Bylaw Amendment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549     FORM 8-K       CURRENT REPORT   PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934   Date of Report (Date of earliest event reported) July 16, 2025     BASSETT FURNITURE INDUSTRIES, INCORPORATED (Exact name of registrant as specified in its charter)     Virginia   000-00209   54-0135270 (State or other jurisdiction of incorporation or organization)   (Commission File No.)   (I.R.S. Employer Identification No.)   3525 Fairystone Park Highway Bassett , Virginia   24055   (Address of principal executive offices)   (Zip Code)     Registrant ’ s telephone number, including area code ( 276 ) 629-6000   (Former name or former address, if changed since last report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))   Securities registered pursuant to Section 12(b) of the Act:     Title of each class   Trading Symbol   Name of exchange on which registered     Common Stock ($5.00 par value)   BSET   NASDAQ     Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.   Emerging growth company  ☐   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐         Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year   (a) Amendment to Bylaws:   On and effective July 16, 2025, the Board of Directors (the “Board”) of Bassett Furniture Industries, Incorporated (the “Company”) approved an amendment to the Company’s Amended and Restated By-Laws (as amended and restated, the “By-Laws”). The amendment amends a provision in Article III, Section 2 of the Company’s By-laws that had set the number of directors at eight to provide for a range in the number of Directors to serve of no fewer than seven (7) and no more than ten (10). The Board also fixed the number of Directors at nine for the current Board.    The foregoing description of the amendment to the By-Laws does not purport to be complete and is qualified in its entirety by reference to the full text of the By-Laws, a copy of which is attached as Exhibit 3.1 and is incorporated by reference in this Item 5.03.   Item 9.01(d).  Exhibits   Exhibit No.     3.1 By-Laws of Bassett Furniture Industries, Incorporated, amended as of July 16, 2025.     104 Cover Page Interactive Data File (embedded within the Inline XBRL document).   Signatures   Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.   BASSETT FURNITURE INDUSTRIES, INCORPORATED Date: July 22, 2025 By: /s/   J. Michael Daniel J. Michael Daniel Title:       Senior Vice President - Chief Financial Officer