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Ethan Allen Interiors Inc – ‘10-K’ for 6/30/05 – EX-3

On:  Tuesday, 9/13/05, at 2:44pm ET   ·   For:  6/30/05   ·   Accession #:  932440-5-457   ·   File #:  1-11692

Previous ‘10-K’:  ‘10-K/A’ on 5/10/05 for 6/30/04   ·   Next:  ‘10-K’ on 9/13/06 for 6/30/06   ·   Latest:  ‘10-K’ on 8/24/23 for 6/30/23   ·   4 References:   

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 9/13/05  Ethan Allen Interiors Inc         10-K        6/30/05   20:1.9M                                   Kelley Drye & Warren/FA

Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report 06/30/2005                            HTML    817K 
 2: EX-3        Exh 3(C)-1 - Cert of Amend-Cert of Desig-Stock      HTML     14K 
 3: EX-4        Exh 4(A)-1 - Amend No 1 to Rights Agmt              HTML     28K 
 4: EX-10       Exh 10(B) - Retirement Savings Plan                 HTML    207K 
 5: EX-10       Exh 10(B)-1 - 1st Amend to Retirement Sav Plan      HTML     14K 
 6: EX-10       Exh 10(B)-2 - 2nd Amend to Retirement Sav Plan      HTML     54K 
 7: EX-10       Exh 10(B)-3 - 3rd Amend to Retirement Sav Plan      HTML     34K 
 8: EX-10       Exh 10(B)-4 - 4th Amend to Retirement Sav Plan      HTML     49K 
 9: EX-10       Exh 10(B)-5 - 5th Amend to Retirement Sav Plan      HTML     13K 
10: EX-10       Exh 10(B)-6 - 6th Amend to Retirement Sav Plan      HTML     12K 
11: EX-10       Exh 10(G) - Credit Agreement                        HTML    508K 
12: EX-10       Exh 10(H)-3 - 3rd Amend to Stock Option Plan        HTML     12K 
13: EX-10       Exh 10(H)-4 - Form of Option Agreement-Directors    HTML     13K 
14: EX-10       Exh 10(H)-5 - Form of Option Agreement-Employees    HTML     14K 
15: EX-21       Exh 21 - List of Subsidiaries                       HTML     13K 
16: EX-23       Exh 23 - Report and Consent - Accounting Firm       HTML     11K 
17: EX-31       Exh 31 - Certification of Executive Officer         HTML     16K 
18: EX-31       Exh 31 - Certification of Financial Officer         HTML     16K 
19: EX-32       Exh 32.1 - Section 1350 Cert-Executive Officer      HTML     10K 
20: EX-32       Exh 32.2 - Section 1350 - Cert-Financial Officer    HTML      9K 


EX-3   —   Exh 3(C)-1 – Cert of Amend-Cert of Desig-Stock

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Exhibit 3(c)-1

 

CERTIFICATE OF AMENDMENT

OF

CERTIFICATE OF DESIGNATIONS

OF

SERIES C JUNIOR PARTICIPATING PREFERRED STOCK

OF

ETHAN ALLEN INTERIORS INC.

 

IT IS HEREBY CERTIFIED THAT:

 

1.          The Certificate of Designations of Series C Junior Participating Preferred Stock of Ethan Allen Interiors Inc. (the “Corporation”) is hereby amended by striking out Section 4(c) thereof and by substituting in its place the following new Section:

 

“4(c)           The Company shall not issue any shares of Series C Preferred Stock except upon the exercise of Rights issued pursuant to that certain Rights Agreement dated as of June 26, 1996, between the Company and Computershare Investor Services, LLC, as may be amended from time to time (the Rights Agreement), a copy of which is on file with the Secretary of the Company at the principal executive office of the Company and shall be made available to holders of record of Common Stock or Series C Preferred Stock without charge upon written request therefore addressed to the Secretary of the Company. Notwithstanding the foregoing sentence, nothing contained in the provisions hereof shall prohibit or restrict the Company from issuing for any purpose any series of Preferred Stock with rights and privileges similar to, different from, or greater than those of the Series C Preferred Stock.”

 

2.

No shares of Series C Junior Participating Preferred Stock have been issued.

 

3.          Said amendment was duly adopted in accordance with the provisions of Section 151(g) of the General Corporation Law of the State of Delaware pursuant to the following resolution of the Board of Directors of the Corporation:

 

Resolved, that the Amendment No. 1 to the Rights Agreement as submitted be approved and that the President is authorized to execute said Amendment along with such other documents, forms, filings or agreements necessary to carry our the intent of the Amendment and to take such further steps or actions necessary to fulfill the intent of the Amendment.”

 

[signature page follows]

 

 

 

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IN WITNESS WHEREOF, the Corporation has caused this certificate to be signed and attested to this 27th day of December, 2004.

 

/s/ M. Farooq Kathwari

M. Farooq Kathwari

 

President

 

Attest:

 

/s/ Pamela A. Banks

Pamela A. Banks

Secretary

 

 

 

 

 


Dates Referenced Herein   and   Documents Incorporated by Reference

Referenced-On Page
This ‘10-K’ Filing    Date First  Last      Other Filings
Filed on:9/13/05
For Period End:6/30/055
6/26/961
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4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 8/24/23  Ethan Allen Interiors Inc.        10-K        6/30/23  105:10M                                    RDG Filings/FA
 8/29/22  Ethan Allen Interiors Inc.        10-K        6/30/22  107:11M                                    RDG Filings/FA
 8/19/21  Ethan Allen Interiors Inc.        10-K        6/30/21  104:10M                                    RDG Filings/FA
 8/27/20  Ethan Allen Interiors Inc.        10-K        6/30/20  105:10M                                    RDG Filings/FA
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Filing Submission 0000932440-05-000457   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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