Skip to main content

DIXIE GROUP INC

For the period ended Dec 27, 2025. Filed Mar 26, 2026.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 26, 2026

DXYN$0.40+5.4%Stored close · as of Jul 7, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits
Contents

Notes to Consolidated Financial Statements

Table of Contents 36

NOTE 1 -SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company's businesses consist principally of marketing, manufacturing and selling finished carpet, rugs, luxury vinyl flooring and engineered wood flooring in the domestic floorcovering market. Additionally, the Company provides manufacturing support to its carpet businesses through its separate processing operations.

Basis of Presentation

The Consolidated Financial Statements include the accounts of The Dixie Group, Inc. and its wholly-owned subsidiaries (the "Company") and have been prepared in accordance with U.S. GAAP on the going concern basis of accounting, which assumes the Company will continue to operate as a going concern and which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. All intercompany balances and transactions have been eliminated in consolidation.

Unless specifically noted otherwise, footnote disclosures reflect the results of continuing operations only. The results of discontinued operations are presented in Note 20.

Going Concern

The Company's consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the ordinary course of business. Under U.S. GAAP, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. If substantial doubt is raised, management must also assess whether its plans to mitigate those conditions or events will alleviate that substantial doubt.

In performing this assessment, the Company makes significant judgments about its expected liquidity, including projected cash flows from operations, capital expenditure requirements, availability and terms of external financing, compliance with financial covenants in its debt agreements, and other factors that could affect its ability to meet obligations as they become due. These estimates involve assumptions regarding, among other things, future sales volumes and pricing, gross margin performance, timing of collections from customers, payment terms with suppliers, cost‑reduction initiatives, and access to capital markets or other funding sources.

As of December 27, 2025, the Company has $52,706 of outstanding indebtedness under its senior credit facility that is classified as a current liability, unrestricted cash and cash equivalents of $3,204 and unused availability under its senior credit facility of $8,193, subject to a $6,000 minimum excess availability requirement and continued compliance with applicable financial covenants. The Company is required to maintain certain financial ratios and other covenants, which, if not met, could result in an event of default and an acceleration of its outstanding indebtedness. The Company's going concern and liquidity assessment therefore requires significant judgment about its ability to meet these covenants over the next twelve months, including the effectiveness and timing of management’s plans. The Company received waivers or amendments for certain financial covenant violations prior to, as of and subsequent to fiscal year-end. Compliance with future financial covenants will be dependent on operating performance.

At the time of issuance of these financial statements, conditions and events, including recent operating losses, reduced availability under its credit facility, covenant violations and macroeconomic pressures, raised substantial doubt about its ability to continue as a going concern within twelve months after the date the financial statements are issued. Management has developed plans that are intended to improve liquidity and address these conditions, including profit improvement initiatives and seeking additional debt financing. The Company's evaluation of these plans, and its assumptions regarding their execution and timing, requires significant judgment and is subject to inherent uncertainty, therefore management has concluded that these plans do not alleviate the substantial doubt about the Company’s ability to continue as a going concern. The Company’s consolidated financial statements do not include adjustments, if any, that may arise from the outcome of this uncertainty.

If the Company's actual operating results, cash flows, or access to capital differ materially from its estimates, or if the Company is unable to execute its plans as currently contemplated, the Company may be unable to meet its obligations as they become due or maintain compliance with its debt covenants. In that event, the Company could be required to seek additional financing on less favorable terms, further reduce or delay capital expenditures and other spending, dispose of assets, or pursue other strategic alternatives. Changes in the Company's judgments or assumptions regarding going concern and liquidity could have a material effect on its consolidated financial statements and related disclosures.

Table of Contents 37

Variable Interest Entities

The Company determines at the inception of each arrangement whether an entity in which it has made an investment or in which the Company has other variable interests is considered a variable interest entity (“VIE”). The Company consolidates VIEs when it is the primary beneficiary. The Company is the primary beneficiary of a VIE when it has the power to direct activities that most significantly affect the economic performance of the VIE and have the obligation to absorb the majority of their losses or benefits. If the Company is not the primary beneficiary in a VIE, the Company accounts for the investment or other variable interests in a VIE in accordance with applicable GAAP. At each reporting period, the Company assesses whether any changes in our interest or relationship with the entity affect our determination of whether the entity is a VIE and, if so, whether the Company is the primary beneficiary.

The Company entered into an arrangement to pool extrusion machinery whereby the Company and an independent entity, "the Entity", separately purchased machinery to concurrently produce fiber to reduce manufacturing costs. The entity purchases the raw materials, employs the staff and owns and manages the facility and the production of the fiber. The Company receives all fiber produced on its own machines and pays the entity an amount equal to the cost of raw materials and an agreed upon allocation of direct and indirect production and overhead costs of the fiber operations. The Company accounts for all amounts paid to the entity as the cost of raw material inventory.

The Company determined that the entity is a VIE and the Company's arrangement represents a variable interest in the entity. The Company has determined that the governance and operating structures of this VIE do not allow it to direct the activities that would significantly affect the Entity's economic performance. In addition, the Company does not have an obligation to absorb losses of the Entity. Therefore, the Company is not the primary beneficiary, and the results of operations and financial position of this VIE are not included in the Company's consolidated financial statements. The Company believes its maximum exposure of this unconsolidated VIE is the current carrying value of the equipment at the Entity's location. The carrying value and maximum exposure of this unconsolidated VIE was $6,630 as of December 27, 2025, and is included within property, plant and equipment, net on the Company’s consolidated balance sheets. Any additional potential losses cannot be determined.

Nasdaq Delisting Notification or Failure to Satisfy a Continued Listing Rule or Standard

Effective at the opening of business on October 3, 2024, the Company's Common Stock was suspended and delisted from Nasdaq and began trading on the Over-the-Counter Market pink sheets under the stock symbol DXYN. Effective October 4, 2024, the Company was upgraded to the Over-the-Counter OTCQB Market ("the OTCQB") trading under the same symbol DXYN. On February 12, 2025, Nasdaq filed a Form 25 with the SEC notifying the SEC of Nasdaq's determination to remove the Company's securities from listing on Nasdaq. The delisting was effective February 21, 2025.

Use of Estimates in the Preparation of Financial Statements

The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles ("U.S. GAAP") requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates and these differences could be material.

Fiscal Year

The Company ends its fiscal year on the last Saturday of December. All references herein to "2025" and "2024" mean the fiscal years ended December 27, 2025 and December 28, 2024 respectively. Both fiscal year 2025 and fiscal 2024 contained 52 weeks.

Discontinued Operations

The consolidated financial statements separately report discontinued operations and the results of continuing operations (See Note 20).

Cash and Cash Equivalents

Highly liquid investments with original maturities of three months or less when purchased are reported as cash equivalents.

Restricted Cash

Restricted cash represents cash serving as collateral for letters of credit issued for the Company's self-insured workers' compensation program, a lease on one of its facilities and an utility deposit.

Table of Contents 38

Market Risk

The Company sells carpet to floorcovering retailers, the interior design, architectural and specifier communities and supplies carpet yarn and carpet dyeing and finishing services to certain manufacturers. The Company's customers are located principally throughout the United States.

Receivables and Allowance for Expected Credit Losses

The Company grants credit to its customers with defined payment terms, performs ongoing evaluations of the credit worthiness of its customers and generally does not require collateral. Accounts receivable are carried at their outstanding principal amounts, less an anticipated amount for discounts and an allowance for expected credit losses, which management believes is sufficient to cover potential credit losses based on historical experience and periodic evaluation of the financial condition of the Company's customers. The Company's allowance for expected credit losses is computed using a number of factors including past credit loss experience and the aging of amounts due from our customers, in addition to other customer-specific factors. The Company also considers recent trends and developments related to the current macroeconomic environment such as unemployment rates, interest rates and inflation in determining its ending allowance for credit losses for accounts receivable. If the financial condition of the Company's customers were to deteriorate, resulting in a change in their ability to make payments, or if additional changes in macroeconomic factors occur, additional allowances may be required.

Inventories

Inventories are stated at the lower of cost or market. Cost is determined using the last-in, first-out ("LIFO") method, which generally matches current costs of inventory sold with current revenues, for substantially all inventories.

Property, Plant and Equipment

Property, plant and equipment are stated at the lower of cost or impaired value. Provisions for depreciation and amortization of property, plant and equipment have been computed for financial reporting purposes using the straight-line method over the estimated useful lives of the related assets, ranging from 10 to 40 years for buildings and improvements, and 3 to 10 years for machinery and equipment. Costs to repair and maintain the Company's equipment and facilities are expensed as incurred. Such costs typically include expenditures to maintain equipment and facilities in good repair and proper working condition.

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment when circumstances indicate that the carrying value of an asset may not be fully recoverable. When the carrying value of the asset exceeds the value of its estimated undiscounted future cash flows, an impairment charge is recognized equal to the difference between the asset's carrying value and its fair value. Fair value is estimated using discounted cash flows, prices for similar assets or other valuation techniques.

Self-Insured Benefit Programs

The Company records liabilities to reflect an estimate of the ultimate cost of claims related to its self-insured medical and dental benefits and workers' compensation. The amounts of such liabilities are based on an analysis of the Company's historical experience for each type of claim.

Income Taxes

The Company recognizes deferred income tax assets and liabilities for the future tax consequences of the differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. The Company evaluates the recoverability of these future tax benefits by assessing the adequacy of future expected taxable income from all sources. In the event that the Company is not able to realize all or a portion of the deferred tax assets in the future, a valuation allowance is provided. The Company recognizes such amounts through a charge to income in the period in which that determination is made or when tax law changes are enacted. The Company accounts for uncertainty in income tax positions according to FASB guidance relating to uncertain tax positions. The Company recognizes interest and penalties related to uncertain tax positions, if any, in income tax expense.

Treasury Stock

The Company classifies treasury stock as a reduction to Common Stock for the par value of such shares acquired and the difference between the par value and the price paid for each share recorded either entirely to retained earnings or to additional

Table of Contents 39 paid-in-capital for periods in which the Company does not have retained earnings. This presentation reflects the repurchased shares as authorized but unissued as prescribed by state statute.

Revenue Recognition

The Company derives its revenues primarily from the sale of floorcovering products and processing services. Revenues are recognized when control of these products or services is transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products and services. Sales, value add, and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. Shipping and handling fees charged to customers are reported within revenue. When the Company transfers control of its products to the customer prior to the related shipping and handling activities, the Company has adopted a policy of accounting for shipping and handling activities as a fulfillment cost rather than a performance obligation. Incidental items that are immaterial in the context of the contract are recognized as expense. While the Company pays sales commissions to certain personnel, the Company has not capitalized these costs as costs to obtain a contract as the Company has elected to expense costs as incurred when the expected amortization period is one year or less. The Company does not have any significant financing components as payment is received at or shortly after the point of sale. The Company determined revenue recognition through the following steps:

Identification of the contract with a customer

Identification of the performance obligations in the contract

Determination of the transaction price

Allocation of the transaction price to the performance obligations in the contract

Recognition of revenue when, or as, the performance obligation is satisfied

Performance Obligations

For performance obligations related to residential floorcovering products, control transfers at a point in time. To indicate the transfer of control, the Company must have a present right to payment, legal title must have passed to the customer and the customer must have the significant risks and rewards of ownership. The Company’s principal terms of sale are FOB Shipping Point and FOB Destination and the Company transfers control and records revenue for product sales either upon shipment or delivery to the customer, respectively. Revenue is allocated to each performance obligation based on its relative stand-alone selling prices. Stand-alone selling prices are based on observable prices at which the Company separately sells the products or services.

Variable Consideration

The nature of the Company’s business gives rise to variable consideration, including rebates, allowances, and returns that generally decrease the transaction price, which reduces revenue. These variable amounts are generally credited to the customer, based on achieving certain levels of sales activity, product returns, or price concessions.

Variable consideration is estimated at the most likely amount using a portfolio approach that is expected to be earned. Estimated amounts are included in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Estimates of variable consideration are estimated based upon historical experience and known trends.

Advertising Costs

The Company engages in promotional and advertising programs. Expenses relating to these programs are charged to results of operations during the period of the related benefits. These arrangements do not require significant estimates of costs. Costs related to cooperative advertising programs are normally recorded as selling and administrative expenses when the Company can reasonably identify the benefit associated with the program and can reasonably estimate that the fair value of the benefit is equal to or greater than its cost. The amount of advertising and promotion expenses included in selling and administrative expenses was not significant for the years 2025 and 2024.

Warranties

The Company generally provides product warranties related to manufacturing defects and specific performance standards for its products for a period of up totwo years. The Company accrues for estimated future assurance warranty costs in the period in which the sale is recorded. The costs are included in cost of sales in the consolidated statements of operations and the product warranty reserve is included in accrued expenses in the consolidated balance sheets. The Company calculates its accrual using the portfolio approach based upon historical experience and known trends. The Company does not provide an additional service-type warranty (See Note 8).

Table of Contents 40

Cost of Sales

Cost of sales includes all costs related to manufacturing the Company's products, including purchasing and receiving costs, inspection costs, warehousing costs, freight costs, internal transfer costs or other costs of the Company's distribution network.

Selling and Administrative Expenses

Selling and administrative expenses include all costs, not included in cost of sales, related to the sale and marketing of the Company's products and general administration of the Company's business.

Operating Leases

The Company determines if an arrangement is an operating lease or a financing lease at inception. A lease exists if the Company obtains substantially all of the economic benefits of, and has the right to control the use of, an asset for a period of time. Right-of-use assets represent the Company's right to use an underlying asset for the lease term, and lease liabilities represent the Company's obligation to make lease payments arising from the lease agreement. Lease assets and obligations are recognized at the lease commencement date based on the present value of lease payments over the term of the lease. Right-of-use assets may also be adjusted to reflect any prepayments made or any incentive payments received. Generally, the Company's leases do not provide a readily determinable implicit interest rate, therefore, the Company uses its incremental borrowing rate, which is based on information available at the lease commencement date, to determine the present value of lease payments.

The Company has operating leases primarily for real estate and equipment used in manufacturing. Operating lease expense is recognized in continuing operations on a straight-line basis over the lease term within cost of sales and selling and administrative expenses. Financing lease expense is comprised of both interest expense, which is recognized using the effective interest method, and amortization of the right-of-use assets. These expenses are presented consistently with the presentation of other interest expense and amortization or depreciation of similar assets. In determining lease asset values, the Company considers fixed and variable payment terms, prepayments, incentives, and options to extend, terminate or purchase. Renewal, termination, or purchase options affect the lease term used for determining lease asset value only if the option is reasonably certain to be exercised. The Company does not recognize a right-of-use asset and lease liability for leases with a term of twelve months or less.

Stock-Based Compensation

The Company recognizes compensation expense relating to stock-based payments based on the fair value of the equity or liability instrument issued. Restricted stock grants with pro-rata vesting are expensed using the straight-line method. (Terms of the Company's awards are specified in Note 15). The Company accounts for forfeitures when they actually occur.

NOTE 2 -RECENT ACCOUNTING PRONOUNCEMENTS

Adopted Accounting Standards

In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-09, Improvements to Income Tax Disclosures (Topic 740), which establishes new income tax disclosure requirements in addition to modifying and eliminating certain existing requirements. The new guidance requires consistent categorization and greater disaggregation of information in the rate reconciliation, as well as further disaggregation of income taxes paid. This change is effective for annual periods beginning after December 15, 2024. The Company adopted this ASU in 2025 and applied it on a prospective basis to annual financial statements. The Company did not adjust prior periods as permitted. The adoption of this ASU did not have a material impact on its financial statements and related disclosures (See Note 13).

Accounting Standards Yet to Be Adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disclosures about certain categories of expenses (including purchases of inventory, employee compensation, depreciation and intangible asset amortization) that are included in the expense captions presented on the face of the income statement, as well as disclosures about selling expenses. This new guidance is intended to provide investors with more detailed expense information in order to better understand an entity's cost structure and forecast future cash flows. This ASU is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027 on a prospective basis. Early adoption and retrospective application is permitted. The Company is currently evaluating the impact of the new guidance on its financial statements and related disclosures.

Table of Contents 41

NOTE 3 -REVENUE

Disaggregation of Revenue from Contracts with Customers

The following table disaggregates the Company’s revenue by end-user markets:

20252024
Residential floorcovering products$254,234$261,108
Other services3,1953,918
Total net sales$257,429$265,026

Residential floorcovering products. Residential floorcovering products include broadloom carpet, rugs, luxury vinyl flooring andengineered hardwood. These products are sold into the designer, retailer, mass merchant and builder markets.

Other services. Other services include carpet yarn processing and carpet dyeing services.

Contract Balances

Other than receivables that represent an unconditional right to consideration, which are presented separately (See Note 4), the Company does not recognize any contract assets which give conditional rights to receive consideration, as the Company does not incur costs to obtain customer contracts that are recoverable. The Company may receive cash payments from customers in advance of the Company’s performance for limited production run orders resulting in contract liabilities. These contract liabilities are classified in accrued expenses in the consolidated balance sheets based on the timing of when the Company expects to recognize revenue, which is typically less than a year. The net decrease or increase in the contract liabilities is primarily driven by order activity for limited runs requiring deposits offset by the recognition of revenue and the application of deposit on the receivables ledger for such activity during the period. The activity in the advanced deposits for continuing operations are as follows:

20252024
Beginning contract liability$728$966
Revenue recognized from contract liabilities included in the beginning balance(422)(808)
Increases due to cash received, net of amounts recognized in revenue during the period557570
Ending contract liability$863$728

NOTE 4 -RECEIVABLES, NET

Receivables are summarized as follows:

20252024
Customers, trade$21,603$22,195
Other receivables2,0211,584
Gross receivables23,62423,779
Less: allowance for expected credit losses640454
Receivables, net$22,984$23,325

The activity related to the allowance for expected credit losses is as follows:

20252024
Beginning balance$454$440
Expense for expected credit losses274194
Less amounts written-off, net of recoveries(88)(180)
Ending balance$640$454

Table of Contents 42

NOTE 5 -INVENTORIES, NET

Inventories are summarized as follows:

20252024
Raw materials$20,685$22,093
Work-in-process8,65011,587
Finished goods57,27254,631
Supplies and other8894
LIFO reserve(20,325)(21,553)
Inventories, net$66,370$66,852

Reduction of inventory quantities in 2025 and 2024 resulted in liquidations of LIFO inventories carried at prevailing costs established in prior years and decreased cost of sales by $144 and $494 in 2025 and 2024, respectively.

NOTE 6 -PROPERTY, PLANT AND EQUIPMENT, NET

Property, plant and equipment consists of the following:

20252024
Land and improvements$3,434$3,434
Buildings and improvements41,58941,619
Machinery and equipment160,838163,839
Assets under construction202327
206,063209,219
Accumulated depreciation(176,909)(175,472)
Property, plant and equipment, net$29,154$33,747

Depreciation of property, plant and equipment, including amounts for finance leases, totaled $5,160 in 2025 and $6,366 in 2024.

NOTE 7 -ACCRUED EXPENSES

Accrued expenses are summarized as follows:

20252024
Compensation and benefits (1)$5,783$4,418
Provision for customer rebates, claims and allowances5,8846,921
Advanced customer deposits863728
Outstanding checks in excess of cash15470
Other3,4982,520
Accrued expenses$16,043$15,057

(1)Includes a liability related to the Company's self-insured Workers' Compensation program. This program is collateralized by letters of credit in the aggregate amount of $3,008. The Company has other letters of credit outstanding totaling $852.

Table of Contents 43

NOTE 8 -PRODUCT WARRANTY RESERVES

The Company generally provides product warranties related to manufacturing defects and specific performance standards for its products. Product warranty reserves are included in accrued expenses in the Company's consolidated balance sheets. The following is a summary of the Company's product warranty activity for continuing operations:

20252024
Product warranty reserve at beginning of period$598$735
Warranty liabilities accrued663624
Warranty liabilities settled(791)(761)
Product warranty reserve at end of period$470$598

NOTE 9 -LONG-TERM DEBT AND CREDIT ARRANGEMENTS

Long-term debt consists of the following:

20252024
Revolving credit facility - Fifth Third Bank$—$50,000
Revolving credit facility - MidCap Financial IV Trust52,706—
Term loans19,82221,960
Notes payable - other10,88311,163
Finance lease obligations304456
Deferred financing costs, net(1,977)(1,231)
Total debt81,73882,348
Less: current portion of long-term debt56,64253,818
Long-term debt$25,096$28,530

Revolving Credit Facility - Fifth Third Bank

On October 30, 2020, the Company entered into a $75,000 Senior Secured Revolving Credit Facility with Fifth Third Bank National Association as lender. The loan was secured by a first priority security interest on all accounts receivable, cash, and inventory, and provided for borrowing limited by certain percentages of values of the accounts receivable and inventory. The revolving credit facility was due to mature on October 30, 2025; however, on February 25, 2025, the Company refinanced its senior revolving credit facility with MidCap Financial IV Trust and the Company's existing revolving credit facility with Fifth Third was terminated in accordance with its terms. The Company recognized a $66 loss on the extinguishment of the Fifth Third debt which was included in other expense, net in the Company's consolidated statement of operations.

Under the Fifth Third revolving credit facility, at the Company's election, advances of the revolving credit facility bore interest at annual rates equal to either (a) SOFR (plus a 0.10% SOFR adjustment) for 1 or 3 month periods, as defined with a floor of 0.75% or published SOFR, plus an applicable margin ranging between 1.50% and 2.00%, or (b) the higher of the prime rate plus an applicable margin ranging between 0.50% and 1.00%. The applicable margin was determined based on availability under the revolving credit facility with margins increasing as availability decreased. The applicable margin could be increased by 0.50% if the fixed charge coverage ratio was below a 1.10 to 1.00 ratio. The Company paid an unused line fee on the average amount by which the aggregate commitments exceeded utilization of the revolving credit facility equal to 0.25% per annum. The weighted-average interest rate on borrowings outstanding under the revolving credit facility were 7.18% for December 28, 2024.

The agreement was subject to customary terms and conditions and annual administrative fees with pricing varying on excess availability and a fixed charge coverage ratio. The agreement was also subject to certain compliance, affirmative, and financial covenants. The Company was only subject to the financial covenants if borrowing availability was less than 12.5% of the lesser of the total loan availability of $75,000 or total collateral available, and remained until the availability was greater than 12.5% forthirty consecutive days.

Revolving Credit Facility - MidCap Financial IV Trust

On February 25, 2025, the Company entered into a new $75,000 revolving credit agreement with MidCap Financial IV Trust, as agent, and lenders from time-to-time party thereto (collectively, "MidCap"). The credit agreement is secured by a security interest on all accounts receivable, inventory, and other assets other than certain excluded assets, including a deed to secure debt lien on the Company's Calhoun and Chatsworth, Georgia facilities. The Company's borrowing capacity is based on certain

Table of Contents 44 percentages of values/sub-limits of the accounts receivable, inventory, and other assets (including the real properties serving as collateral for the loan). The agreement matures on February 25, 2028.

Advances under the revolving credit facility bear interest at annual rates equal to SOFR (plus a 0.11448% SOFR adjustment) for a 1 month period, as defined with a floor of 1.00% or published SOFR, plus an applicable margin ranging between 3.75% and 4.25%. The applicable margin is determined based on the revolving loan availability percentage under the revolving credit facility with margins increasing as availability decreases. The Company is subject to a minimum excess availability covenant that is based upon a fixed charge coverage ratio which must be above a 1.10 to 1.00 ratio. The Company is subject to a monthly rolling minimum EBITDA requirement if availability is under 20% of the principal amount of the loan. The credit agreement is subject to customary terms and conditions and annual administrative and unused line fees with pricing varying based on excess availability. The weighted-average interest rate on borrowings outstanding under the revolving credit facility was 8.24% for December 27, 2025. As of December 27, 2025, the unused borrowing availability under the MidCap revolving credit agreement was $8,193 which is subject to a $6,000 minimum excess availability requirement. (See Note 22 for information on the Company's amended revolving credit agreement with MidCap.)

The revolving credit facility requires a lockbox arrangement, which provides for all cash receipts to be swept daily to reduce the balance outstanding. This arrangement, combined with the existence of a “subjective acceleration clause” (as defined by U.S. GAAP) in the revolving credit facility, requires the balance on the revolving credit facility to be classified as a current liability. The “subjective acceleration clause” allows the lender to declare an event of default if there is a material adverse change in the Company's business or financial condition. Upon the occurrence of an event of default, the lender may, among other things, declare all obligations payable in full.

Term Loans

Effective October 28, 2020, the Company entered into a $10,000 principal amount USDA Guaranteed term loan with AmeriState Bank as lender. The term of the loan is 25 years and bears interest at a minimum 5.00% rate or 4.00% above 5-year U.S. treasury, to be reset every 5 years at 3.5% above 5-year U.S. treasury. The interest rate reset at 7.11% on October 26, 2025 and will reset every 5 years thereafter. The loan is secured by a first mortgage on the Company’s Atmore, Alabama and Roanoke, Alabama facilities.

Effective October 29, 2020, the Company entered into a $15,000 principal amount USDA Guaranteed term loan with the Greater Nevada Credit Union as lender. The term of the loan is 10 years and bears interest at a minimum 5.00% rate or 4.00% above 5- year U.S. treasury, to be reset after 5 years at 3.5% above 5-year U.S. treasury. The interest rate rest at 7.11% on October 29, 2025. Payments on the loan are interest only over the first three years and principal and interest over the remaining seven years. The loan is secured by a first lien on a substantial portion of the Company’s machinery and equipment and a second lien on the Company’s Atmore and Roanoke facilities.

Debt Covenant Compliance

The Company's agreements for its Revolving Credit Facility and its term loans include certain compliance, affirmative, and financial covenants and, as of the reporting date, the Company is in compliance with or has received waivers or amendments for all such applicable financial covenants.

Notes Payable - Other

On January 14, 2019, the Company, entered into a purchase and sale agreement (the “Purchase and Sale Agreement”) with Saraland Industrial, LLC, an Alabama limited liability company (the “Purchaser”). Pursuant to the terms of the Purchase and Sale Agreement, the Company sold its Saraland facility, and approximately 17.12 acres of surrounding property located in Saraland, Alabama (the “Property”) to the Purchaser for a purchase price of $11,500. Concurrent with the sale of the Property, the Company and the Purchaser entered into atwenty-year lease agreement (the “Lease Agreement”), whereby the Company will lease back the Property at an annual rental rate of $977, subject to annual rent increases of 1.25%. Under the Lease Agreement, the Company has two (2) consecutive options to extend the term of the Lease byten years for each such option. This transaction was recorded as a failed sale and leaseback. The Company recorded a liability for the amounts received, will continue to depreciate the asset, and has imputed an interest rate of 7.07% so that the net carrying amount of the financial liability and remaining assets will be zero at the end of thetwenty-year lease term.

The Company's other financing notes have terms up to 1 year, bear interest ranging from 6.45% to 6.75% and are due in monthly installments through their maturity dates. The Company's other notes do not contain any financial covenants.

Table of Contents 45

Finance Lease Obligations

The Company's financed lease obligations are due in monthly installments through their maturity dates. The Company's finance lease obligations are secured by the specific equipment leased.

Debt Maturities

Maturities of long-term debt for periods following December 27, 2025 are as follows:

Long-TermDebt · Finance Leases (See Note 10) · Total
2026$56,492$150$56,642
20272,9281363,064
20282,976182,994
20293,210—3,210
20302,945—2,945
Thereafter14,860—14,860
Total maturities of long-term debt$83,411$304$83,715
Deferred financing costs, net(1,977)—(1,977)
Total long-term debt$81,434$304$81,738

NOTE 10 -LEASES

Leases as Lessee

Balance sheet information related to right-of-use assets and liabilities is as follows:

Balance Sheet Location20252024
Operating Leases:
Operating lease right-of-use assetsOperating lease right-of-use assets$23,649$25,368
Current portion of operating lease liabilitiesCurrent portion of operating lease liabilities$4,553$3,804
Noncurrent portion of operating lease liabilitiesOperating lease liabilities20,20022,295
Total operating lease liabilities$24,753$26,099
Finance Leases:
Finance lease right-of-use assetsProperty, plant, and equipment, net$381$498
Current portion of finance lease liabilitiesCurrent portion of long-term debt$150$142
Noncurrent portion of finance lease liabilitiesLong-term debt154314
Total financing lease liabilities$304$456

Lease cost recognized in the consolidated financial statements is summarized as follows:

20252024
Operating lease cost$6,311$5,803
Variable lease cost806819
Total lease cost$7,117$6,622
Finance lease cost:
Amortization of lease assets$98$54
Interest on lease liabilities2114
Total finance lease costs$119$68

Table of Contents 46

Other supplemental information related to leases is summarized as follows:

20252024
Weighted average remaining lease term (in years):
Operating leases5.316.35
Finance leases1.982.96
Weighted average discount rate:
Operating leases7.29%6.82%
Finance leases5.62%5.58%
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$6,241$5,789
Operating cash flows from finance leases2114
Financing cash flows from finance leases15270

The following table summarizes the Company's undiscounted future minimum lease payments under non-cancellable contractual obligations for operating and financing lease liabilities as of year end:

Fiscal YearOperating LeasesFinance Leases
2026$6,212$162
20276,381141
20285,82218
20294,987—
20301,991—
Thereafter4,756—
Total future minimum lease payments (undiscounted)30,149321
Less: Present value discount(5,396)(17)
Total lease liability$24,753$304

Leases as Lessor

The Company leases or subleases to third parties certain excess space in its facilities, which are included as fixed assets. The leases are accounted for as operating leases and the lease or sublease income is included in other operating expense, net. The Company recognizes lease income on a straight-line basis as collectability is probable, including any escalation or lease incentives, as applicable, and the Company continues to recognize the underlying asset which is included in property, plant and equipment, net on the Company's consolidated balance sheets. The leases do not have any residual value guarantees. The Company has elected the practical expedient to combine all non-lease components as a combined component. The nature of the Company’s sublease agreements do not provide for variable lease payments or options to purchase.

Lease income and sublease income related to fixed lease payments is recognized in other operating expense, net in the in the consolidated statements of operations because they are not ordinary activities of the Company and is summarized as follows:

20252024
Operating lease income$2,162$1,879

Table of Contents 47

The following table summarizes the Company's undiscounted lease payments to be received under operating leases including amounts to be paid by the Company to the head lessor for the next five years and thereafter as of 2025:

Fiscal YearGross Lease PaymentsPayments to Head LessorNet Lease Payments
2026$2,177$430$1,747
20272,2214381,783
20282,2654471,818
20292,3114561,855
20302,3574651,892
Thereafter9,4751,8087,667
Total$20,806$4,044$16,762

NOTE 11 -FAIR VALUE MEASUREMENTS

Fair value is defined as the exchange value of an asset or a liability in an orderly transaction between market participants. The fair value guidance outlines a valuation framework and establishes a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and disclosures. The hierarchy consists of three levels as follows:

Level 1 - Quoted market prices in active markets for identical assets or liabilities as of the reported date;

Level 2 - Other than quoted market prices in active markets for identical assets or liabilities, quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and other than quoted prices for assets or liabilities and prices that are derived principally from or corroborated by market data by correlation or other means; and

Level 3 - Measurements using management's best estimate of fair value, where the determination of fair value requires significant management judgment or estimation.

The carrying amounts and estimated fair values of the Company's financial instruments are summarized as follows:

20252024
CarryingFairCarryingFair
AmountValueAmountValue
Financial assets:
Cash and cash equivalents$3,204$3,204$19$19
Restricted cash3,8653,865——
Financial liabilities:
Long-term debt, including current portion81,43476,89481,89273,249
Finance leases, including current portion304292456434

The fair values of the Company's long-term debt and finance leases were estimated using market rates the Company believes would be available for similar types of financial instruments and represent level 2 measurements. The fair values of cash and cash equivalents and restricted cash approximate their carrying amounts due to the short-term nature of the financial instruments.

NOTE 12 -EMPLOYEE BENEFIT PLANS

Defined Contribution Plans

The Company sponsors a 401(k) defined contribution plan that covers a significant portion, or approximately 98% of the Company's associates. This plan includes a mandatory Company match on the first 1% of participants' contributions. The Company matches the next 2% of participants' contributions if the Company meets prescribed earnings levels. The plan also provides for additional Company contributions above the 3% level if the Company attains certain additional performance targets. Matching contribution expense for this 401(k) plan was $657 in 2025 and $335 in 2024.

Table of Contents 48

Additionally, the Company sponsors a 401(k) defined contribution plan that covers those associates atone facility who are under a collective-bargaining agreement, or approximately 2% of the Company's associates. Under this plan, the Company generally matches participants' contributions, on a sliding scale, up to a maximum of 2.75% of the participant's earnings. Matching contribution expense for the collective-bargaining 401(k) plan was $5 in 2025 and $5 in 2024.

Non-Qualified Retirement Savings Plan

The Company sponsors a non-qualified retirement savings plan that allows eligible associates to defer a specified percentage oftheir compensation. The obligations for continuing operations owed to participants under this plan were $16,350 at December 27, 2025 and $16,411 at December 28, 2024 and are included in other long-term liabilities in the Company's Consolidated Balance Sheets. The obligations are unsecured general obligations of the Company and the participants have no right, interest or claim in the assets of the Company, except as unsecured general creditors. The Company utilizes a Rabbi Trust to hold, invest and reinvest deferrals and contributions under the plan. Amounts are invested in Company-owned life insurance in the Rabbi Trust and the cash surrender value of the policies for continuing operations was $16,225 at December 27, 2025 and $16,537 at December 28, 2024 and is included in other assets in the Company's Consolidated Balance Sheets.

Multi-Employer Pension Plan

The Company contributes to a multi-employer pension plan under the terms of a collective-bargaining agreement that covers its union-represented employees. These union-represented employees represented approximately 2% of the Company's total employees. The risks of participating in multi-employer plans are different from single-employer plans. If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers. If the Company chooses to stop participating in the multi-employer plan, the Company may be required to pay the plan an amount based on the underfunded status of the plan, referred to as a withdrawal liability.

The Company's participation in the multi-employer pension plan for 2025 is provided in the table below. The "EIN/Pension Plan Number" column provides the Employee Identification Number (EIN) and the three digit plan number. The most recent Pension Protection Act (PPA) zone status available in 2025 and 2024 is for the plan's year-end at 2024 and 2023, respectively. The zone status is based on information that the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded and plans in the green zone are at least 80% funded. The "FIP/RP Status Pending/Implemented" column indicates a plan for which a financial improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented. The last column lists the expiration date of the collective-bargaining agreement to which the plan is subject.

Pension Fund · EIN/Pension Plan Number · Pension Protection Act Zone Status · FIP/RP Status Pending/Implemented (1) · Contributions (2) · Surcharge Imposed (1) · Expiration Date of Collective-Bargaining Agreement
2025 · 2024 · 2025 · 2024 · 2023
The Pension Plan of the National Retirement Fund13-6130178 - 001RedRedImplemented$26$26$23Yes6/6/2026

(1) The collective-bargaining agreement requires the Company to contribute to the plan at the rate of $0.47 per compensated hour for each covered employee. The Company will make additional contributions, as mandated by law, in accordance with the fund's 2010 Rehabilitation Plan which required a surcharge equal to $0.03 per hour (from $0.47 to $0.50) effective June 1, 2014 to May 31, 2015, a surcharge equal to $0.03 per hour (from $0.50 to $0.53) effective June 1, 2015 to May 31, 2016, a surcharge equal to $0.02 per hour (from $0.53 to $0.55) effective June 1, 2016 to May 31, 2017, a surcharge equal to $0.03 per hour (from $0.55 to $0.58) effective June 1, 2017 to May 31, 2018, a surcharge equal to $0.02 per hour (from $0.58 to $0.60) effective June 1, 2018 to May 31, 2019, a surcharge equal to $0.03 per hour (from $0.60 to $0.63) effective June 1, 2019 to May 31, 2020, a surcharge equal to $0.03 per hour (from $0.63 to $0.66) effective June 1, 2020 to May 31, 2021, a surcharge equal to $0.03 per hour (from $0.66 to $0.69) effective June 1, 2021 to May 31, 2022, a surcharge equal to $0.03 per hour (from $0.69 to $0.72) effective June 1, 2022 to May 31, 2023, a surcharge equal to $0.03 per hour (from $0.72 to $0.75) effective June 1, 2023 to May 31, 2024 a surcharge equal to $0.03 per hour (from $0.75 to $0.78) effective June 1, 2024 to May 31, 2025 and a surcharge equal to $0.04 per hour (from $0.78 to $0.82 effective June 1, 2025 to May 31, 2026. Based upon current employment and benefit levels, the Company's contributions to the multi-employer pension plan are expected to be approximately $27 for 2026.

(2) The Company's contributions to the plan do not represent more than 5% of the total contributions to the plan for the most recent plan year available.

Table of Contents 49

Postretirement Plans

The Company sponsors a postretirement benefit plan that provides life insurance to a limited number of associates upon retirement as part of a collective bargaining agreement.

Information about the benefit obligation and funded status of the Company's postretirement benefit plan is summarized as follows:

20252024
Change in benefit obligation:
Benefit obligation at beginning of year$285$324
Service cost11
Interest cost1113
Actuarial gain(20)(52)
Benefits paid(1)(1)
Benefit obligation at end of year276285
Change in plan assets:
Fair value of plan assets at beginning of year——
Employer contributions11
Benefits paid(1)(1)
Fair value of plan assets at end of year——
Unfunded amount$(276)$(285)

The balance sheet classification of the Company's liability for the postretirement benefit plan is included in discontinued operations and is summarized as follows:

20252024
Current liabilities of discontinued operations$21$22
Long-term liabilities of discontinued operations255263
Total liability$276$285

Benefits expected to be paid on behalf of associates for the postretirement benefit plan during the period 2026 through 2035 are summarized as follows:

YearsPostretirementPlan
2026$21
202720
202819
202918
203018
2031-3584

Assumptions used to determine the benefit obligation of the Company's postretirement benefit plan are summarized as follows:

20252024
Weighted-average assumptions as of year-end:
Discount rate (benefit obligation)4.50%4.00%

Table of Contents 50

Components of net periodic benefit cost (credit) for the postretirement plan are summarized as follows:

20252024
Service cost$1$1
Interest cost1113
Recognized net actuarial gains(38)(34)
Net periodic benefit credit$(26)$(20)

Pre-tax amounts included in accumulated other comprehensive income for the Company's postretirement benefit plan at 2025 are summarized as follows:

Postretirement Benefit Plan
Balance at 20252026 Expected Amortization
Unrecognized actuarial gains$369$27
Totals$369$27

NOTE 13 -INCOME TAXES

In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-09, Improvements to Income Tax Disclosures (Topic 740), which establishes new income tax disclosure requirements in addition to modifying and eliminating certain existing requirements. The new guidance requires consistent categorization and greater disaggregation of information in the rate reconciliation, as well as further disaggregation of income taxes paid. This change was effective for annual periods beginning after December 15, 2024. The Company adopted this ASU in 2025 and applied it on a prospective basis to annual financial statements. The Company did not adjust prior periods as permitted.

The provision (benefit) for income taxes on income (loss) from continuing operations consists of the following:

20252024
Current
Federal$1$(51)
State7222
Total current73(29)
Deferred
Federal——
State——
Total deferred——
Income tax provision (benefit)$73$(29)

Table of Contents 51

The reconciliation of the tax provision (benefit) at the U.S. federal statutory rate to income tax expense (benefit) is presented in the following table.

2025 · 2024
U.S. federal statutory tax rate$(1,512)21.00%$(2,570)21.00%
State and local income tax, net of federal income tax effect (1)57(0.79)%17(0.14)%
Tax Credits
Federal tax credits(209)2.90%(220)1.80%
State tax credits——%(22)0.18%
Change in valuation allowance1,630(22.63)%2,573(21.02)%
Nontaxable or nondeductible items
Nondeductible meals and entertainment38(0.53)%38(0.31)%
Executive compensation limitation——%24(0.20)%
Stock-based compensation43(0.59)%125(1.02)%
Changes in unrecognized tax benefits16(0.22)%5(0.04)%
Other items10(0.15)%1(0.01)%
Income tax provision (benefit)$73(1.01)%$(29)0.24%

(1) State taxes in Oregon and Texas comprised the majority (greater than 50%) of the tax effect in this category in 2025.

The Company has a full valuation allowance against its deferred tax assets. The Company intends to maintain this position until there is sufficient evidence to support the reversal of all or some portion of these allowances. The Company also has certain assets with indefinite lives for which the basis is different for book and tax. In accordance with ASC 740-10-30-18, the deferred tax liability related to these intangible assets cannot be used to offset deferred tax assets when determining the amount of the valuation allowance for deferred tax assets which are not more-likely-than-not to be realized. The result is that the Company is in a net deferred tax liability position of $91 at December 27, 2025 and December 28, 2024, which is recorded in other long-term liabilities in the Company's Consolidated Balance Sheets.

Due to its full valuation allowance against its deferred tax balances, the Company is only able to recognize refundable credits and a small amount of federal and state taxes in the tax provision (benefit) for 2025 and 2024.

Significant components of the Company's deferred tax assets and liabilities are as follows:

20252024
Deferred tax assets:
Inventories$1,984$1,916
Retirement benefits580436
State net operating losses3,6243,502
Federal net operating losses6,7836,309
Federal tax credit carryforwards4,9584,778
Allowances for bad debts, claims and discounts1,6131,806
Other9,4598,597
Total deferred tax assets29,00127,344
Valuation allowance(26,841)(24,737)
Net deferred tax assets2,1602,607
Deferred tax liabilities:
Property, plant and equipment2,2512,698
Total deferred tax liabilities2,2512,698
Net deferred tax liability$(91)$(91)

Table of Contents 52

At December 27, 2025, the Company had approximately $32,299 of federal net operating loss carryforwards and approximately $65,185 of state net operating loss carryforwards available from both continuing and discontinued operations. In addition, $4,958 of federal tax credit carryforwards were available to the Company. The federal tax credit carryforwards will expire between 2030 and 2045. The federal net operating loss carryforwards have no expiration date. The state net operating loss carryforwards will expire between 2025 and 2045. A valuation allowance is recorded to reflect the estimated amount of deferred tax assets attributable to continuing operations that are estimated not to be realizable based on the available evidence. At December 27, 2025, the Company is in a net deferred tax liability position of $91 which is included in other long-term liabilities in the Company's Consolidated Balance Sheets.

Beginning in 2022, the Tax Cuts and Jobs Act (the "TCJA") amended Section 174 to eliminate current year deductibility of research and experimentation ("R&E") expenditures and software development costs (collectively, "R&E expenditures") and instead requires taxpayers to charge their R&E expenditures to a capital account amortized over 5 years. With the passage of the One Big Beautiful Bill Act signed into law on July 4, 2025, taxpayers have the option to deduct previously capitalized domestic research costs in the first tax year after December 31, 2024 or take the deduction over the first two tax years beginning after December 31, 2024. Total unamortized cost at December 28, 2024 were $9,085. The Company has tentatively chosen to deduct the expenses over two years starting in 2025.

Tax Uncertainties

The Company accounts for uncertainty in income tax positions according to FASB guidance relating to uncertain tax positions. Unrecognized tax benefits, if recognized, would affect the Company's effective tax rate. There wereno significant interest or penalties accrued as of December 27, 2025 or December 28, 2024.

The following is a summary of the change in the Company's unrecognized tax benefits:

20252024
Balance at beginning of year$560$555
Additions based on tax positions taken during a current period165
Balance at end of year$576$560

The Company and its subsidiaries are subject to United States federal income taxes, as well as income taxes in a number of state jurisdictions. The tax years subsequent to 2021 remain open to examination for U.S. federal income taxes. The majority of state jurisdictions remain open for tax years subsequent to 2021. A few state jurisdictions remain open to examination for tax years subsequent to 2020.

NOTE 14 -COMMON STOCK AND EARNINGS (LOSS) PER SHARE

Common & Preferred Stock

The Company's charter authorizes 80,000,000 shares of Common Stock with a $3 par value per share and 16,000,000 shares of Class B Common Stock with a $3 par value per share. Holders of Class B Common Stock have the right totwenty votes per share on matters that are submitted to Shareholders for approval and to dividends in an amount not greater than dividends declared and paid on Common Stock. Class B Common Stock is restricted as to transferability and may be converted into Common Stock on aone share for one share basis. The Company's charter also authorizes 200,000,000 shares of Class C Common Stock, $3 par value per share, and 16,000,000 shares of Preferred Stock. No shares of Class C Common Stock or Preferred Stock have been issued.

Repurchases of Common Stock

On May 1, 2024, the Company's Board of Directors approved the repurchase of up to $2,800 of the Company's Common Stock. The repurchases were made pursuant to that authorization, and under a plan restructured to mee the requirements of Rule 10b-5-1 of the Securities and Exchange Act ("Plan"). The Company repurchased 676,071 shares under the Plan at a cost of $549 in 2024. The Plan was terminated on August 22, 2024. In addition, during fiscal 2025 and 2024,63,192 and 56,817 shares were withheld from employees in lieu of cash payments for withholding taxes due for a total amount of $27 and $35, respectively, pursuant to the terms of the applicable incentive plans.

Table of Contents 53

Earnings (Loss) Per Share

The Company's unvested stock awards that contain non-forfeitable rights to dividends or dividend equivalents, whether paid or unpaid, are considered participating securities and are included in the computation of earnings per share. The Company calculates basic and diluted earnings per common share using the two-class method. The accounting guidance requires disclosure of EPS for common stock and unvested share-based payment awards, separately disclosing distributed and undistributed earnings. Undistributed earnings represent earnings that were available for distribution but were not distributed. Common stock and unvested share-based payment awards earn dividends equally. All earnings were undistributed in all periods presented.

The following table sets forth the computation of basic and diluted earnings (loss) per share from continuing operations:

20252024
Basic earnings (loss) per share:
Loss from continuing operations$(7,275)$(12,210)
Less: Allocation of earnings to participating securities——
Loss from continuing operations available to common shareholders - basic$(7,275)$(12,210)
Basic weighted-average shares outstanding (1)14,48114,639
Basic earnings (loss) per share - continuing operations$(0.50)$(0.83)
Diluted earnings (loss) per share:
Loss from continuing operations available to common shareholders - basic$(7,275)$(12,210)
Add: Undistributed earnings reallocated to unvested shareholders——
Loss from continuing operations available to common shareholders - basic$(7,275)$(12,210)
Basic weighted-average shares outstanding (1)14,48114,639
Effect of dilutive securities:
Stock options (2)——
Directors' stock performance units (2)——
Diluted weighted-average shares outstanding (1)(2)14,48114,639
Diluted earnings (loss) per share - continuing operations$(0.50)$(0.83)

(1)Includes Common and Class B Common shares, excluding 637 and 880 unvested participating securities, in thousands, for 2025 and 2024, respectively.

(2)Shares issuable under stock option plans where the exercise price is greater than the average market price of the Company's Common Stock during the relevant period and directors' stock performance units have been excluded to the extent they are anti-dilutive. Aggregate shares, in thousands, excluded were 408 in 2025 and 474 in 2024.

NOTE 15 -STOCK PLANS AND STOCK COMPENSATION EXPENSE

The Company recognizes compensation expense relating to share-based payments based on the fair value of the equity instrument issued and records such expense in selling and administrative expenses in the Company's Consolidated Statements of Operations. The Company's stock compensation expense was $240 in 2025 and $494 in 2024.

Omnibus Equity Incentive Plan

On May 4, 2022, the Company's shareholders' approved and adopted the Company's Omnibus Equity Incentive Plan (the "Omnibus Equity Incentive Plan" or the "2022 Plan") which provides for the issuance of a maximum of 1,300,000 shares of Common Stock and/or Class B Common Stock for the grant of options, and/or other stock-based or stock-denominated awards to employees, officers, directors and agents of the Company and its participating subsidiaries. There are 490,238 shares remaining under the 2022 Plan.

2016 Incentive Compensation Plan

On May 3, 2016, the Company's shareholders' approved and adopted the Company's 2016 Incentive Compensation Plan (the "2016 Incentive Compensation Plan") which provided for the issuance of a maximum of 800,000 shares of Common Stock and/or Class B Common Stock for the grant of options, and/or other stock-based or stock-denominated awards to employees, officers, directors, and agents of the Company and its participating subsidiaries. The 2016 Incentive Compensation Plan and the

Table of Contents 54 allocation of shares thereunder superseded and replaced The Dixie Group, Inc. Stock Awards Plan, as amended (the "2006 Plan") and the allocation of shares thereunder. Awards previously granted under the 2006 Plan continue to be governed by the terms of that plan and are not affected by its termination. On May 6, 2020, the board approved an amendment of the Company's 2016 Incentive Compensation Plan to increase the original number of shares by an additional 500,000. There are 258,517 shares remaining under the 2016 Incentive Plan due to forfeiture or cancellation of unvested awards outstanding under that plan.

Restricted Stock Awards

Pursuant to the Company's Omnibus Equity Incentive Plan, the Company's practice has been to adopt an annual incentive plan which provides for the grant of restricted stock awards denominated as Long-Term Incentive Stock Awards and Career Share awards. Under the plan adopted for 2023, each executive officer has the opportunity to earn a Primary Long-Term Incentive Award of restricted stock and separately receive an award of restricted stock denominated as “Career Shares.” The number of shares issued, if any, is based on the market price of the Company’s Common Stock at the time of grant of the award, subject to a $5.00 per share minimum value. Primary Long-Term Incentive Awards vest over three years. For participants over age 60, Career Shares awards fully vest when the participant becomes (i) qualified to retire from the Company and (ii) has retained such sharestwo years following the grant date. For the participants under age 60, Career Shares vest ratably over five years beginning on the participant's 61st birthday.

Restricted stock activity for the two years ended are summarized as follows:

Number of SharesWeighted-Average Grant-Date Fair Value
Outstanding at December 30, 2023706,275$3.07
Granted443,5370.60
Vested(237,557)2.41
Forfeited(31,812)1.92
Outstanding at December 28, 2024880,443$2.05
Granted32,0000.69
Vested(229,550)1.37
Forfeited(45,580)1.78
Outstanding at December 27, 2025637,313$2.25

As of December 27, 2025, unrecognized compensation cost related to unvested restricted stock was $598. That cost is expected to be recognized over a weighted-average period of 6.3 years. The total fair value of shares vested was approximately $107 and $147 during 2025 and 2024, respectively.

Stock Performance Units

Prior to 2021, the Company's non-employee directors received an annual retainer of $18 in cash and $18 in value of Stock Performance Units (subject to a $5.00 minimum per unit). If market value at the date of the grants was above $5.00 per share; there was no reduction in the number of units issued. However, if the market value at the date of the grants was below $5.00, units would be reduced to reflect the $5.00 per share minimum. Upon retirement, the Company will issue the number of shares of Common Stock equivalent to the number of Stock Performance Units held by non-employee directors at that time. As of December 27, 2025, there were 92,819 Stock Performance Units were outstanding under this plan. As of December 27, 2025, there was no unrecognized compensation cost related to Stock Performance Units.

Stock Options

Options granted under the Company's Omnibus Equity Incentive Plan were exercisable for periods determined at the time the awards are granted. Effective 2009, the Company established a $5.00 minimum price for calculating the number of options to be granted.

Table of Contents 55

Option activity for the two years ended is summarized as follows:

Number of SharesWeighted-Average Exercise PriceWeighted-Average Remaining Contractual Life (in years)Weighted-Average Fair Value of Options Granted During the Year
Outstanding at December 30, 2023419,000$1.004.40$—
Granted————
Expired(38,000)1.00——
Outstanding at December 28, 2024381,0001.003.40—
Granted————
Forfeited(66,000)1.00——
Outstanding at December 27, 2025315,000$1.002.40$—
Options exercisable at December 27, 2025—$——$—

At December 27, 2025, there wasno intrinsic value of outstanding stock options andno intrinsic value of exercisable stock options. At December 27, 2025, there wasno unrecognized compensation expense related to unvested stock options.

NOTE 16 -ACCUMULATED OTHER COMPREHENSIVE INCOME

Components of accumulated other comprehensive income, net of tax, are as follows:

Post-Retirement LiabilitiesTotal
Balance at December 30, 2023$268$268
Unrecognized net actuarial gain on postretirement benefit plans, net of tax of $05252
Reclassification of net actuarial gain into earnings from postretirement benefit plans, net of tax of $0(34)(34)
Balance at December 28, 2024$286$286
Unrecognized net actuarial gain on postretirement benefit plans, net of tax of $02020
Reclassification of net actuarial gain into earnings from postretirement benefit plans, net of tax of $0(38)(38)
Balance at December 27, 2025$268$268

NOTE 17 -COMMITMENTS AND CONTINGENCIES

Commitments

The Company had purchase commitments of $48 at December 27, 2025, primarily related to computer software. The Company enters into fixed-price contracts with suppliers to purchase natural gas to support certain manufacturing processes. The Company had contract purchases of $717 in 2025 and $743 in 2024. At December 27, 2025, the Company has commitments to purchase natural gas of $179 for 2026.

Contingencies

The Company assesses its exposure related to legal matters, including those pertaining to product liability, safety and health matters and other items that arise in the regular course of its business. If the Company determines that it is probable a loss has been incurred, the amount of the loss, or an amount within the range of loss, that can be reasonably estimated will be recorded. There are no pending or threatened legal matters for which a reasonably estimated range of losses can be determined except as described below, and accordingly, the Company has not identified any such legal matters that could have a material adverse effect on its consolidated results of operations, financial position or cash flows.

Table of Contents 56

As previously disclosed, the Company is currently defending five lawsuits based generally on alleged damages related to historical use of certain products alleged to have contained PFAS chemicals in its manufacturing processes. During the fourth quarter, the Company engaged in settlement discussions with the plaintiffs infour of these pending claims. These pending matters are those styled: Moss Land Company, LLC, et al. v. City of Calhoun, et al., in the Superior Court of Gordon County, Georgia, Case No. 24CV73929; The City of Calhoun, Georgia v. Daikin America, Inc., et al., in the Superior County of Gordon County, Georgia, Case No. 24CV73929; William Hartwell Brooks v. City of Calhoun, Georgia, et al., in the Superior Court of Gordon County, Georgia, Case No. 24CV74289; and James Haley Stephens v. 3M Company, et al., in the Superior Court of Gordon County, Georgia, Case No. 25CV75072. . As a result of those discussions, the Company has reached a memorandum of understanding to settle the Moss claims subject to certain conditions and negotiation of a final settlement agreement with the plaintiffs and have settled all claims with respect to The City of Calhoun in such matters. Accordingly, the Company has estimated and recorded a liability for such anticipated settlement amounts and payments. That amount is deemed to be immaterial due to the anticipated terms of the settlement agreements. No final settlement agreement has been entered into with respect to the Brooksand Stephens matters and discussions concerning the terms of those final settlement agreements are ongoing.

Additionally, the Company has obtained an agreement in principle from the Plaintiffs in the pending Chatsworth matter styled, The City of Chatsworth, Georgia v. 3M Company, et al., in the Superior Court of Murray County, Georgia, Case No. 25-C10245 to dismiss without prejudice that lawsuit and the claims against us asserted therein.

Environmental Remediation

The Company accrues for losses associated with environmental remediation obligations when such losses are probable and estimable. Remediation obligations are accrued based on the latest available information and are recorded at undiscounted amounts. The Company regularly monitors the progress of environmental remediation. If studies indicate that the cost of remediation has changed from the previous estimate, an adjustment to the liability would be recorded in the period in which such determination is made. (See Note 20).

NOTE 18 -OTHER (INCOME) EXPENSE, NET

Other operating expense, net is summarized as follows:

20252024
Other operating expense, net:
Lease income$(2,162)$(1,879)
Lease expense2,1121,992
Insurance proceeds—(161)
Net gain on property, plant and equipment disposals(95)(24)
Loss on currency exchanges168136
Retirement expenses45148
Miscellaneous (income) expense1,141(12)
Other operating expense, net$1,209$200

Beginning in fiscal 2024, the Company began to allocate direct expenses associated with the leases to lease expense in other operating expense, net. Miscellaneous (income) expense includes estimated losses related to certain pending litigation matters.

Other (income) expense, net is summarized as follows:

20252024
Other (income) expense, net:
Loss on extinguishment of debt$66$—
Miscellaneous income(55)(7)
Other (income) expense, net$11$(7)

Table of Contents 57

NOTE 19 -FACILITY CONSOLIDATION AND SEVERANCE EXPENSES, NET

2022 Consolidation of East Coast Manufacturing Plan

During 2022, the Company implemented a plan to consolidate its East Coast manufacturing in order to reduce its manufacturing costs. Under this plan, the Company will consolidate its East Coast tufting operations into one plant in North Georgia and relocate the distribution of luxury vinyl flooring from its Saraland, Alabama facility to its Atmore, Alabama facility. Costs for the plan will include machinery and equipment relocation, inventory relocation, staff reductions and unabsorbed fixed costs during conversion of the Atmore facility. Costs related to the facility consolidation plan is summarized as follows:

Accrued Balance at December 28, 20242025 Expenses (1)2025 Cash PaymentsAccrued Balance at December 27, 2025Total Costs Incurred to DateTotal Expected Costs
Consolidation of East Coast Manufacturing Plan$—$349$349$—$8,482$8,685
Asset Impairments/Non-cash items$—$200$—$—$2,826$3,300
Accrued Balance at December 30, 2023 · 2024 Expenses (1) · 2024 Cash Payments · Accrued Balance at December 28, 2024
Consolidation of East Coast Manufacturing Plan$36$418$454$—
Asset Impairments/Non-cash items$—$909$—$—

(1)Costs incurred under these plans are classified as "facility consolidation and severance expenses, net" in the Company's Consolidated Statements of Operations.

NOTE 20 -DISCONTINUED OPERATIONS

The Company has either sold or discontinued certain operations that are accounted for as "Discontinued Operations" under applicable accounting guidance. Discontinued operations are summarized as follows:

20252024
Workers' compensation costs from former textile operations$(69)$(94)
Environmental remediation costs from former textile operations5—
Commercial business operations(276)(696)
Loss from discontinued operations, before taxes$(340)$(790)
Income tax benefit——
Loss from discontinued operations, net of tax$(340)$(790)

Workers' compensation costs from former textile operations

Undiscounted reserves are maintained for the self-insured workers' compensation obligations related to the Company's former textile operations. These reserves are administered by a third-party workers' compensation service provider under the supervision of Company personnel. Such reserves are reassessed on a quarterly basis. Pre-tax cost incurred for workers' compensation as a component of discontinued operations primarily represents a change in estimate for each period from unanticipated medical costs associated with the Company's obligations.

Environmental remediation costs from former textile operations

Reserves for environmental remediation obligations are established on an undiscounted basis. The Company has an accrual for environmental remediation obligations related to discontinued operations of $2,120 as of December 27, 2025 and $2,174 as of December 28, 2024. The liability established represents the Company's best estimate of possible loss and is the reasonable amount to which there is any meaningful degree of certainty given the periods of estimated remediation and the dollars applicable to such remediation for those periods. The actual timeline to remediate, and thus, the ultimate cost to complete such remediation through these remediation efforts, may differ significantly from the Company's estimates. Pre-tax cost for

Table of Contents 58 environmental remediation obligations classified asdiscontinued operations were primarily a result of specific events requiring action and additional expense in each period.

Commercial business operations

In accordance with the Asset Purchase Agreement dated September 13, 2021, the Company sold assets that include certain inventory, certain items of machinery and equipment used exclusively in the Commercial Business, and related intellectual property. Additionally, the Company agreed not to compete with the specified commercial business and the Atlas|Masland markets for a period offive years following September 13, 2021. The agreement allowed for the Company to sell the commercial inventory retained by the company after the divestiture.

The Company reclassified the following assets and liabilities for discontinued operations in the accompanying Consolidated Balance Sheets:

20252024
Long Term Assets of Discontinued Operations:
Other assets$1,053$1,064
Long Term Assets Held for Discontinued Operations$1,053$1,064
Current Liabilities of Discontinued Operations:
Accounts payable$120$121
Accrued expenses9531,035
Current Liabilities Held for Discontinued Operations$1,073$1,156
Long Term Liabilities of Discontinued Operations:
Other long term liabilities$3,321$3,398
Long Term Liabilities Held for Discontinued Operations$3,321$3,398

For the twelve months ended December 27, 2025 and December 28, 2024, the Company reclassified the following operations of the Commercial business included in discontinued operations in the accompanying Consolidated Statements of Operations:

20252024
Net sales$—$—
Cost of sales276554
Gross profit (loss)(276)(554)
Selling and administrative expenses—(34)
Other operating expense, net—176
Loss from discontinued Commercial business before taxes$(276)$(696)

NOTE 21 -SEGMENT REPORTING

Based on applicable accounting standards, the Company has determined that it hasone reportable segment, Floorcovering. The Floorcovering segment derives revenues from customers through the sale of residential floorcovering products which include broadloom carpet, rugs, luxury vinyl flooring andengineered hardwood. These products are sold into the designer, retailer, mass merchant and builder markets. The Company derives revenues primarily in the United States and Canada and manages the business activities on a consolidated basis. No customer accounted for more than 10% of net sales in 2025 or 2024, nor did the Company make a significant amount of sales to foreign countries outside of Canada during 2025 or 2024.

The accounting policies of the Floorcovering segment are the same as those described in the summary of significant accounting policies. The chief operating decision maker ("CODM"), which is the Company's Chief Executive Officer, assesses performance of the Floorcovering segment and decides how to allocate resources based on segment operating income (loss). The CODM uses segment operating income (loss) to monitor budget versus actual results and is used in assessing the performance of the segment. The measure of segment assets is reported on the balance sheet as total assets.

Table of Contents 59

The following table outlines information about the reported segment including net sales, significant segment expenses, and segment operating income (loss) for fiscal years 2025 and 2024.

Floorcovering
20252024
Net sales$257,429$265,026
Less: significant segment expenses (1)
Cost of sales187,880199,515
Selling expenses46,93550,508
Administrative expenses20,73819,342
Segment operating income (loss)1,876(4,339)
Reconciliation of segment operating income (loss) to operating income (loss)
Other operating expense, net1,209200
Facility consolidation and severance expenses, net5491,327
Operating income (loss)$118$(5,866)

(1)Significant segment expense categories and amounts align with information that is regularly provided to the CODM, included in the measure of segment profit, and considered to be significant. Amounts include the allocation of corporate overhead.

Geographical Disclosures

20252024
Geographic net sales:
United States$254,636$261,729
Canada2,1962,438
Other597859
Total$257,429$265,026
Long-lived assets: (1)
United States$52,803$59,115
Other——
Total$52,803$59,115

(1) Long-lived assets are comprised of property, plant and equipment - net and operating lease right-of-use assets.

NOTE 22 -SUBSEQUENT EVENT

On March 12, 2026, the Company granted 247,458 shares of restricted stock to certain key employees of the Company. The grant-date fair value of the awards was $105, or $0.425 per share, and will be recognized as stock compensation expense over a weighted-average period of 5.7 years from the date the awards were granted. Each award is subject to a continued service condition. The fair value of each share of restricted stock awarded was equal to the market value of a share of the Company's Common Stock on the grant date.

On March 24, 2026, the Company entered into its First Amendment to its Senior Secured Revolving Credit Facility (the “Amendment”). The Amendment, among other things, amends the Defined Periods for a certain financial covenant and amends availability requirements and provides for the payment of an amendment fee.

Table of Contents 60

Under the Amendment, the lenders amended the springing minimum trailing twelve-month EBITDA covenant such that the covenant will not be tested for the Defined Periods ending August 30, 2025, November 1, 2025, November 29, 2025, December 27, 2025, January 31, 2026 and February 28, 2026. Accordingly, during these Defined Periods, the springing EBITDA test is not applicable. The Amendment does not otherwise change the minimum trailing twelve‑fiscal‑month EBITDA requirement of $8,969 for each Defined Period ending after February 28, 2026.

The Amendment also adds a new minimum Availability requirement that applies at all times, including when the Company is not in a “Minimum Excess Availability Period.” Prior to the real estate financing trigger date (as defined in the Credit Agreement), the Company is required to maintain Availability of at least $3,000. On and after the real estate financing trigger date, the Company is required to maintain Availability of at least 6.25% of the revolving commitment.

During any Minimum Excess Availability Period (as defined in the Credit Agreement), the existing higher Availability thresholds continue to apply and are unchanged by the Amendment. In such periods, the Company must maintain Availability of at least the greater of (i) $6,000 and (ii)12.5% of the revolving commitment.

In addition, the Amendment increases the minimum Fixed Charge Coverage Ratio that applies in connection with the Availability‑based covenant regime from 1.10 to 1.00 to 1.25 to 1.00, effective as of the Amendment date.

Management has evaluated the Amendment and concluded that it does not change the classification of the Company’s borrowings under the Credit Agreement as of December 27, 2025.

Table of Contents 61

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.