Sec Form 4 Filing - Hale Partnership Capital Management, LLC @ HG Holdings, Inc. - 2025-04-21

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
Hale Partnership Capital Management, LLC
2. Issuer Name and Ticker or Trading Symbol
HG Holdings, Inc. [ STLY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2115 E. 7TH STREET, STE. 101
3. Date of Earliest Transaction (MM/DD/YY)
04/21/2025
(Street)
CHARLOTTE, NC28204
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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, par value $0.02 per share 04/21/2025 P 847,428 A 1,550,439 ( 2 ) ( 3 ) ( 4 ) I By Hale Partnership Fund, L.P.
Common Stock, par value $0.02 per share 04/21/2025 P 376,689 A 376,689 ( 2 ) ( 3 ) I By Hale ICFG Fund, L.P.
Common Stock, par value $0.02 per share 04/21/2025 P 32,855 A 63,100 ( 2 ) ( 3 ) I By MGEN II - Hale Fund, L.P.
Common Stock, par value $0.02 per share 04/21/2025 P 185,343 A 187,243 ( 2 ) ( 3 ) I By Smith - Hale Fund, L.P.
Common Stock, par value $0.02 per share 04/21/2025 P 84,904 A 87,704 ( 2 ) ( 3 ) I By Dickinson - Hale Fund, L.P.
Common Stock, par value $0.02 per share 97,678 ( 2 ) ( 3 ) I By Clark - Hale Fund, L.P.
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hale Partnership Capital Management, LLC
2115 E. 7TH STREET
STE. 101
CHARLOTTE, NC28204
X
Hale Steven A II
2115 E. 7TH STREET
STE. 101
CHARLOTTE, NC28204
X X Chairman and CEO
Hale Partnership Fund, L.P.
2115 E. 7TH STREET
STE. 101
CHARLOTTE, NC28204
X
Signatures
Hale Partnership Capital Management, LLC; /s/ Steven A. Hale II, Manager 05/09/2025
Signature of Reporting Person Date
/s/ Steven A. Hale II 05/09/2025
Signature of Reporting Person Date
Hale Partnership Fund, L.P.; /s/ Steven A. Hale II, Manager of Hale Partnership Capital Advisors, LLC, General Partner of Hale Partnership Fund, L.P. 05/09/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reporting person acquired the Common Stock in a privately negotiated transaction in exchange for shares of common stock and Class A stock of ACMAT Corporation ("ACMAT") and other assets having an estimated market value of approximately $6,609,938.
( 2 )Hale Partnership Capital Advisors, LLC ("Hale GP"), as the general partner to each of Hale Partnership Fund, L.P., Hale ICFG Fund, L.P., MGEN II - Hale Fund, L.P., Smith - Hale Fund, L.P., Dickinson - Hale Fund, L.P. and Clark - Hale Fund, L.P. (collectively, the "Hale Funds"), Hale Partnership Capital Management, LLC ("Hale Advisor"), as the investment manager to each of the Hale Funds, and Steven A. Hale II ("Mr. Hale"), as a principal of each of Hale GP and Hale Advisor, may be deemed to be beneficial owners of the shares held directly by the Hale Funds. Mr. Hale is the Chairman and Chief Executive Officer and a director of HG Holdings, Inc. (the "Company"). Each of Hale GP, Hale Advisor and Mr. Hale disclaims beneficial ownership of the shares referred to herein, except to the extent of its or his pecuniary interest therein.
( 3 )Does not include (i) 27,777 shares of Common Stock held directly by Mr. Hale or (ii) 1,511,983 shares of Common Stock held in a discretionary separately managed account for which Hale Advisor serves as investment manager.
( 4 )The amount of securities beneficially owned by Hale Partnership Fund, L.P. in the Form 4 filed on December 17, 2021 was incorrectly reported as 703,019 shares of Common Stock. Such Form 4 should have reported 703,011 shares of Common Stock beneficially owned by Hale Partnership Fund, L.P.
( 5 )The reporting person acquired the Common Stock in a privately negotiated transaction in exchange for shares of common stock and Class A stock of ACMAT and other assets having an estimated market value of approximately $2,938,174.
( 6 )The reporting person acquired the Common Stock in a privately negotiated transaction in exchange for shares of Class A stock of ACMAT and other assets having an estimated market value of approximately $256,269.
( 7 )The reporting person acquired the Common Stock in a privately negotiated transaction in exchange for shares of common stock and Class A stock of ACMAT and other assets having an estimated market value of approximately $1,445,675.
( 8 )The reporting person acquired the Common Stock in a privately negotiated transaction in exchange for shares of common stock and Class A stock of ACMAT and other assets having an estimated market value of approximately $662,251.

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