TANDY LEATHER FACTORY INC

Regulatory Filings • Jun 13, 2025

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:) June 10, 2025

Tandy Leather Factory, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation

1-12368	75-2543540
(Commission File Number)	(IRS Employer Identification Number)

1900 Southeast Loop 820 , Fort Worth , Texas	76140
(Address of Principal Executive Offices)	(Zip Code)

( 817 ) 872-3200
(Registrant’s Telephone Number, Including Area Code)

(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(s)	Name of each exchange on which registered
Common Stock, par value $0.0024	TLF	Nasdaq

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 5.07 Submission of Matters to a Vote of Security Holders.

On June 10, 2025, Tandy Leather Factory, Inc. (the “Company”) held its annual meeting of stockholders. The four proposals considered at the annual meeting were voted on as follows:

Proposal 1 : The election of six directors for the ensuing year. The number of votes cast for and withheld for each nominee for director is set forth below.

NOMINEE:	FOR:	WITHHELD:	BROKER NON VOTES
Vicki Cantrell	4,911,805	821,699	1,144,094
John Gehre	4,910,811	822,693	1,144,094
Jefferson Gramm	4,902,050	831,454	1,144,094
Johan Hedberg	4,911,761	821,743	1,144,094
Diana Saadeh-Jajeh	4,911,761	821,743	1,144,094
John Sullivan	4,911,811	821,693	1,144,094

Proposal 2 : Ratification of the appointment of Whitley Penn as the Company’s independent registered public accounting firm for fiscal year 2025 . The number of votes cast for and against this proposal, as well as the number of abstentions and with respect to this proposal, are set forth below:

FOR	AGAINST	ABSTAIN
6,336,715	375	540,508

Proposal 3 : A dvisory vote regarding executive compensation. The number of votes cast for and against this proposal, as well as the number of abstentions and broker non-votes with respect to this proposal, are set forth below:

FOR	AGAINST	ABSTAIN	BROKER NON VOTES
4,887,870	842,264	3,370	1,144,094

Proposal 4 : Approval of increasing the number of shares authorized under the Company’s 2023 Incentive Stock Plan . The number of votes cast for and against this proposal, as well as the number of abstentions and broker non-votes with respect to this proposal, are set forth below:

FOR	AGAINST	ABSTAIN	BROKER NON VOTES
5,313,466	416,681	3,357	1,144,094

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.

/s/ Johan Hedberg
Johan Hedberg, Chief Executive Officer