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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 1, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________________________ to _______________________

Commission File No.000-00209

BASSETT FURNITURE INDUSTRIES, INCORPORATED

(Exact name of Registrant as specified in its charter)

Virginia	54-0135270
(State or other jurisdiction	(I.R.S. Employer
of incorporation or organization)	Identification No.)

3525 Fairystone Park Highway

Bassett, Virginia 24055

(Address of principal executive offices)

(Zip Code)

(276) 629-6000

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of exchange on which registered
Common Stock ($5.00 par value)		BSET		NASDAQ

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer	☐	Accelerated Filer	☒
Non-accelerated Filer	☐	Smaller Reporting Company	☒
		Emerging Growth Company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ________

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

At March 28, 2025 8,704,115 shares of common stock of the Registrant were outstanding.

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BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES

TABLE OF CONTENTS

ITEM		PAGE
PART I - FINANCIAL INFORMATION

1.	Condensed Consolidated Financial Statements as of March 1, 2025 (unaudited) and November 30, 2024 and for the three months ended March 1, 2025 (unaudited) and March 2, 2024 (unaudited)	3

	Condensed Consolidated Statements of Operations	3

	Condensed Consolidated Statements of Comprehensive Income (Loss)	4

	Condensed Consolidated Balance Sheets	5

	Condensed Consolidated Statements of Cash Flows	6

	Notes to Condensed Consolidated Financial Statements	7

2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	20

3.	Quantitative and Qualitative Disclosures About Market Risk	29

4.	Controls and Procedures	29

PART II - OTHER INFORMATION

1.	Legal Proceedings	30

2.	Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities	30

3.	Defaults Upon Senior Securities	30

5.	Other Information	30

6.	Exhibits	31

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PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE PERIODS ENDED MARCH 1, 2025 AND MARCH 2, 2024 – UNAUDITED

(In thousands except per share data)

	Quarter Ended

	March 1, 2025			March 2, 2024

Net sales of furniture and accessories	$	82,162		$	86,554
Cost of furniture and accessories sold		35,332			38,687
Gross profit		46,830			47,867

Selling, general and administrative expenses		44,375			50,224
Income (loss) from operations		2,455			(2,357	)

Interest income		559			756
Other loss, net		(459	)		(104	)
Income (loss) before income taxes		2,555			(1,705	)

Income tax expense (benefit)		701			(512	)


Net income (loss)	$	1,854		$	(1,193	)

Basic earnings (loss) per share	$	0.21		$	(0.14	)

Diluted earnings (loss) per share	$	0.21		$	(0.14	)

Regular dividends per share	$	0.20		$	0.18

The accompanying notes to condensed consolidated financial statements are an integral part of the condensed consolidated financial statements.

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PART I – FINANCIAL INFORMATION – CONTINUED

ITEM 1. FINANCIAL STATEMENTS

BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

FOR THE PERIODS ENDED MARCH 1, 2025 AND MARCH 2, 2024 – UNAUDITED

(In thousands)

	Quarter Ended
	March 1, 2025			March 2, 2024

Net income (loss)	$	1,854		$	(1,193	)
Other comprehensive income (loss):
Foreign currency translation adjustments		-			(225	)
Income taxes related to foreign currency translation adjustments		-			58
Amortization associated with
Long Term Cash Awards (LTCA)		16			15
Income taxes related to LTCA		(4	)		(4	)
Amortization associated with supplemental executive retirement defined benefit plan (SERP)		-			(6	)
Income taxes related to SERP		-			1

Other comprehensive income (loss), net of tax		12			(161	)

Total comprehensive income (loss)	$	1,866		$	(1,354	)

The accompanying notes to condensed consolidated financial statements are an integral part of the condensed consolidated financial statements.

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PART I – FINANCIAL INFORMATION – CONTINUED

ITEM 1. FINANCIAL STATEMENTS

BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

MARCH 1, 2025 AND NOVEMBER 30, 2024

(In thousands)

	(Unaudited)
	March 1, 2025		November 30, 2024
Assets
Current assets
Cash and cash equivalents	$	36,062	$	39,551
Short-term investments		20,360		20,360
Accounts receivable, net		14,218		13,181
Inventories		58,103		54,965
Recoverable income taxes		4,240		4,240
Other current assets		9,857		9,242
Total current assets		142,840		141,539

Property and equipment, net		75,408		77,047

Deferred income taxes		6,280		6,867
Goodwill and other intangible assets		14,170		14,185
Right of use assets under operating leases		89,413		93,624
Other		7,675		7,908
Total long-term assets		117,538		122,584
Total assets	$	335,786	$	341,170

Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	$	14,682	$	13,303
Accrued compensation and benefits		6,721		6,898
Customer deposits		25,352		25,742
Current portion operating lease obligations		18,141		18,050
Other current liabilites and accrued expenses		8,841		9,410
Total current liabilities		73,737		73,403

Long-term liabilities
Post employment benefit obligations		10,958		10,882
Long-term portion of operating lease obligations		83,371		88,395
Other long-term liabilities		922		1,163
Total long-term liabilities		95,251		100,440


Stockholders’ equity
Common stock		43,462		43,681
Retained earnings		122,555		122,847
Additional paid-in capital		-		6
Accumulated other comprehensive income		781		793
Total stockholders' equity		166,798		167,327
Total liabilities and stockholders’ equity	$	335,786	$	341,170

The accompanying notes to condensed consolidated financial statements are an integral part of the condensed consolidated financial statements.

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PART I – FINANCIAL INFORMATION – CONTINUED

ITEM 1. FINANCIAL STATEMENTS

BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE PERIODS ENDED MARCH 1, 2025 AND MARCH 2, 2024 – UNAUDITED

(In thousands)

	Three Months Ended
	March 1, 2025			March 2, 2024
Operating activities:
Net income (loss)	$	1,854		$	(1,193	)
Adjustments to reconcile net income (loss) to net cash provided by(used in) operating activities:
Depreciation and amortization		2,246			2,664
Deferred income taxes		587			(922	)
Other, net		454			302
Changes in operating assets and liabilities:
Accounts receivable		(1,037	)		(206	)
Inventories		(3,138	)		25
Other current assets		(615	)		(3,167	)
Right of use assets under operating leases		4,211			4,375
Customer deposits		(390	)		(24	)
Accounts payable and other liabilities		709			(3,374	)
Obligations under operating leases		(4,933	)		(6,219	)
Net cash used in operating activities		(52	)		(7,739	)

Investing activities:
Purchases of property and equipment		(871	)		(2,076	)
Other		(11	)		(270	)
Net cash used in investing activities		(882	)		(2,346	)

Financing activities:
Cash dividends		(1,734	)		(1,573	)
Other issuance of common stock		80			86
Repurchases of common stock		(721	)		-
Taxes paid related to net share settlement of equity awards		(136	)		(161	)
Repayments of finance lease obligations		(44	)		(74	)
Net cash used in financing activities		(2,555	)		(1,722	)
Effect of exchange rate changes on cash and cash equivalents		-			9
Change in cash and cash equivalents		(3,489	)		(11,798	)
Cash and cash equivalents - beginning of period		39,551			52,407
					.
Cash and cash equivalents - end of period	$	36,062		$	40,609

The accompanying notes to condensed consolidated financial statements are an integral part of the condensed consolidated financial statements.

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PART I-FINANCIAL INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-UNAUDITED
MARCH 1, 2025
(Dollars in thousands except share and per share data)

1. Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and footnotes required by accounting principles generally accepted in the United States (“GAAP”) for complete financial statements. In our opinion, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.

References to “ASC” included hereinafter refer to the Accounting Standards Codification established by the Financial Accounting Standards Board (“FASB”) as the source of authoritative GAAP.

The condensed consolidated financial statements include the accounts of Bassett Furniture Industries, Incorporated (“Bassett”, “we”, “our”, or the “Company”) and our wholly-owned subsidiaries of which we have a controlling interest. In accordance with ASC Topic 810, we have evaluated our licensees and certain other entities to determine whether they are variable interest entities (“VIEs”) of which we are the primary beneficiary and thus would require consolidation in our financial statements. To date we have concluded that none of our licensees represent VIEs.

Revenue from the sale of furniture and accessories is reported in the accompanying condensed consolidated statements of operations net of estimates for returns and allowances.

Our fiscal year, which ends on the last Saturday of November, periodically results in a 53-week year instead of the normal 52 weeks. The prior fiscal year ended November 30, 2024 was a 53-week year, with the additional week being included in the first fiscal quarter. Accordingly, the information presented below includes 13 weeks of operations for the three months ended March 1, 2025 as compared with 14 weeks included in the three months ended March 2, 2024.

2. Interim Financial Presentation and Other Information

All intercompany accounts and transactions have been eliminated in the condensed consolidated financial statements. The results of operations for the three months ended March 1, 2025 are not necessarily indicative of results for the full fiscal year. These interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended November 30, 2024.

Income Taxes

We calculate an anticipated effective tax rate for the year based on our annual estimates of pretax income or loss and use that effective tax rate to record our year-to-date income tax provision. Any change in annual projections of pretax income or loss could have a significant impact on our effective tax rate for the respective quarter.

Our effective tax rate was 27.4% for the three months ended March 1, 2025. The effective rate for the three months ended March 1, 2025 differs from the federal statutory rate of 21% primarily due to the effects of state income taxes and various permanent differences.

Our effective tax rate was 30.0% for the three months ended March 2, 2024. The effective rate for the three months ended March 2, 2024 differs from the federal statutory rate of 21% primarily due to increases in the valuation allowance placed on deferred tax assets associated with Noa Home Inc. (“Noa Home”), the effects of state income taxes and various permanent differences.

Non-cash Investing and Financing Activity

During the three months ended March 1, 2025 and March 2, 2024, $0 and $3,044, respectively, of lease right-of-use assets were added through the recognition of the corresponding lease obligations.

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3. Financial Instruments and Investments

Financial Instruments

Our financial instruments include cash and cash equivalents, short-term investments in certificates of deposit (CDs), accounts receivable, and accounts payable. Because of their short maturities, the carrying amounts of cash and cash equivalents, short-term investments in CDs, accounts receivable, and accounts payable approximate fair value.

Investments

Our short-term investments of $20,360 at both March 1, 2025 and November 30, 2024 consisted of CDs. At March 1, 2025, the CDs had original terms averaging seven months, bearing interest at rates ranging from 0.7% to 5.15% and the weighted average remaining time to maturity was approximately five months and the weighted average yield of the CDs was approximately 3.9%. Each CD is placed with a federally insured financial institution and, except as noted below, all deposits are within federal deposit insurance limits. Due to the nature of these investments and their relatively short maturities, the carrying amount of the short-term investments at March 1, 2025 and November 30, 2024 approximates their fair value.

Our investment in CDs at March 1, 2025 and November 30, 2024 includes one CD in the amount of $2,500 which was placed with a financial institution that provides merchant services for our retail segment. This CD has been pledged as security for the merchant services agreement. The CD has a six-month term maturing in April 2025 and an interest rate of 2.0%. The requirement to maintain the pledge will be reassessed prior to the end of fiscal 2025, therefore the CD is classified as a current asset with our other CDs. This CD is in excess of the $250 Federal deposit insurance limit.

4. Accounts Receivable

Accounts receivable consists of the following:

	March 1, 2025			November 30, 2024
Gross accounts receivable	$	14,715		$	14,278
Allowance for doubtful accounts		(497	)		(1,097	)
Accounts receivable, net	$	14,218		$	13,181

We maintain an allowance for credit losses for estimated losses resulting from the inability of our customers to make required payments. The allowance for credit losses is based on a review of specifically identified accounts in addition to an overall aging analysis which is applied to accounts pooled on the basis of similar risk characteristics. Judgments are made with respect to the collectability of accounts receivable within each pool based on historical experience, current payment practices and current economic trends based on our expectations over the expected life of the receivables, which is generally ninety days or less. Actual credit losses could differ from those estimates.

Activity in the allowance for credit losses for the three months ended March 1, 2025 was as follows:

	2025

Balance at November 30, 2024	$	1,097
Additions charged to expense		18
Write-offs against allowance		(618	)
Balance at March 1, 2025	$	497

Substantially all of the accounts receivable written off against the reserve during the three months ended March 1, 2025 originated during fiscal 2024.

We believe that the carrying value of our net accounts receivable approximates fair value. The inputs into these fair value estimates reflect our market assumptions and are not observable. Consequently, the inputs are considered to be Level 3 as specified in the fair value hierarchy in ASC Topic 820, Fair Value Measurements and Disclosures.

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5. Inventories

Domestic furniture inventories are valued at the lower of cost, which is determined using the last-in, first-out (LIFO) method, or market. Imported inventories and those applicable to our Lane Venture and Bassett Outdoor lines are valued at the lower of cost, which is determined using the first-in, first-out (FIFO) method, or net realizable value.

Inventories were comprised of the following:

	March 1, 2025			November 30, 2024
Wholesale finished goods	$	25,680		$	24,841
Work in process		566			519
Raw materials and supplies		16,602			14,921
Retail merchandise		32,637			31,744
Total inventories on first-in, first-out method		75,485			72,025
LIFO adjustment		(11,803	)		(11,665	)
Reserve for excess and obsolete inventory		(5,579	)		(5,395	)
	$	58,103		$	54,965

We estimate an inventory reserve for excess quantities and obsolete items based on specific identification and historical write-offs, taking into account future demand, market conditions and the respective valuations at LIFO. The need for these reserves is primarily driven by the normal product life cycle. As products mature and sales volumes decline, we rationalize our product offerings to respond to consumer tastes and keep our product lines fresh. If actual demand or market conditions in the future are less favorable than those estimated, additional inventory write-downs may be required. In determining reserves, we calculate separate reserves on our wholesale and retail inventories. Our wholesale inventories tend to carry the majority of the reserves for excess quantities and obsolete inventory due to the nature of our distribution model. These wholesale reserves primarily represent design and/or style obsolescence. Typically, product is not shipped to our retail warehouses until a consumer has ordered and paid a deposit for the product. We do not typically hold retail inventory for stock purposes. Consequently, floor sample inventory and inventory for delivery to customers account for the majority of our inventory at retail. Retail reserves are based on accessory and clearance floor sample inventory in our stores and any inventory that is not associated with a specific customer order in our retail warehouses.

Activity in the reserves for excess quantities and obsolete inventory by segment are as follows:

	Wholesale Segment			Retail Segment			Total

Balance at November 30, 2024	$	4,158		$	1,237		$	5,395
Additions charged to expense		365			161			526
Write-offs		(192	)		(150	)		(342	)
Balance at March 1, 2025	$	4,331		$	1,248		$	5,579

Our estimates and assumptions have been reasonably accurate in the past. We have not made any significant changes to our methodology for determining inventory reserves in 2025 and do not anticipate that our methodology is likely to change in the future.

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6. Goodwill and Other Intangible Assets

Goodwill and other intangible assets consisted of the following:

	March 1, 2025
	Gross Carrying Amount		Accumulated Amortization			Intangible Assets, Net
Intangibles subject to amortization
Customer relationships	$	512	$	(408	)	$	104

Intangibles not subject to amortization:
Trade names							6,849
Goodwill							7,217
Total goodwill and other intangible assets						$	14,170

	November 30, 2024
	Gross Carrying Amount		Accumulated Amortization			Intangible Assets, Net
Intangibles subject to amortization
Customer relationships	$	512	$	(392	)	$	120

Intangibles not subject to amortization:
Trade names							6,848
Goodwill							7,217
Total goodwill and other intangible assets						$	14,185

There were no changes in the carrying amounts of goodwill during the three months ended March 1, 2025.

The carrying amounts of goodwill by reportable segment, including accumulated impairment losses, at both March 1, 2025 and November 30, 2024 were as follows:

	Original		Accumulated
	Recorded		Impairment			Carrying
	Value		Losses			Amount

Wholesale	$	9,188	$	(1,971	)	$	7,217
Retail		1,926		(1,926	)		-
Corporate and other		5,409		(5,409	)		-

Total goodwill	$	16,523	$	(9,306	)	$	7,217

Amortization expense associated with intangible assets during the three months ended March 1, 2025 and March 2, 2024 was as follows:

	Quarter Ended
	March 1, 2025		March 2, 2024

Intangible asset amortization expense	$	14	$	14

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Estimated future amortization expense for intangible assets that exist at March 1, 2025 is as follows:

Remainder of fiscal 2025	$	43
Fiscal 2026		57
Fiscal 2027		4
Fiscal 2028		-
Fiscal 2029		-
Fiscal 2030		-
Total	$	104

7. Bank Credit Facility

On May 15, 2024, we entered into the Eighth Amended and Restated Credit Agreement with our bank (the “Credit Facility”). This Credit Facility provides for a line of credit of up to $25,000. At March 1, 2025, we had $5,682 outstanding under standby letters of credit against our line. The line bears interest at the One-Month Term Secured Overnight Financing Rate (“One-Month Term SOFR”) plus 1.75% and is secured by our accounts receivable and inventory. Our bank charges a fee of 0.25% on the daily unused balance of the line, payable quarterly. Under the terms of the Credit Facility, Consolidated Minimum Tangible Net Worth (as defined in the Credit Facility) shall at no time be less than $120,000. In addition, we must maintain the following financial covenants, measured quarterly on a rolling twelve-month basis and commencing as of the end of the first fiscal quarter after the first date that the used commitment (the sum of any outstanding advances plus standby letters of credit) equals or exceeds $8,250:

●

Consolidated Fixed Charge Coverage Ratio (as defined in the Credit Facility) of not less than 1.2 times and

●

Consolidated Lease Adjusted Leverage to EBITDAR Ratio (as defined in the Credit Facility) not to exceed 3.35 times.

Since our used commitment was less than $8,250 at March 1, 2025, we were not required to test the Consolidated Fixed Charge Coverage Ratio or the Consolidated Lease Adjusted Leverage to EBITDAR Ratio. Had we been required to test those ratios, we would not have been in full compliance. Consequently, our availability under the Credit Facility is currently limited to an additional $2,568.

8. Post Employment Benefit Obligations

Defined Benefit Plans

We have an unfunded Supplemental Retirement Income Plan (the “Supplemental Plan”) that covers one current and certain former executives. The liability for the Supplemental Plan was $5,600 and $5,557 as of March 1, 2025 and November 30, 2024, respectively.

We also have the Bassett Furniture Industries, Incorporated Management Savings Plan (the “Management Savings Plan”) which was established in the second quarter of fiscal 2017. The Management Savings Plan is an unfunded, nonqualified deferred compensation plan maintained for the benefit of certain highly compensated or management level employees. As part of the Management Savings Plan, we have made Long Term Cash Awards (“LTC Awards”) totaling $2,000 to five management employees in the amount of $400 each. We are accounting for the LTC Awards as a defined benefit pension plan. Currently, two of those employees have retired and are receiving benefits. The liability for the LTC Awards was $1,381 and $1,360 as of March 1, 2025 and November 30, 2024, respectively.

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The combined pension liability for the Supplemental Plan and LTC Awards is recorded as follows in the condensed consolidated balance sheets:

	March 1, 2025		November 30, 2024
Accrued compensation and benefits	$	792	$	792
Post employment benefit obligations		6,189		6,085
Total pension liability	$	6,981	$	6,877

Components of net periodic pension costs for our defined benefit plans for the three months ended March 1, 2025 and March 2, 2024 are as follows:

	Quarter Ended
	March 1, 2025			March 2, 2024
Service cost	$	4		$	3
Interest cost		81			98
Amortization of prior service costs		-			25
Amortization of loss		(16	)		(16	)
Net periodic pension cost	$	69		$	110

The components of net periodic pension cost other than the service cost component, which is included in selling, general and administrative expenses, are included in other loss, net in our condensed consolidated statements of operations.

Deferred Compensation Plans

We have an unfunded deferred compensation plan that covers one current executive and certain former executives and provides for voluntary deferral of compensation. This plan has been frozen with no additional participants or deferrals permitted. Our liability under this plan was $1,560 and $1,568 as of March 1, 2025 and November 30, 2024, respectively.

We also have an unfunded, nonqualified deferred compensation plan maintained for the benefit of certain highly compensated or management level employees which was established under the Management Savings Plan. Our liability under this plan, including both accrued Company contributions and participant salary deferrals, was $3,540 and $3,486 as of March 1, 2025 and November 30, 2024, respectively.

Our combined liability for all deferred compensation arrangements, including Company contributions and participant deferrals under the Management Savings Plan, is recorded as follows in the condensed consolidated balance sheets:

	March 1, 2025		November 30, 2024
Accrued compensation and benefits	$	330	$	330
Post employment benefit obligations		4,770		4,724
Total deferred compensation liability	$	5,100	$	5,054

We recognized expense under our deferred compensation arrangements during the three months ended March 1, 2025 and March 2, 2024 as follows:

	Quarter Ended
	March 1, 2025		March 2, 2024
Deferred compensation expense	$	34	$	455

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9. Restructuring

In the fourth quarter of fiscal 2024 we recognized a restructuring charge of $440 representing accrued severance pay for certain affected employees. At March 1, 2025 and November 30, 2024, $69 and $432, respectively, of the accrual remained in other current liabilities. The remainder is expected to be paid out by the end of the second quarter of fiscal 2025.

10. Commitments and Contingencies

We are involved in various legal and environmental matters which arise in the normal course of business. Although the final outcome of these matters cannot be determined, based on the facts presently known, we believe that the final resolution of these matters will not have a material adverse effect on our financial position or future results of operations.

Lease Guarantees

We were contingently liable under licensee lease obligation guarantees in the amounts of $4,885 and $5,131 at March 1, 2025 and November 30, 2024, respectively. The remaining term under these lease guarantees extends for six years.

In the event of default by the licensee, we believe that the risk of loss is mitigated through a combination of options that include, but are not limited to, arranging for a replacement licensee or liquidating the collateral (primarily inventory). The proceeds of the above options are expected to cover the estimated amount of our future payments under the guarantee obligation, net of recorded reserves. The fair value of these lease guarantees (an estimate of the cost to the Company to perform on the guarantee) at March 1, 2025 and November 30, 2024 was not material.

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11. Earnings (Loss) Per Share

The following reconciles basic and diluted earnings (loss) per share:

	Net Income (Loss)			Weighted Average Shares		Net Income (Loss) Per Share
For the quarter ended March 1, 2025:

Basic earnings per share	$	1,854			8,678,770	$	0.21
Add effect of dilutive securities:
Restricted shares		-			27,665		-
Diluted earnings per share	$	1,854			8,706,435	$	0.21


For the quarter ended March 2, 2024:

Basic loss per share	$	(1,193	)		8,740,637	$	(0.14	)
Add effect of dilutive securities:
Restricted shares*		-			-		-
Diluted loss per share	$	(1,193	)		8,740,637	$	(0.14	)

*Due to the net loss for the period, potentially dilutive securities would have been anti-dilutive and are therefore excluded.

For the three months ended March 1, 2025 and March 2, 2024, the following potentially dilutive shares were excluded from the computations as their effect was anti-dilutive:

	Quarter Ended
	March 1, 2025		March 2, 2024

Unvested shares		-		61,413

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12. Segment Information

We have strategically aligned our business into two reportable segments as defined in ASC 280, Segment Reporting, and as described below:

●

Wholesale. The wholesale home furnishings segment is involved principally in the design, manufacture, sourcing, sale and distribution of furniture products to a network of Bassett stores (Company-owned and licensee-owned retail stores) and independent furniture retailers. Our wholesale segment includes our wood and upholstery operations, which includes Lane Venture.

●

Retail – Company-owned stores. Our retail segment consists of Company-owned stores and includes the revenues, expenses, assets and liabilities and capital expenditures directly related to these stores and the Company-owned distribution network utilized to deliver products to our retail customers.

In addition to the two reportable segments described above, we include our remaining business activities and assets in a reconciling category known as Corporate and other. This category includes the shared costs of corporate functions such as treasury and finance, information technology, accounting, human resources, legal and others, including certain product development and marketing functions benefitting both wholesale and retail operations. In addition to property and equipment and various other assets associated with the shared corporate functions, the identifiable assets of Corporate and other include substantially all of our cash and our investments in CDs. We consider our corporate functions to be other business activities and have aggregated them with any of our operating segments that do not meet the requirements to be reportable segments. As of and for the period ended March 2, 2024, the only such operating segment included in Corporate and other is Noa Home, which was acquired on September 2, 2022, subsequently closed during fiscal 2024 and substantially liquidated as of November 30, 2024. All sales reported in our Corporate and other category during fiscal 2024 were attributable to Noa Home, which generated substantially all of its sales outside of the United States.

Inter-company net sales elimination represents the elimination of wholesale sales to our Company-owned stores. Inter-company income elimination includes the embedded wholesale profit in the Company-owned store inventory that has not been realized. These profits will be recorded when merchandise is delivered to the retail consumer. The inter-company income elimination also includes rent paid by our retail stores occupying Company-owned real estate.

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The following table presents our segment information:

	Quarter Ended
	March 1, 2025			March 2, 2024
Sales Revenue
Wholesale sales of furniture and accessories	$	52,927		$	54,700
Less: Sales to retail segment		(24,059	)		(23,762	)
Wholesale sales to external customers		28,868			30,938
Retail sales of furniture and accessories		53,294			53,754
Corporate and other - Noa Home		-			1,862
Consolidated net sales of furniture and accessories	$	82,162		$	86,554

Income (Loss) before Income Taxes:
Income (loss) from operations:
Wholesale	$	8,685		$	6,760
Retail - Company-owned stores		(48	)		(1,612	)
Net expenses - Corporate and other		(6,226	)		(7,595	)
Inter-company elimination		44			90
Consolidated income (loss) from operations		2,455			(2,357	)

Interest income		559			756
Other loss, net		(459	)		(104	)
Consolidated income (loss) before income taxes	$	2,555		$	(1,705	)

Depreciation and Amortization
Wholesale	$	590		$	619
Retail - Company-owned stores		1,010			1,380
Corporate and other		646			665
Consolidated	$	2,246		$	2,664

Capital Expenditures
Wholesale	$	753		$	163
Retail - Company-owned stores		69			1,333
Corporate and other		48			580
Consolidated	$	870		$	2,076

	As of		As of
Identifiable Assets	March 1, 2025		November 30, 2024
Wholesale	$	90,593	$	88,533
Retail - Company-owned stores		154,454		158,084
Corporate and other		90,739		94,553
Consolidated	$	335,786	$	341,170

See Note 13, Revenue Recognition, for disaggregated revenue information regarding sales of furniture and accessories by product type for the wholesale and retail segments.

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13. Revenue Recognition

We recognize revenue when we transfer promised goods or services to our customers in an amount that reflects the consideration we expect to receive in exchange for those goods or services. For our wholesale and retail segments, revenue is recognized when the risks and rewards of ownership and title to the product have transferred to the buyer. At wholesale, transfer occurs and revenue is recognized upon the shipment of goods to independent dealers and licensee-owned BHF stores. At retail, transfer occurs and revenue is recognized upon delivery of goods to the customer. All wholesale and retail revenues are recorded net of estimated returns and allowances based on historical patterns. We typically collect a significant portion of the purchase price from our retail customers as a deposit upon order, with the balance typically collected at the time delivery is scheduled. These customer deposits are carried on our balance sheet as a current liability until delivery is fulfilled and amounted to $25,352 and $25,742 as of March 1, 2025 and November 30, 2024, respectively. Substantially all of the customer deposits held as of November 30, 2024 related to performance obligations that were satisfied during the current year-to-date period and have therefore been recognized in revenue for the three months ended March 1, 2025.

Sales commissions are expensed as part of selling, general and administrative expenses at the time revenue is recognized because the amortization period would have been one year or less. Sales commissions at wholesale are accrued upon the shipment of goods. Sales commissions at retail are accrued at the time a sale is written (i.e. – when the customer’s order is placed) and are carried as prepaid commissions in other current assets until the goods are delivered and revenue is recognized. At March 1, 2025 and November 30, 2024, our balance of prepaid commissions included in other current assets was $2,805 and $2,928, respectively.

We exclude from revenue all amounts collected from customers for sales tax. We do not disclose amounts allocated to remaining unsatisfied performance obligations as they are expected to be satisfied within one year or less.

Disaggregated revenue information for sales of furniture and accessories by product category for the three months ended March 1, 2025 and March 2, 2024, excluding intercompany transactions between our segments, is a follows:

	Quarter Ended
	March 1, 2025								March 2, 2024
	Wholesale		Retail		Corporate & Other		Total		Wholesale		Retail		Corporate & Other (2)		Total
Bassett Custom Upholstery	$	18,849	$	29,494	$	-	$	48,343	$	20,375	$	29,803	$	-	$	50,178
Bassett Leather		4,112		1,927		-		6,039		3,955		827		-		4,782
Bassett Custom Wood		3,308		7,706		-		11,014		3,751		8,198		-		11,949
Bassett Casegoods		2,599		6,652		-		9,251		2,857		7,385		-		10,242
Accessories, mattresses and other (1)		-		7,515		-		7,515		-		7,541		1,862		9,403
Consolidated net sales of furniture and accessories	$	28,868	$	53,294	$	-	$	82,162	$	30,938	$	53,754	$	1,862	$	86,554

(1)

Includes the sale of goods other than Bassett-branded products, such as accessories and bedding, and also includes the sale of furniture protection plans.

(2)

Corporate and other for the three months ended March 2, 2024 includes the sales of Noa Home, which was closed during fiscal 2024 and substantially liquidated as of November 30, 2024.

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14. Changes to Stockholders’ Equity

The following changes in our stockholders’ equity occurred during the three months ended March 1, 2025 and March 2, 2024:

	Quarter Ended
	March 1, 2025			March 2, 2024
Common Stock:

Beginning of period	$	43,681		$	43,842
Issuance of common stock		79			93
Purchase and retirement of common stock		(298	)		(52	)

End of period	$	43,462		$	43,883

Common Shares Issued and Outstanding:

Beginning of period		8,736,046			8,768,221
Issuance of common stock		15,735			18,488
Purchase and retirement of common stock		(59,647	)		(10,360	)

End of period		8,692,134			8,776,349

Additional Paid-in Capital:

Beginning of period	$	6		$	93
Issuance of common stock		2			(7	)
Purchase and retirement of common stock		(148	)		(109	)
Stock based compensation		140			198

End of period	$	-		$	175

Retained Earnings:

Beginning of period	$	122,847		$	139,354
Net income (loss) for the period		1,854			(1,193	)
Purchase and retirement of common stock		(411	)		-
Cash dividends declared		(1,734	)		(1,573	)

End of period	$	122,556		$	136,588

Accumulated Other Comprehensive Income (Loss):

Beginning of period	$	793		$	152
Cumulative translation adjustments, net of tax		-			(167	)
Amortization of pension costs, net of tax		(12	)		7

End of period	$	781		$	(8	)

The balance of cumulative translation adjustments, net of tax, was zero at both March 1, 2025 and November 30, 2024.

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15. Recent Accounting Pronouncements

In November 2023, the FASB issued Accounting Standards Update 2023-07 – Segment Reporting (Topic ASC 740) Improvements to Reportable Segment Disclosures. The ASU improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The amendments in this update require: that a public entity disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker (CODM) and included within each reported measure of segment profit or loss (collectively referred to as the “significant expense principle”); and that a public entity disclose, on an annual and interim basis, an amount for other segment items by reportable segment and a description of its composition. The other segment items category is the difference between segment revenue less the segment expenses disclosed under the significant expense principle and each reported measure of segment profit or loss. The amendments in ASU 2023-07 will become effective for us for our 2025 fiscal year and for interim periods beginning with our 2026 fiscal year. Early adoption is permitted. We do not expect that this guidance will have a material impact upon our financial position and results of operations.

In December 2023, the FASB issued Accounting Standards Update 2023-09 – Income Taxes (Topic ASC 740) Income Taxes. The ASU improves the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The amendments in ASU 2023-09 will become effective for us as of the beginning of our 2026 fiscal year. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. We do not expect that this guidance will have a material impact upon our financial position and results of operations.

In November 2024, the FASB issued Accounting Standards Update 2024-03 – Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic ASC 220-40) Disaggregation of Income Statement Expenses. The amendments in this ASU require a public business entity to disclose specific information about certain costs and expenses in the notes to its financial statements for interim and annual reporting periods. The objective of the disclosure requirements is to provided disaggregated information about a public business entity's expenses to help investors (a) better understand the entity's performance, (b) better assess the entity's prospects for future cash flows, and (c) compare an entity's performance over time and with that of other entities. The amendments in ASU 2024-03 will become effective for us for our 2028 fiscal year and for interim periods beginning with our 2029 fiscal year. Early adoption is permitted. We do not expect that this guidance will have a material impact upon our financial position and results of operations.

19 of 32

PART I-FINANCIAL INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Safe-harbor, forward-looking statements:

This report contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations and business of Bassett Furniture Industries, Incorporated and subsidiaries. Such forward-looking statements are identified by use of forward-looking words such as “anticipates”, “believes”, “plans”, “estimates”, “expects”, “aims” and “intends” or words or phrases of similar expression. These forward-looking statements involve certain risks and uncertainties. No assurance can be given that any such matters will be realized. Important factors that could cause actual results to differ materially from those contemplated by such forward-looking statements include:

•

fluctuations in the cost and availability of raw materials, fuel, labor, delivery costs and sourced products, including those which may result from supply chain disruptions and shortages and the imposition of new or increased tariffs, retaliatory tariffs, duties and trade limitations with respect to foreign-sourced products

•	competitive conditions in the home furnishings industry

•	overall retail traffic levels in stores and on the web and consumer demand for home furnishings

•	ability of our customers and consumers to obtain affordable credit due to increased interest rates

•	the profitability of the stores (independent licensees and Company-owned retail stores) which may result in future store closings

•	the risk of additional asset impairment charges arising from the ongoing efforts to consolidate our retail warehouses.

•	ability to implement our Company-owned retail strategies and realize the benefits from such strategies

•	effectiveness and security of our information technology systems and possible disruptions due to cybersecurity threats, including any impacts from a network security incident; and the sufficiency of our insurance coverage, including cybersecurity insurance

•	future tax legislation, or regulatory or judicial positions

•	ability to efficiently manage the import supply chain to minimize business interruption

•	concentration of domestic manufacturing, particularly of upholstery products, and the resulting exposure to business interruption from accidents, weather and other events and circumstances beyond our control

Additionally, other risks that could cause actual results to differ materially from those contemplated by such forward-looking statements are set forth in Part I, Item 1A. Risk Factors in the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2024.

You should keep in mind that any forward-looking statement made by us in this report or elsewhere speaks only as of the date on which such forward-looking statement is made. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us. We have no duty to, and do not intend to, update or revise the forward-looking statements in this discussion after the date hereof, except as may be required by law. In light of these risks and uncertainties, you should keep in mind that the events described in any forward-looking statement made in this report or elsewhere might not occur.

20 of 32

PART I-FINANCIAL INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Our fiscal year, which ends on the last Saturday of November, periodically results in a 53-week year instead of the normal 52 weeks. The prior fiscal year ending November 30, 2024 was a 53-week year, with the additional week being included in the first fiscal quarter. Accordingly, the information presented below includes 13 weeks of operations for the quarter ended March 1, 2025 as compared to 14 weeks included in the quarter ended March 2, 2024.

Overview

Bassett is a leading retailer, manufacturer and marketer of branded home furnishings. We were founded in 1902 and incorporated under the laws of Virginia in 1930. Our rich 123-year history has instilled the principles of quality, value, and integrity in everything we do, while simultaneously providing us with the expertise to respond to ever-changing consumer tastes and meet the demands of a global economy.

Approximately 60% of our wholesale sales arise from our network of 87 Company-owned and licensee-owned Bassett Home Furnishings (“BHF”) stores. Our store program is designed to provide a single source home furnishings retail store with a unique combination of stylish, quality furniture and accessories with a high level of customer service. The stores highlight our custom furniture design and manufacturing capabilities, free in-home or virtual design visits (“home makeovers”) and coordinated decorating accessories. Our philosophy is based on building strong long-term relationships with each customer. Salespeople are referred to as “Design Consultants” and are trained to evaluate customer needs and provide comprehensive solutions for their home decor. Until a rigorous training and design certification program is completed, Design Consultants are not authorized to perform in-home or virtual design services for our customers.

Bassett also has a significant traditional wholesale business with more than 1,000 open market accounts. Most of the open market sales are through Bassett Design Centers and Bassett Custom Studios which function as a store within a multi-line store featuring the Company’s custom furniture capabilities. The wholesale business, including the Lane Venture outdoor brand, also services general furniture stores and a growing number of interior design firms through network of over 30 independent sales representatives who have stated geographical territories. These sales representatives are compensated based on a standard commission rate.

We consider our website to be the front door to our brand experience where customers can research our furniture and accessory offerings and subsequently buy online or engage with an in-store design consultant. We introduced a new web platform late in 2023 that leverages world class features including enhanced customer research capabilities and streamlined navigation. We know that we are driving a significant percentage of the retail foot traffic to our store network and our open market customers through engagement with www.bassettfurniture.com. Although e-commerce sales continue to be small in relation to in-store sales, we are pleased that we have seen a greater than 20% e-commerce sales increase since the middle of 2024. We will continue to invest in ongoing improvements to the aesthetics and user experience that we provide on our website.

During the fourth quarter of fiscal 2022 we acquired Noa Home Inc. (“Noa Home”). A mid-priced e-commerce furniture retailer headquartered in Montreal, Canada, Noa Home had operations in Canada, Australia, Singapore and the United Kingdom. After nearly two years of operating losses, we concluded during the second quarter of 2024 that Noa Home was not likely to achieve profitability at any time in the foreseeable future and decided to cease operations by selling the inventory in an orderly fashion. As of November 30, 2024, we had substantially completed the liquidation of Noa Home’s assets and liabilities.

We have factories in Newton, North Carolina that manufacture both stationary and motion upholstered furniture for inside the home along with our outdoor furniture offerings. We also have a factory in Martinsville, Virginia that assembles and finishes our custom bedroom and dining offerings. We also own a facility in Haleyville, Alabama where we manufacture aluminum frames for our outdoor furniture.

In addition to the furniture that we manufacture domestically, we source most of our formal bedroom and dining room furniture (casegoods) and certain leather upholstery offerings from several foreign plants, primarily in Vietnam. Approximately 80% of our wholesale revenues are derived from products that are manufactured in the United States using a mix of domestic and globally sourced components and raw materials.

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PART I-FINANCIAL INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Results of Operations – Period ended March 1, 2025 compared with the period ended March 2, 2024:

Consolidated results of operations for the three months ended March 1, 2025 and March 2, 2024 are as follows:

	Quarter Ended*									Change
	March 1, 2025				March 2, 2024					Dollars			Percent

Net sales of furniture and accessories	$	82,162	100.0	%	$	86,554		100.0	%	$	(4,392	)		-5.1	%
Cost of furniture and accessories sold		35,332	43.0	%		38,687		44.7	%		(3,355	)		-8.7	%
Gross profit		46,830	57.0	%		47,867		55.3	%		(1,037	)		-2.2	%
SG&A expenses		44,375	54.0	%		50,224		58.0	%		(5,849	)		-11.6	%

Income (loss) from operations	$	2,455	3.0	%	$	(2,357	)	-2.7	%	$	4,812		N/M

*13 weeks for fiscal 2025 as compared with 14 weeks for fiscal 2024.

Analysis of Quarterly Results:

Total sales revenue for the three months ended March 1, 2025 decreased $4,392 or 5.1% from the prior year period due primarily to the additional week in the prior year quarter. Normalizing the first fiscal quarter of 2024 to adjust for the additional week, sales revenue for the first quarter of fiscal 2025 increased $1,790 or 2.2%.

Gross margins for the three months ended March 1, 2025 increased 170 basis points over the prior year period primarily due to improved margins in the wholesale segment.

Selling, general and administrative (“SG&A”) expenses as a percentage of sales for the three months ended March 1, 2025 decreased 150 basis points from 2024 primarily due to the benefit of cost reductions implemented during the second half of fiscal 2024.

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PART I-FINANCIAL INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Segment Information

We have strategically aligned our business into two reportable segments as defined in ASC 280, Segment Reporting, and as described below:

●

23 of 32

PART I-FINANCIAL INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Reconciliation of Segment Results to Consolidated Income (Loss) Before Income Taxes

To supplement the financial measures prepared in accordance with GAAP, we present gross profit by segment inclusive of the effects of intercompany sales by our wholesale segment to our retail segment. Because these intercompany transactions are not eliminated from our segment presentations and because we do not present gross profit as a measure of segment profitability in the accompanying condensed consolidated financial statements, the presentation of gross profit by segment is considered to be a non-GAAP financial measure. In addition, certain special gains or charges as well as non-operating income and expenses are included in consolidated income (loss) before income taxes are not included in the measures of segment profitability. The reconciliation of this non-GAAP financial measure to the most directly comparable financial measure calculated and presented in accordance with GAAP is presented below along with the effects of various other intercompany eliminations on our consolidated results of operations.

	Quarter Ended March 1, 2025
	Non-GAAP Presentation																	GAAP Presentation
	Wholesale		Retail			Corporate & Other			Eliminations				Special Items		Non-Operating			Consolidated

Net sales of furniture and accessories	$	52,927	$	53,294		$	-		$	(24,059	)	(1)	$	-	$	-		$	82,162
Cost of furniture and accessories sold		34,191		24,937			-			(23,796	)	(2)		-		-			35,332
Gross profit		18,736		28,357			-			(263	)			-		-			46,830
SG&A expense		10,051		28,405			6,226			(307	)	(3)		-		-			44,375
Income (loss) from operations		8,685		(48	)		(6,226	)		44				-		-			2,455
Interest income		-		-			-			-				-		559			559
Other loss, net		-		-			-			-				-		(459	)		(459	)
Income (loss) before income taxes	$	8,685	$	(48	)	$	(6,226	)	$	44			$	-	$	100		$	2,555

	Quarter Ended March 2, 2024
	Non-GAAP Presentation																	GAAP Presentation
	Wholesale		Retail			Corporate & Other			Eliminations				Special Items		Non-Operating			Consolidated

Net sales of furniture and accessories	$	54,700	$	53,754		$	1,862		$	(23,762	)	(1)	$	-	$	-		$	86,554
Cost of furniture and accessories sold		36,709		24,741			809			(23,572	)	(2)		-		-			38,687
Gross profit		17,991		29,013			1,053			(190	)			-		-			47,867
SG&A expense		11,231		30,625			8,648			(280	)	(3)		-		-			50,224
Income (loss) from operations		6,760		(1,612	)		(7,595	)		90				-		-			(2,357	)
Interest income		-		-			-			-				-		756			756
Other loss, net		-		-			-			-				-		(104	)		(104	)
Income (loss) before income taxes	$	6,760	$	(1,612	)	$	(7,595	)	$	90			$	-	$	652		$	(1,705	)

Notes to segment consolidation table:

(1)	Represents the elimination of sales from our wholesale segment to our Company-owned BHF stores.

(2)	Represents the elimination of purchases by our Company-owned BHF stores from our wholesale segment, as well as the change for the period in the elimination of intercompany profit in ending retail inventory.

(3)	Represents the elimination of rent paid by our retail stores occupying Company-owned real estate.

24 of 32

PART I-FINANCIAL INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Wholesale Segment

Results for the wholesale segment for the three months ended March 1, 2025 and March 2, 2024 are as follows:

	Quarter Ended*								Change
	March 1, 2025				March 2, 2024				Dollars			Percent

Net sales	$	52,927	100.0	%	$	54,700	100.0	%	$	(1,773	)		-3.2	%
Gross profit (1)		18,736	35.4	%		17,991	32.9	%		745			4.1	%
SG&A expenses		10,051	19.0	%		11,231	20.5	%		(1,180	)		-10.5	%
Income from operations	$	8,685	16.4	%	$	6,760	12.4	%	$	1,925			28.5	%

(1)

Gross profit at the segment level is considered a Non-GAAP financial measure due to the included effects of intercompany transactions. Refer to the reconciliation of gross profit by segment to consolidated gross profit presented under the Reconciliation of Segment Results to Consolidated Results of Operations above.

*13 weeks for fiscal 2025 as compared with 14 weeks for fiscal 2024.

Wholesale sales by major product category are as follows:

	Quarter Ended*
	March 1, 2025								March 2, 2024								Total Change
	External		Intercompany		Total				External		Intercompany		Total				Dollars			Percent
Bassett Custom Upholstery	$	18,849	$	15,561	$	34,410	65.0	%	$	20,375	$	14,767	$	35,142	64.2	%	$	(732	)		-2.1	%
Bassett Leather		4,112		632		4,744	9.0	%		3,955		535		4,490	8.2	%		254			5.7	%
Bassett Custom Wood		3,308		4,166		7,474	14.1	%		3,751		4,892		8,643	15.8	%		(1,169	)		-13.5	%
Bassett Casegoods		2,599		3,700		6,299	11.9	%		2,857		3,568		6,425	11.7	%		(126	)		-2.0	%
Total	$	28,868	$	24,059	$	52,927	100.0	%	$	30,938	$	23,762	$	54,700	100.0	%	$	(1,773	)		-3.2	%

*13 weeks for fiscal 2025 as compared with 14 weeks for fiscal 2024.

Analysis of Quarterly Results – Wholesale

Net sales for the three months ended March 1, 2025 decreased $1,773 or 3.2% from the prior year period due primarily to the additional week in the prior year quarter. Normalizing the first fiscal quarter of 2024 to adjust for the additional week, sales revenue for the first quarter of fiscal 2025 increased $2,134 or 4.2%, consisting of a 6.1% increase in shipments to our retail store network, a 2.2% decrease in shipments to the open market, and an 11% increase in Lane Venture shipments. Gross margins for the three months ended March 1, 2025 increased 250 basis points over the prior year due primarily to improved margins in our Bassett Custom Upholstery business from manufacturing efficiency gains, increased margins in our Lane Venture operations due to improved customer mix and improved margins in the Bassett Leather business. SG&A expenses as a percentage of sales decreased 150 basis points primarily due to the benefit of cost reductions implemented during the second half of fiscal 2024.

Wholesale Backlog

Wholesale backlog at March 1, 2025 was $19,515 as compared to $21,750 at November 30, 2024 and $19,491 at March 2, 2024.

25 of 32

PART I-FINANCIAL INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Retail – Company-owned Stores Segment

Results for the retail segment for the periods ended March 1, 2025 and March 2, 2024 are as follows:

	Quarter Ended*										Change
	March 1, 2025					March 2, 2024					Dollars			Percent

Net sales	$	53,294		100.0	%	$	53,754		100.0	%	$	(460	)		-0.9	%
Gross profit (1)		28,357		53.2	%		29,013		54.0	%		(656	)		-2.3	%
SG&A expenses		28,405		53.3	%		30,625		57.0	%		(2,220	)		-7.2	%
Loss from operations	$	(48	)	-0.1	%	$	(1,612	)	-3.0	%	$	1,564			-97.0	%

(1)

*13 weeks for fiscal 2025 as compared with 14 weeks for fiscal 2024.

Retail sales by major product category are as follows:

	Quarter Ended*								Change
	March 1, 2025				March 2, 2024				Dollars			Percent

Bassett Custom Upholstery	$	29,494	55.3	%	$	29,803	55.4	%	$	(309	)		-1.0	%
Bassett Leather		1,927	3.6	%		827	1.5	%		1,100			133.0	%
Bassett Custom Wood		7,706	14.5	%		8,198	15.3	%		(492	)		-6.0	%
Bassett Casegoods		6,652	12.5	%		7,385	13.7	%		(733	)		-9.9	%
Accessories, mattresses and other (1)		7,515	14.1	%		7,541	14.0	%		(26	)		-0.3	%
Total	$	53,294	100.0	%	$	53,754	100.0	%	$	(460	)		-0.9	%

(1)

Includes the sale of goods other than Bassett-branded products, such as accessories and bedding, and also includes the sale of furniture protection plans.

*13 weeks for fiscal 2025 as compared with 14 weeks for fiscal 2023.

Analysis of Quarterly Results - Retail

Net sales for the three months ended March 1, 2025 decreased $460 or 0.9% from the prior year period. Written sales (the value of sales orders taken but not delivered) declined 2.1% from the first quarter of 2024. Normalizing the first fiscal quarter of 2024 to adjust for the additional week, sales revenue for the first quarter of fiscal 2025 increased $3,380 or 6.8% over the prior year period while written sales increased 5.4%. Gross margin for the three months ended March 1, 2025 declined 80 basis points over the prior period due to lower margins for both in-line and clearance goods as we have become slightly more aggressive in cycling through unproductive inventory. SG&A expenses as a percentage of sales for the three months ended March 1, 2025 decreased 370 basis points primarily due to the benefit of cost reductions implemented during the second half of fiscal 2024 coupled with lower advertising and marketing costs and efficiency gains in our warehouse and delivery operation.

Retail Backlog

Retail backlog at March 1, 2025 was $36,143 compared to $37,053 at November 30, 2024 and $31,307 at March 2, 2024.

26 of 32

PART I-FINANCIAL INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Corporate and Other

In addition to the two reportable segments discussed above, we include our remaining business activities and assets in a reconciling category known as Corporate and other, which includes the shared costs of various corporate functions along with any operating segments that do not meet the requirements to be reportable segments. Therefore, prior to fiscal 2025, Noa Home was included within the Corporate and other reconciling category and accounted for all of the sales and gross profit within this reconciling category. Revenues, costs and expenses of Corporate and other for the periods ended March 1, 2025 and March 2, 2024 are as follows:

	Quarter Ended*						Change
	March 1, 2025			March 2, 2024			Dollars			Percent

Net sales	$	-		$	1,862		$	(1,862	)		-100.0	%
Gross profit		-			1,053			(1,053	)		-100.0	%
SG&A expenses		6,226			8,648			(2,422	)		-28.0	%
Net expenses	$	(6,226	)	$	(7,595	)	$	1,369			-18.0	%

*40 weeks for fiscal 2024 as compared with 39 weeks for fiscal 2023.

Analysis of Quarterly Results – Corporate and Other

Sales and gross profit declined from the prior year period due to the closure and liquidation of Noa Home during fiscal 2024. The $2,422 decrease in SG&A expenses was primarily due to closure of Noa Home and decreased corporate overhead spending from better expense management, including the benefit of cost reductions implemented during the second half of fiscal 2024.

Other Items Affecting Net Income (Loss)

Interest Income

Interest income for the three months ended March 1, 2025 was $559 compared to $756 for the three months ended March 2, 2024. The decline from the prior year period is primarily due to lower balances of interest-bearing cash and cash equivalents, as well as lower average rates earned on our cash and cash equivalents and investments in CDs compared to the preceding year.

Other Loss, Net

Other loss, net, for the three months ended March 1, 2025 was $459 compared to $104 for the three months ended March 2, 2024. The net change from the prior year period was primarily due to higher costs associated with Company-owned life insurance.

Income Taxes

Our effective tax rate was 30.0% for the three months ended March 2, 2024. The effective rate for the three months ended March 2, 2024 differs from the federal statutory rate of 21% primarily due to increases in the valuation allowance placed on deferred tax assets associated with Noa Home, the effects of state income taxes and various permanent differences.

27 of 32

PART I-FINANCIAL INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Liquidity and Capital Resources

Cash Flows

Cash used in operations for the first quarter of fiscal 2025 was $52 compared to cash used in operations of $7,739 for the first quarter of fiscal 2024, representing an improvement of $7,687 in cash flows from operations. This increase was primarily the result of improved operating income and changes in working capital due to the timing impact of expenditures as a result of an additional week in the first quarter of 2024.

Our overall cash position declined $3,489 during the first quarter of 2025. During the first quarter of fiscal 2025, we spent $871 on purchases of property and equipment. We also paid $1,734 in dividends during the first quarter of 2025. We repurchased $721 of shares under our stock repurchase program during the first quarter of 2025 compared to no repurchases in the prior year period. We expect capital expenditures for the full year to range from $8 million to $12 million. As of March 1, 2025, $19,682 remains available for future purchases under our stock repurchase plan. With cash and cash equivalents and short-term investments totaling $56,422 on hand at March 1, 2025, expected future operating cash flows and the availability under our credit line noted below, we believe we have sufficient liquidity to fund operations for the foreseeable future.

Debt and Other Obligations

On May 15, 2024, we entered into the Credit Facility with our bank. This Credit Facility provides for a line of credit of up to $25,000. At March 1, 2025, we had $5,682 outstanding under standby letters of credit against our line. The line bears interest at the One-Month Term Secured Overnight Financing Rate (“One-Month Term SOFR”) plus 1.75% and is secured by our accounts receivable and inventory. Our bank charges a fee of 0.25% on the daily unused balance of the line, payable quarterly. Under the terms of the Credit Facility, Consolidated Minimum Tangible Net Worth shall at no time be less than $120,000. In addition, we must maintain the following financial covenants, measured quarterly on a rolling twelve-month basis and commencing as of the end of the first fiscal quarter after the first date that the used commitment (the sum of any outstanding advances plus standby letters of credit) equals or exceeds $8,250:

●

Consolidated Fixed Charge Coverage Ratio of not less than 1.2 times and

●

Consolidated Lease Adjusted Leverage to EBITDAR Ratio not to exceed 3.35 times.

We lease land and buildings that are used in the operation of our Company-owned retail stores as well as in the operation of one of our licensee-owned stores, and we lease land and buildings used in our wholesale manufacturing operations. We also lease local delivery trucks used in our retail segment. The present value of our obligations for leases with terms in excess of one year at March 1, 2025 is $101,742 and is included in our accompanying condensed consolidated balance sheet at March 1, 2025. We were contingently liable under licensee lease obligation guarantees in the amount of $4,885 at March 1, 2025. The remaining terms under these lease guarantees extend for six years. See Note 10 to our condensed consolidated financial statements for additional details regarding our lease guarantees.

Investment in Retail Real Estate

We have a substantial investment in real estate acquired for use as retail locations and occupied by Company-owned retail stores. Such real estate is included in property and equipment, net, in the accompanying condensed consolidated balance sheets and consists of eight properties with an aggregate square footage of 203,465 and a net book value of $23,969 at March 1, 2025.

28 of 32

PART I-FINANCIAL INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES, INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Critical Accounting Policies and Estimates

There have been no material changes to our critical accounting policies and estimates from the information provided in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, included in our Annual Report on Form 10-K for the fiscal year ended November 30, 2024.

Off-Balance Sheet Arrangements

We utilize stand-by letters of credit in the procurement of certain goods in the normal course of business. In addition, we have guaranteed certain lease obligations of licensee operators for some of their store locations. See Note 10 to our condensed consolidated financial statements for further discussion of lease guarantees, including descriptions of the terms of such commitments and methods used to mitigate risks associated with these arrangements.

Contingencies

We are involved in various legal and environmental matters which arise in the normal course of business. Although the final outcome of these matters cannot be determined, based on the facts presently known, it is our opinion that the final resolution of these matters will not have a material adverse effect on our financial position or future results of operations. See Note 10 to our condensed consolidated financial statements for further information regarding certain contingencies as of March 1, 2025.

Item 3. Quantitative and Qualitative Disclosure about Market Risk:

We are exposed to market risk from changes in the value of foreign currencies. Substantially all of our imports purchased outside of North America are denominated in U.S. dollars. Therefore, we believe that gains or losses resulting from changes in the value of foreign currencies relating to foreign purchases not denominated in U.S. dollars would not be material to our results from operations in fiscal 2025.

We are exposed to market risk from changes in the cost and availability of raw materials used in our manufacturing processes, principally wood, woven fabric, and foam products. The cost of foam products, which are petroleum-based, is sensitive to changes in the price of oil.

We are also exposed to commodity price risk related to diesel fuel prices for fuel used in our retail segment for home delivery as well as through amounts we are charged for logistical services by our service providers. We manage our exposure to that risk primarily through the application of fuel surcharges to our customers.

We have potential exposure to market risk related to conditions in the commercial real estate market. Our retail real estate holdings of $23,969 at March 1, 2025 for Company-owned stores could suffer significant impairment in value if we are forced to close additional stores and sell or lease the related properties during periods of weakness in certain markets. Additionally, if we are required to assume responsibility for payment under the lease obligations of $4,885 which we have guaranteed on behalf of certain licensees as of March 1, 2025 we may not be able to secure sufficient sub-lease income in the current market to offset the payments required under the guarantees. We are also exposed to risk related to conditions in the commercial real estate rental market with respect to the right-of-use assets we carry on our balance sheet for leased retail store locations, manufacturing and warehouse facilities. At March 1, 2025, the unamortized balance of such right-of-use assets used in continuing operations totaled $89,307. Should we have to close or otherwise abandon one of these leased locations, we could incur additional impairment charges if rental market conditions do not support a fair value for the right of use asset in excess of its carrying value.

Item 4. Controls and Procedures:

The Company’s principal executive officer and principal financial officer have evaluated the Company’s disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon their evaluation, the principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures are effective. There has been no change in the Company’s internal control over financial reporting during the Company’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

29 of 32

PART II - OTHER INFORMATION
BASSETT FURNITURE INDUSTRIES INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Item 1. Legal Proceedings

None

Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities

The following table summarizes the stock repurchase activity by or on behalf of the Company or any “affiliated purchaser,” as defined by Rule 10b-18(a)(3) of the Exchange Act, for the three months ended March 1, 2025 and the approximate dollar value of shares that may yet be purchased pursuant to our stock repurchase program:

	Total Shares Purchased		Average Price Paid		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)		Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (1)

December 1, 2024 - January 4, 2025		24,522	$	14.39		24,522	$	20,051
January 5, 2025 - February 1, 2025		22,810	$	13.96		12,975	$	19,868
February 2, 2025 - March 1, 2025		12,315	$	15.12		12,315	$	19,682

(1)	The Company is authorized to repurchase Company stock under a plan which was originally announced in 1998. On March 9, 2022, the Board of Directors increased the remaining limit of the repurchase plan to $40,000. At March 1, 2025, $19,682 remained available for share repurchases under the plan.

Item 3. Defaults Upon Senior Securities

None.

Item 5. Other Information

(c)

During the fiscal quarter ended March 1, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, as amended) adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (in each case, as defined in Item 408(a) of Regulation S-K) for the purchase or sale of the Company’s securities.

30 of 32

PART II - OTHER INFORMATION-CONTINUED
BASSETT FURNITURE INDUSTRIES INCORPORATED AND SUBSIDIARIES
MARCH 1, 2025
(Dollars in thousands except share and per share data)

Item 6. Exhibits

a.	Exhibits:

	Exhibit 3a – Articles of Incorporation as amended to date are incorporated herein by reference to the Exhibit to Form 10-Q for the fiscal quarter ended February 28, 1994.

	Exhibit 3b – By-laws as amended to date are incorporated herein by reference to Exhibit 3.1 to Form 8-K filed with the SEC on January 16, 2024.

	Exhibit 10 – Eighth Amended and Restated Credit Agreement with Truist Bank dated May 15, 2024 is incorporated herein by reference to Exhibit 10 to Form 10-Q filed with the SEC on July 11, 2024. Registrant hereby agrees to furnish the SEC, upon request, other instruments defining the rights of holders of long-term debt of the Registrant.

	Exhibit 31a – Chief Executive Officer’s certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

	Exhibit 31b – Chief Financial Officer’s certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

	Exhibit 32a – Chief Executive Officer’s certification pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

	Exhibit 32b – Chief Financial Officer’s certification pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

	Exhibit 101.INS Inline XBRL Instance

	Exhibit 101.SCH Inline XBRL Taxonomy Extension Schema

	Exhibit 101.CAL Inline XBRL Taxonomy Extension Calculation

	Exhibit 101.DEF Inline XBRL Taxonomy Extension Definition

	Exhibit 101.LAB Inline XBRL Taxonomy Extension Labels

	Exhibit 101.PRE Inline XBRL Taxonomy Extension Presentation

	Exhibit 104. Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

31 of 32

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

BASSETT FURNITURE INDUSTRIES, INCORPORATED

/s/	Robert H. Spilman, Jr.
Robert H. Spilman, Jr., Chairman and Chief Executive Officer
April 3, 2025

/s/	J. Michael Daniel
J. Michael Daniel, Senior Vice President and Chief Financial Officer
April 3, 2025

32 of 32

ex_796661.htm

Exhibit 31a

CERTIFICATIONS

I, Robert H. Spilman, Jr., certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Bassett Furniture Industries, Incorporated;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

April 3, 2025

/s/	Robert H. Spilman, Jr.
Robert H. Spilman, Jr., Chairman and Chief Executive Officer

ex_796665.htm

Exhibit 31b

CERTIFICATIONS

I, J. Michael Daniel, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Bassett Furniture Industries, Incorporated;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

April 3, 2025

/s/	J. Michael Daniel
J. Michael Daniel, Senior Vice President and Chief Financial Officer

ex_796662.htm

Exhibit 32a

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Bassett Furniture Industries, Incorporated (the “Company”) on Form 10-Q for the period ending March 1, 2025, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Robert H. Spilman, Jr., Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to ss.906 of the Sarbanes-Oxley Act of 2002, that:

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

April 3, 2025

/s/

Robert H. Spilman, Jr.

Robert H. Spilman, Jr.,

Chairman and Chief Executive Officer

A signed original of this written statement required by Section 906 has been provided to Bassett Furniture Industries, Incorporated and will be retained by Bassett Furniture Industries, Incorporated and furnished to the Securities and Exchange Commission or its staff upon request.

ex_796663.htm

Exhibit 32b

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Bassett Furniture Industries, Incorporated (the “Company”) on Form 10-Q for the period ending March 1, 2025, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, J. Michael Daniel, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to ss.906 of the Sarbanes-Oxley Act of 2002, that:

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

April 3, 2025

/s/

J. Michael Daniel

J. Michael Daniel,

Senior Vice President and Chief Financial Officer