DFAN14A 1 p15-1997dfan14a.htm ETHAN ALLEN INTERIORS INC.

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

Filed by the Registrant ¨

Filed by a Party other than the Registrant þ

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¨ | Preliminary Proxy Statement
¨ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
¨ | Definitive Proxy Statement
¨ | Definitive Additional Materials
þ | Soliciting Material Under Rule 14a-12

Ethan Allen Interiors Inc.

(Name of Registrant as Specified In Its Charter)

Sandell Asset Management Corp.

Castlerigg Master Investments Ltd.

Castlerigg International Limited

Castlerigg International Holdings Limited

Castlerigg Offshore Holdings, Ltd.

Castlerigg Active Investment Fund, Ltd.

Castlerigg Active Investment Intermediate Fund, L.P.

Castlerigg Active Investment Master Fund, Ltd.

Castlerigg Equity Event and Arbitrage Fund

Thomas E. Sandell

Edward Glickman

Kathy Herbert

Richard Mansouri

Annelise Osborne

Ken Pilot

Alex Wolf

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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On September 15, 2015, Sandell Asset Management Corp. (“SAMC”) issued a press release commenting on recent changes to the board of directors (the “Board”) of Ethan Allen Interiors Inc. (the “Company”). A copy of the press release is filed herewith as Exhibit 1.

Also on September 15, 2015, SAMC posted various soliciting materials to www.RedesignEthanAllen.com (the “Website”). Copies of any content posted to the Website that have not previously been filed as soliciting materials are filed herewith as Exhibit 2.