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Actionable news in ETH: ETHAN ALLEN INTERIORS INC,

Additional definitive proxy soliciting materials filed by non-management and Rule 14(a)(12) material

STYLE="font: 10pt Times New Roman, Times, Serif">

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

Check the appropriate box:

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)

Payment of Filing Fee (check the appropriate box):

ISS RECOMMENDS Ethan allen SHAREHOLDERS VOTE TO ELECT SANDELL NOMINEES

Leading Proxy Voting Advisory Firm Recommends Company Shareholders Vote on the GOLD Proxy Card to Elect Sandell Nominees Glickman, Mansouri and Pilot

ISS Supports Need for Change at Ethan Allen; Noted Advisory Firm ProxyMosaic also Recommends Shareholders Vote on the GOLD Proxy Card, for All Sandell Nominees

New York (November 16, 2015) – Sandell Asset Management Corp. (“Sandell”), a large shareholder of Ethan Allen Interiors Inc. (“Ethan Allen” or the “Company”) (NYSE: ETH), today announced that Institutional Shareholder Services (ISS), the leading independent proxy voting advisory firm, has recommended that Ethan Allen shareholders vote on the GOLD proxy card to elect the following nominees: Edward Glickman, Richard Mansouri and Ken Pilot.

To follow the ISS recommendation, Ethan Allen shareholders “DO NOT VOTE” on the Company’s white proxy card.

In reaching its conclusion, ISS acknowledged the reactive and poorly-designed governance policies and lack of accountability demonstrated by the Ethan Allen Board. ISS performed a detailed analysis of both sides’ positions and carefully considered, among other things, the Company’s total shareholder return, operating performance and financial performance, as well as the experience and qualifications of Sandell’s nominees. ISS concluded that shareholders should vote on the GOLD proxy card , saying:

Dissident nominee Ken Pilot’s industry experience, as well as his familiarity with Restoration Hardware’s revitalization, make him a credible nominee to help drive a similar revitalization at Ethan Allen…The company’s performance...


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