Sec Form 4 Filing - HAVERTY RAWSON JR @ HAVERTY FURNITURE COMPANIES INC - 2019-05-08

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
HAVERTY RAWSON JR
2. Issuer Name and Ticker or Trading Symbol
HAVERTY FURNITURE COMPANIES INC [ HVT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Senior Vice President
(Last) (First) (Middle)
780 JOHNSON FERRY RD., SUITE 800
3. Date of Earliest Transaction (MM/DD/YY)
05/08/2019
(Street)
ATLANTA, GA30342-
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/08/2019 M 755 A $ 0 3,312 D
Common Stock 05/08/2019 M 868 A $ 0 4,180 D
Common Stock 05/08/2019 M 875 A $ 0 5,055 D
Common Stock 05/08/2019 M 750 A $ 0 5,805 D
Common Stock 05/08/2019 F 988 D $ 18.56 4,817 D
Class A Common Stock 82,331 D
Class A Common Stock 1,743 ( 1 ) I By H5, LP
Class A Common Stock 90,140 ( 2 ) I By H5-JRH, LLC
Class A Common Stock 1,743 ( 1 ) I By Pine Hill Associates, LLC
Class A Common Stock 11,228 I Co-ttee Of Tr Fbo Daughter
Class A Common Stock 5,796 I Co-ttee Of Tr Fbo Son
Common Stock 3,486 ( 1 ) I By H5, LP
Common Stock 3,486 ( 1 ) I By Pine Hill Associates, LLC
Common Stock 1,000 I Co-ttee Of Tr Fbo Daughter
Common Stock 1,000 I Co-ttee Of Tr Fbo Son
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
RSUs 2015 ( 3 ) 05/08/2019 M 755 ( 3 ) ( 3 ) Common Stock 755 $ 0 0 D
RSUs 2016 ( 4 ) 05/08/2019 M 868 ( 4 ) ( 4 ) Common Stock 868 $ 0 868 D
RSUs 2017 ( 5 ) 05/08/2019 M 875 ( 5 ) ( 5 ) Common Stock 875 $ 0 1,750 D
RSUs 2018 ( 6 ) 05/08/2019 M 750 ( 6 ) ( 6 ) Common Stock 750 $ 0 2,250 D
PRSUs 2017 ( 7 ) ( 7 ) ( 7 ) Common Stock 3,269 3,269 D
PRSUs 2018 ( 8 ) ( 8 ) ( 8 ) Common Stock 2,781 2,781 D
RSUs 2019 ( 9 ) ( 9 ) ( 9 ) Common Stock 3,400 3,400 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HAVERTY RAWSON JR
780 JOHNSON FERRY RD.
SUITE 800
ATLANTA, GA30342-
X X Senior Vice President
Signatures
Belinda J. Clements, Attorney-in-Fact 05/09/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares are held by H5, LP, a limited partnership ("H5") and are also reported herein by Pine Hill Associates, a limited liability company ("PH"), the partnership's general partner. Mr. Haverty is a co-manager of PH and has sole voting power over these shares. Mr. Haverty disclaims beneficial ownership of shares held by H5 or PH except to the extent of his pecuniary interest therein.
( 2 )H5-JRH, LLC is a limited liability company of which Mr. Haverty is a member.
( 3 )Restricted Stock Units ("RSUs") award granted 1/23/2015 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2016. Each RSU is equivalent to one share of common stock upon vesting.
( 4 )Restricted Stock Units ("RSUs") award granted 1/26/2016 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2017. Each RSU is equivalent to one share of common stock upon vesting.
( 5 )Restricted Stock Units ("RSUs") award granted 1/30/2017 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2018. Each RSU is equivalent to one share of common stock upon vesting.
( 6 )Restricted Stock Units ("RSUs") award granted 1/30/2018 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2019. Each RSU is equivalent to one share of common stock upon vesting.
( 7 )Performance Restricted Stock Units ("PRSUs") award granted 1/30/2017 under the 2014 Long-Term Incentive Plan. Each performance unit represents a contingent right to receive one share of the Company's common stock based on the EBITDA for the year ended December 31, 2017. This amount represents the number of performance units earned for fiscal year 2017, which were certified by the Executive Compensation and Employee Benefits Committee on 1/30/2018. The performance units vest on February 28, 2020.
( 8 )Performance Restricted Stock Units ("PRSUs") award granted 1/30/2018 under the 2014 Long-Term Incentive Plan. Each performance unit represents a contingent right to receive one share of the Company's common stock based on the EBITDA for the year ended December 31, 2018. This amount represents the number of performance units earned for fiscal year 2018, which were certified by the Nominating, Compensation and Governance Committee. The performance units vest on February 28, 2021.
( 9 )Restricted Stock Units ("RSUs") award granted 1/31/2019 under the 2014 Long-Term Incentive Plan. RSUs vest ratably over 4 years, beginning 5/8/2020. Each RSU is equivalent to one share of common stock upon vesting.

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