Vice President and CFO Demarest Craig covered exercise/tax liability with 3,103 shares and returned 14,429 shares to the company, decreasing direct ownership by 36% to 30,833 units (SEC Form 4)
$CRWS
Textiles
Consumer Discretionary
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CROWN CRAFTS INC [ CRWS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/02/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 07/02/2025 | F(1) | 3,103 | D | $2.89 | 45,262 | D | |||
| Common Stock | 07/02/2025 | D(2) | 14,429 | D | $0 | 30,833 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. This transaction represents the surrender to the Issuer by the Reporting Person of 3,103 shares of common stock to satisfy the tax withholding obligations incurred by the Reporting Person upon the vesting of 10,571 shares of common stock awarded to the Reporting Person on March 26, 2024. |
| 2. This transaction represents the forfeiture to the Issuer by the Reporting Person of 14,429 shares of common stock awarded to the Reporting Person on March 26, 2024. |
| Remarks: |
| In connection with the retirement from all positions that the Reporting Person held with the Issuer, the Compensation Committee of the Board of Directors of the Issuer accelerated the vesting of a portion of the total quantity of 25,000 shares of common stock awarded to the Reporting Person on March 26, 2024, such award originally scheduled to vest in its entirety on March 26, 2027. Pursuant to such acceleration, 10,571 shares of common stock vested effective as of the last day of the Reporting Person's employment with the Issuer on July 2, 2025, such quantity of shares of common stock vested calculated as the product of (i) 25,000, multiplied by (ii) a fraction, the numerator of which is the number of calendar days that the Reporting Person was employed by the Issuer from March 26, 2024 through July 2, 2025 and the denominator of which is the number of calendar days in the original vesting period of March 26, 2024 through March 26, 2027. The remaining unvested portion of the award, consisting of 14,429 shares of common stock and calculated as the difference between the 25,000 shares of common stock originally awarded to the Reporting Person on March 26, 2024 and the 10,571 shares of common stock from such award that vested on the last day of the Reporting Person's employment with the Issuer on July 2, 2025, were forfeited to the Issuer. |
| /s/ Daniel W. Miller, on behalf of Craig Demarest | 07/07/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||