorized capital stock of the Company consists of 50,000,000 shares of Common Stock, $5.00 par value.
Rights of Our Common Stock
All outstanding shares of Common Stock are of the same class and have equal rights and attributes. Each holder of Common Stock is entitled to one vote for each share held of record on each matter submitted to a vote of shareholders. Cumulative voting in the election of directors is not permitted. As a result, the holders of more than 50% of the outstanding shares have the power to elect all directors. The quorum required at a shareholders’ meeting for consideration of any matter is a majority of the shares entitled to vote on that matter, represented in person or by proxy. If a quorum is present, the affirmative vote of a majority of shares represented at the meeting and entitled to vote on the matter is required for shareholder approval, except in the case of certain major corporate actions, such as the merger or liquidation of the Company, an amendment to the Company’s articles of incorporation, or the sale of all or substantially all of the Company’s assets, with respect to which, pursuant to Article (j) of the Company’s Articles of Incorporation, approval is required by the affirmative vote of eighty-five percent of all shares entitled to vote on the matter, whether or not represented at the meeting.
The holders of shares of Common Stock are entitled to receive dividends when, as and if declared by the Board of Directors in the manner and upon the terms and conditions provided under Virginia law and the Company’s Articles of Incorporation. There are no conversion rights or sinking fund provisions with respect to shares of Common Stock. As described in Section 13.1-651 of the Virginia Code, the stockholders of a corporation incorporated on or before December 31, 2005 have preemptive rights to acquire proportional amounts of a corporation’s unissued shares upon the decision of the board of directors to issue them, unless such rights are limited or denied in the corporation’s articles of incorporation. There are no preemptive rights with respect to (i) shares issued to officers or employees of a corporation or of its subsidiaries pursuant to a plan approved by the stockholders or (ii) shares sold other than for money, unless preemptive rights are expressly conferred in the articles of incorporation. The Company’s Articles of Incorporation contain no limitation or denial of preemptive rights except with respect to shares of common stock that were issued under a now-expired stock plan for non-employee directors. There are no preemptive rights expressly conferred in the Company’s Articles of Incorporation.
Pursuant to Article (i) of the Company’s Articles of Incorporation, in the event that any person (“Acquiring Person”) who is the beneficial owner (directly or indirectly), of more than fifty percent of the shares of Common Stock outstanding becomes the beneficial owner of any additional shares pursuant to a tender offer or becomes the beneficial owner of more than fifty percent of the shares of Common Stock and any of such shares were acquired pursuant to a tender offer, each holder of shares of Common Stock, other than the Acquiring Person, shall have the right to have such shares redeemed by the Company at the redemption price as further specified in Article (i) Section 5 of the Company’s Articles of Incorporation. No holder of Common Stock shall have the right for the Company to redeem shares if the Company acting through a majority of its Board of Directors shall, within ten days following the announcement, publication or amendment to such tender offer, recommends to the holders of Common Stock that such tender offer be accepted by the holders of Common Stock.
Director Vacancies
Our Bylaws provide that any vacancies on our Board of Directors, including a vacancy resulting from the removal of a director or an increase in the number of directors, shall be filled at any meeting of our Board of Directors or any meeting of our shareholders.
Advance Notice for Shareholder Proposals and Nominations
Our Bylaws contain provisions requiring advance notice be delivered to the Company of any business to be brought by a shareholder before an annual meeting and providing for procedures to be followed by shareholders in nominating persons for election to our Board of Directors. For business to be brought by a shareholder before an annual meeting, a shareholder must give notice no later than 160 days prior to the one-year anniversary of the date of the preceding year’s annual meeting. For nominations for election to the Board of Directors, shareholders must give notice no later than 90 days prior to the one-year anniversary of the date of the preceding year’s annual meeting. The notice must contain the information required by our Bylaws, and the shareholder(s) and nominee(s) must comply with the information and other requirements required by our Bylaws.
Special Meetings of Shareholders
Our Bylaws state that special meetings of shareholders, for any purpose or purposes, unless prescribed by statute, may be called by the Chairman of the Board of Directors, the President or the Board of Directors.
Bylaw Amendment
Our Bylaws may be altered, amended or repealed and new Bylaws may be adopted by the Board of Directors. Bylaws adopted by the Board of Directors may be repealed or changed or new bylaws adopted by the shareholders at any annual shareholders meeting or at any special shareholders meeting when the proposed changes have been set out in the notice of such meeting.
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 1/23/20 | 8-K | ||
| For Period end: | 11/30/19 | |||
| 12/31/05 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 1/25/24 Bassett Furniture Industries Inc. 10-K 11/25/23 115:11M RDG Filings/FA 1/24/23 Bassett Furniture Industries Inc. 10-K 11/26/22 112:10M RDG Filings/FA 1/31/22 Bassett Furniture Industries Inc. 10-K 11/27/21 117:12M RDG Filings/FA 1/21/21 Bassett Furniture Industries Inc. 10-K 11/28/20 114:11M RDG Filings/FA |