SCHEDULE: 22NW Amends Culp Stake, Jones Exits Reporting Group
Beneficial Ownership Amendment
22NW Fund and associated entities filed an amended Schedule 13D for Culp Inc., updating beneficial ownership and noting Alexander B. Jones' departure from the reporting group.
Summary
- 22NW Fund, LP and its affiliates, including Aron R. English, collectively beneficially own approximately 14.7% of Culp Inc.'s common stock.
- Alexander B. Jones ceased to be an employee of 22NW on December 10, 2025, and is no longer part of the Section 13(d) reporting group.
- The aggregate beneficial ownership for the remaining reporting persons is 1,860,511 shares, representing 14.7% of the 12,662,784 shares outstanding as of December 10, 2025.
- 22NW Fund purchased 1,859,061 shares for approximately $13,533,076 using working capital.
- Aron R. English directly owns 1,450 shares purchased for approximately $10,150.
- Bryson Hirai-Hadley directly owns 799 shares purchased for approximately $7,994.
- Alexander B. Jones held 9,722 shares, with 9,197 acquired from RSU vesting and 525 purchased with personal funds.
- No transactions in Culp Inc. securities by the reporting persons occurred in the past 60 days.
- A Joint Filing Agreement was executed on December 12, 2025, by the remaining reporting persons.
Sentiment
Score: 5
Explanation: The filing is neutral, primarily administrative, detailing changes in a reporting group's composition and beneficial ownership without indicating any specific positive or negative implications for the issuer's performance or outlook.
Positives
- NA
Negatives
- NA
Risks
- NA
Future Outlook
The filing does not provide specific forward-looking statements or guidance regarding Culp Inc.'s operations or financial performance, focusing instead on beneficial ownership changes.
Management Comments
- The filing primarily consists of factual disclosures regarding ownership and group composition, and does not contain notable quotes or paraphrased statements from company management of Culp Inc. or the reporting persons regarding future strategy or performance.
Industry Context
This Schedule 13D/A filing primarily concerns changes in beneficial ownership by an institutional investor group and the departure of a member. It does not provide information to analyze broader industry trends or competitive positioning for Culp Inc.
Comparison to Industry Standards
- NA
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Employee of 22NW and Member of 13(d) Group | Alexander B. Jones | NA | 2025-12-10 | Ceased to serve as an employee of 22NW. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Joint Filing Agreement | The remaining Reporting Persons entered into a Joint Filing Agreement for future Schedule 13D filings. | 2025-12-12 | Formalizes the agreement among the remaining reporting persons to jointly file Schedule 13D statements, ensuring continued compliance with SEC regulations regarding beneficial ownership disclosure. |
Legal Proceedings
- NA
Related Party Transactions
- NA
Stakeholder Impact
- Shareholders: The filing clarifies the composition of a significant shareholder group and its beneficial ownership percentage, providing transparency.
- Employees (of 22NW): Alexander B. Jones' departure from 22NW is noted.
Next Steps
- The remaining Reporting Persons will continue filing statements on Schedule 13D with respect to their beneficial ownership of securities of Culp Inc. as required by applicable law.
- Alexander B. Jones' 13,064 RSUs will vest into shares on the earlier of the one-year anniversary of the September 25, 2025 grant date or the next annual meeting of shareholders (at least 50 weeks after the prior annual meeting).
Key Dates
| Date | Description |
|---|---|
| 2025-09-25 | Alexander B. Jones was awarded 13,064 Restricted Stock Units (RSUs) in connection with his service as a director of Culp Inc. |
| 2025-12-10 | Alexander B. Jones ceased to serve as an employee of 22NW and is no longer a member of the Section 13(d) group. |
| 2025-12-10 | The aggregate percentage of shares reported owned by each person is based on 12,662,784 shares outstanding as of this date. |
| 2025-12-12 | Culp Inc.'s Quarterly Report on Form 10-Q was filed, reporting 12,662,784 shares outstanding. |
| 2025-12-12 | The remaining Reporting Persons entered into a Joint Filing Agreement. |
Keywords
Culp Inc., CULP, Schedule 13D, Beneficial Ownership, 22NW Fund, Aron R. English, Institutional Investor, Shareholder Activism, SEC Filing
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