Exhibit 1.01
LA-Z-BOY INCORPORATED
CONFLICT MINERALS REPORT
FOR THE YEAR ENDED DECEMBER 31, 2025
This Conflict Minerals Report (“Report”) of La-Z-Boy Incorporated (“La-Z-Boy,” “we,” “us” or “our”) has been prepared pursuant to Rule 13p-1 and Form SD under the Securities Exchange Act of 1934, as amended (“Rule”) for the reporting period January 1, 2025 to December 31, 2025. The Rule was adopted by the Securities and Exchange Commission (“SEC”) to implement reporting and disclosure requirements related to “conflict minerals” as directed by the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (“Dodd-Frank Act”). Conflict minerals are defined by the SEC as columbite-tantalite (coltan), cassiterite, gold, wolframite, including their derivatives, which are limited to tantalum, tin, and tungsten (“3TG”).
The Rule imposes certain reporting obligations on SEC registrants whose products contain conflict minerals that are necessary to the functionality or production of their products. For products which contain necessary conflict minerals, the registrant must conduct in good faith a reasonable country of origin inquiry designed to determine whether any of the conflict minerals originated in the Democratic Republic of the Congo (“DRC”) or an “adjoining country” (as defined in Section 1502 of the Dodd-Frank Act), collectively defined as the “Covered Countries.”
1.0 Company Overview and Products
The information provided in this Report includes the activities of all majority-owned subsidiaries that are required to be consolidated in La-Z-Boy’s financial results. It does not include the activities of any entities that are not required to be consolidated in La-Z-Boy’s financial results, except to the extent that those entities supply products to La-Z-Boy that may contain any of the conflict minerals.
La-Z-Boy manufactures, markets, imports, exports, distributes and retails upholstery furniture products, accessories and casegoods (wood) furniture products, including recliners and motion furniture, sofas, loveseats, chairs, sectionals, modulars, ottomans and sleeper sofas, bedroom sets, dining room sets, entertainment centers, and occasional pieces. This Report relates to products: (i) for which conflict minerals are necessary to the functionality or production of that product; (ii) that were manufactured, or contracted to be manufactured, by La-Z-Boy; and (iii) for which the manufacture was completed during calendar year 2025. These products are referred to in this Report collectively as “Covered Products.”
2.0 Due Diligence
2.1 Design of Due Diligence Framework
We established a cross-functional team to design and implement our due diligence framework regarding the source and chain of custody of 3TG in our supply chain. This team is composed of representatives from Legal, Sustainability, Supply Chain/Purchasing, Product Development, and Finance. The Supply Chain/Purchasing organization has the primary responsibility for obtaining information from suppliers on components that may contain 3TGs. The Senior Director of Global Product Compliance and Sustainability has responsibility for tracking and documenting our progress and generating any required reporting.
We modeled our due diligence framework on the Organisation for Economic Co-Operation and Development (“OECD”) Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, Third Edition. Our due diligence process includes adoption of a Conflict Minerals Policy (which we have posted to our website at www.la-z-boy.com), establishment of a management structure with cross-functional team members and senior executives, determination of the necessary scope of investigation and response, ongoing communication with suppliers, and establishment of record keeping and escalation procedures. Senior management is briefed about the results of our due diligence efforts on a regular basis, and we periodically report to the Audit Committee of our Board of Directors with respect to our due diligence process and compliance obligations.
We have developed a corporate management system and communication process with our suppliers to investigate and evaluate the use of 3TGs. We provided our suppliers with guidance on supply chain due diligence and sourcing from conflict-affected and high-risk areas. We required our suppliers to complete and submit to us the Conflict Minerals Reporting Template (“CMRT”) established by the Responsible Minerals Initiative (“RMI”). The CMRT includes questions regarding a company’s conflict-free policy, its engagement with its direct suppliers, a listing of the smelters the company and its suppliers use, the origin of 3TGs included in the supplier’s products, and the supplier’s due diligence. For calendar year 2025, we requested CMRTs from new suppliers and updated CMRTs from suppliers who previously indicated that their products contained 3TGs.
2.2 Due Diligence Measures and Results
2.2.1 Inherent Limitations on Due Diligence Measures
As a downstream purchaser of 3TGs, our due diligence measures can provide only reasonable, not absolute, assurance regarding the source and chain of custody of the necessary 3TGs. Our due diligence requires data from our direct suppliers and those suppliers seeking similar information within their supply chains to identify the original sources of the necessary 3TGs. Such sources of information may yield inaccurate or incomplete information and may be subject to fraud.
Another complicating factor is the unavailability of country of origin and chain of custody information from our suppliers on a continuous, real-time basis. Under the Dodd-Frank Act and the Rule, a product is “DRC conflict free” if it meets the required standard every day of the reporting year; conversely, a product would “not be found to be DRC conflict free” if it does not meet the required standard even one day of the reporting year. The supply chain of commodities such as conflict minerals is a multi-step process operating more or less on a daily basis, with ore being delivered to smelters and refiners, with smelters and refiners smelting or refining ores into metal containing derivatives such as ingots, with the derivatives being shipped, sold and stored in numerous market locations around the world and with distributors and purchasers holding varying amounts of the derivatives in inventory for use. Since we do not have direct contractual relationships with each participant in the supply chain, we rely on our direct suppliers to gather and provide specific information about the date when the ore is smelted into a derivative and later shipped, stored, sold and first entered the stream of commerce. We directly seek sourcing data on a periodic basis from our direct suppliers. We ask that the data cover the entire reporting year, and we seek to use contract provisions requiring the suppliers to promptly update us in the event that the sourcing data changes.
2.2.2 Supply Chain Survey Responses
By accumulating our suppliers’ responses in a database, we were able to assess the risk related to conflict minerals in our supply chain and follow up with suppliers for further information as necessary. We performed assessments of the information our suppliers provided and sought additional information and clarification as needed.
We have relied on our suppliers’ responses for information on the source of 3TGs contained in the goods they supply us. Our suppliers have similarly relied on information provided by their suppliers. Tracing materials back to their mine of origin is a complex process. By adopting methodology outlined by the RMI and requiring that our suppliers meet OECD guidelines and report to us using the CMRT, we have made a reasonable determination of the mines, smelters, and refiners of the 3TGs in our supply chain.
For calendar year 2025, based on the information gathered from our suppliers, 3TGs are contained in a small number of components of our upholstered furniture. Sixteen of our direct suppliers advised us that their products, including electrical components, fasteners, plated steel, and polyurethane (“Subject Products”), contained 3TGs. These suppliers cumulatively identified 738 smelter and refinery facilities which may have processed 3TGs connected to Subject Products. Of those facilities (cumulatively), 682 have received a “conformant” designation from the Responsible Minerals Assurance Process (“RMAP”), 11 have not yet received a “conformant” designation but are considered “active” in the RMAP, and the remaining facilities are not currently actively participating in the RMAP, as of June 1, 2026.
Under the RMAP’s standards, “conformant” means a facility has been audited and found to be conformant with the relevant RMAP protocol or cross-recognized program, and “active” means a facility that is engaged in the RMAP program but has not yet been found to be “conformant.”
Consequently, we cannot determine whether 3TGs in the Subject Products are from Covered Countries, and, therefore, classify the Subject Products as “DRC Conflict Undeterminable.” Our suppliers are continuing to work to determine the origin of 3TGs.
A listing of the smelters or refiners utilized by our suppliers and identified as processing facilities, as reported to us by our suppliers, is included as an attachment to this report.
Based on the guidance provided by the staff of the Division of Corporation Finance in its “Statement on the Effect of the Recent Court of Appeals Decision on the Conflict Minerals Rule” dated April 29, 2014, and its “Updated Statement on the Effect of the Court of Appeals Decision on the Conflict Minerals Rule” dated April 7, 2017, we have not provided an independent private sector audit of this Report.
2.3 Steps Taken to Mitigate Risks
Our assessment of the risks that necessary 3TGs contained in our products do not benefit “armed groups” as defined in the Rule is an evolving process as more information becomes available to our suppliers and to us about the supply sources and chain of
custody. We intend to continue the following measures in the due diligence we conduct to further mitigate any risk that the 3TGs in our products could benefit armed groups in the Covered Countries:
a.Include pertinent requirements in our supplier agreements or policies.
b.Directly engage suppliers that provide products or components that cannot be confirmed as “DRC Conflict Free” to pursue responsible conflict-free sourcing for all products supplied to us.
c.Directly engage suppliers to implement risk mitigation plans if high-risk smelters are identified.
d.Work to get product level versus company level responses from our suppliers that provide products or components that cannot be confirmed as “DRC Conflict Free” and refine their relevant smelter list to the extent feasible to include only actual verified conflict-free smelters.
e.Engage with suppliers and direct them to training resources to attempt to improve the content of the supplier survey responses and encourage any of our suppliers whose products are “DRC Conflict Undeterminable” to establish an alternative source of 3TG that can be confirmed as “DRC Conflict Free.”
| | | | | | | | |
| Metal | Smelter Name | Smelter Country |
| Gold | Agosi AG | GERMANY |
| Gold | Almalyk Mining and Metallurgical Complex (AMMC) | UZBEKISTAN |
| Gold | AngloGold Ashanti Corrego do Sitio Mineracao | BRAZIL |
| Gold | Argor-Heraeus S.A. | SWITZERLAND |
| Gold | ASAHI METALFINE, Inc. | JAPAN |
| Gold | Asahi Refining Canada Ltd. | CANADA |
| Gold | Asahi Refining USA Inc. | UNITED STATES OF AMERICA |
| Gold | Aurubis AG | GERMANY |
| Gold | Bangko Sentral ng Pilipinas (Central Bank of the Philippines) | PHILIPPINES |
| Gold | Boliden Ronnskar | SWEDEN |
| Gold | C. Hafner GmbH + Co. KG | GERMANY |
| Gold | CCR Refinery - Glencore Canada Corporation | CANADA |
| Gold | Chimet S.p.A. | ITALY |
| Gold | Chugai Mining | JAPAN |
| Gold | Coimpa Industrial LTDA | BRAZIL |
| Gold | DSC (Do Sung Corporation) | KOREA, REPUBLIC OF |
| Gold | Eco-System Recycling Co., Ltd. North Plant | JAPAN |
| Gold | Gold by Gold Colombia | COLOMBIA |
| Gold | Guangdong Jinding Gold Limited | CHINA |
| Gold | Heimerle + Meule GmbH | GERMANY |
| Gold | Heraeus Metals Hong Kong Ltd. | CHINA |
| Gold | Inner Mongolia Qiankun Gold and Silver Refinery Share Co., Ltd. | CHINA |
| Gold | Ishifuku Metal Industry Co., Ltd. | JAPAN |
| Gold | Istanbul Gold Refinery | TURKEY |
| Gold | Italpreziosi | ITALY |
| Gold | Japan Mint | JAPAN |
| Gold | Jiangxi Copper Co., Ltd. | CHINA |
| Gold | JX Nippon Mining & Metals Co., Ltd. | JAPAN |
| Gold | Kazzinc | KAZAKHSTAN |
| Gold | Kennecott Utah Copper LLC | UNITED STATES OF AMERICA |
| Gold | KGHM Polska Miedz Spolka Akcyjna | POLAND |
| Gold | Kojima Chemicals Co., Ltd. | JAPAN |
| | | | | | | | |
| Gold | Korea Zinc Co., Ltd. | KOREA, REPUBLIC OF |
| Gold | LS MnM Inc. | KOREA, REPUBLIC OF |
| Gold | LT Metal Ltd. | KOREA, REPUBLIC OF |
| Gold | Matsuda Sangyo Co., Ltd. | JAPAN |
| Gold | Metal Concentrators SA (Pty) Ltd. | SOUTH AFRICA |
| Gold | Metalor Technologies (Hong Kong) Ltd. | CHINA |
| Gold | Metalor Technologies (Singapore) Pte., Ltd. | SINGAPORE |
| Gold | Metalor Technologies (Suzhou) Ltd. | CHINA |
| Gold | Metalor Technologies S.A. | SWITZERLAND |
| Gold | Metalor USA Refining Corporation | UNITED STATES OF AMERICA |
| Gold | Metalurgica Met-Mex Penoles S.A. De C.V. | MEXICO |
| Gold | Mitsubishi Materials Corporation | JAPAN |
| Gold | MKS PAMP SA | SWITZERLAND |
| Gold | MMTC-PAMP India Pvt., Ltd. | INDIA |
| Gold | Nadir Metal Rafineri San. Ve Tic. A.S. | TURKEY |
| Gold | Navoi Mining and Metallurgical Combinat | UZBEKISTAN |
| Gold | NH Recytech Company | KOREA, REPUBLIC OF |
| Gold | Nihon Material Co., Ltd. | JAPAN |
| Gold | Ogussa Osterreichische Gold- und Silber-Scheideanstalt GmbH | AUSTRIA |
| Gold | Planta Recuperadora de Metales SpA | CHILE |
| Gold | PT Aneka Tambang (Persero) Tbk | INDONESIA |
| Gold | PX Precinox S.A. | SWITZERLAND |
| Gold | Rand Refinery (Pty) Ltd. | SOUTH AFRICA |
| Gold | Royal Canadian Mint | CANADA |
| Gold | SEMPSA Joyeria Plateria S.A. | SPAIN |
| Gold | Shandong Zhaojin Gold & Silver Refinery Co., Ltd. | CHINA |
| Gold | Sichuan Tianze Precious Metals Co., Ltd. | CHINA |
| Gold | Solar Applied Materials Technology Corp. | TAIWAN |
| Gold | Sumitomo Metal Mining Co., Ltd. | JAPAN |
| Gold | SungEel HiMetal Co., Ltd. | KOREA, REPUBLIC OF |
| Gold | T.C.A S.p.A | ITALY |
| Gold | Tanaka Kikinzoku Kogyo K.K. | JAPAN |
| Gold | Tokuriki Honten Co., Ltd. | JAPAN |
| Gold | TOO Tau-Ken-Altyn | KAZAKHSTAN |
| Gold | Umicore S.A. Business Unit Precious Metals Refining | BELGIUM |
| Gold | Valcambi S.A. | SWITZERLAND |
| Gold | Western Australian Mint (T/a The Perth Mint) | AUSTRALIA |
| Gold | Yunnan Copper Industry Co., Ltd. | CHINA |
| Gold | Zhongyuan Gold Smelter of Zhongjin Gold Corporation | CHINA |
| Tantalum | F&X Electro-Materials Ltd. | CHINA |
| Tantalum | Mineracao Taboca S.A. | BRAZIL |
| Tin | Alpha Assembly Solutions Inc | UNITED STATES OF AMERICA |
| Tin | Aurubis Beerse | BELGIUM |
| Tin | Aurubis Berango | SPAIN |
| Tin | Chenzhou Yunxiang Mining and Metallurgy Co., Ltd. | CHINA |
| Tin | Chifeng Dajingzi Tin Industry Co., Ltd. | CHINA |
| Tin | China Tin (Hechi) | CHINA |
| Tin | CRM Fundicao De Metais E Comercio De Equipamentos Eletronicos Do Brasil Ltda | BRAZIL |
| | | | | | | | |
| Tin | CRM Synergies | SPAIN |
| Tin | CV Ayi Jaya | INDONESIA |
| Tin | Dowa | JAPAN |
| Tin | EM Vinto | BOLIVIA (PLURINATIONAL STATE OF) |
| Tin | Estanho de Rondonia S.A. | BRAZIL |
| Tin | Fabrica Auricchio Industria e Comercio Ltda. | BRAZIL |
| Tin | Fenix Metals | POLAND |
| Tin | Gejiu Non-Ferrous Metal Processing Co., Ltd. | CHINA |
| Tin | Global Advanced Metals Greenbushes Pty Ltd. | AUSTRALIA |
| Tin | Guangdong Hanhe Non-Ferrous Metal Co., Ltd. | CHINA |
| Tin | HuiChang Hill Tin Industry Co., Ltd. | CHINA |
| Tin | Jiangxi New Nanshan Technology Ltd. | CHINA |
| Tin | Luna Smelter, Ltd. | RWANDA |
| Tin | Magnu's Minerais Metais e Ligas Ltda. | BRAZIL |
| Tin | Malaysia Smelting Corporation (MSC) | MALAYSIA |
| Tin | Malaysia Smelting Corporation Berhad (Port Klang) | MALAYSIA |
| Tin | Metallic Resources, Inc. | UNITED STATES OF AMERICA |
| Tin | Mineracao Taboca S.A. | BRAZIL |
| Tin | Mining Minerals Resources SARL | CONGO, DEMOCRATIC REPUBLIC OF THE |
| Tin | Minsur | PERU |
| Tin | Mitsubishi Materials Corporation | JAPAN |
| Tin | O.M. Manufacturing (Thailand) Co., Ltd. | THAILAND |
| Tin | O.M. Manufacturing Philippines, Inc. | PHILIPPINES |
| Tin | Operaciones Metalurgicas S.A. | BOLIVIA (PLURINATIONAL STATE OF) |
| Tin | P Kay Metal, Inc | UNITED STATES OF AMERICA |
| Tin | PT Aries Kencana Sejahtera | INDONESIA |
| Tin | PT Artha Cipta Langgeng | INDONESIA |
| Tin | PT ATD Makmur Mandiri Jaya | INDONESIA |
| Tin | PT Babel Inti Perkasa | INDONESIA |
| Tin | PT Babel Surya Alam Lestari | INDONESIA |
| Tin | PT Bangka Prima Tin | INDONESIA |
| Tin | PT Bangka Serumpun | INDONESIA |
| Tin | PT Bukit Timah | INDONESIA |
| Tin | PT Menara Cipta Mulia | INDONESIA |
| Tin | PT Mitra Stania Prima | INDONESIA |
| Tin | PT Mitra Sukses Globalindo | INDONESIA |
| Tin | PT Premium Tin Indonesia | INDONESIA |
| Tin | PT Prima Timah Utama | INDONESIA |
| Tin | PT Putera Sarana Shakti (PT PSS) | INDONESIA |
| Tin | PT Rajawali Rimba Perkasa | INDONESIA |
| Tin | PT Rajehan Ariq | INDONESIA |
| Tin | PT Refined Bangka Tin | INDONESIA |
| Tin | PT Sariwiguna Binasentosa | INDONESIA |
| Tin | PT Stanindo Inti Perkasa | INDONESIA |
| Tin | PT Sukses Inti Makmur (SIM) | INDONESIA |
| Tin | PT Timah Nusantara | INDONESIA |
| Tin | PT Timah Tbk Kundur | INDONESIA |
| | | | | | | | |
| Tin | PT Timah Tbk Mentok | INDONESIA |
| Tin | PT Tinindo Inter Nusa | INDONESIA |
| Tin | PT Tommy Utama | INDONESIA |
| Tin | Resind Industria e Comercio Ltda. | BRAZIL |
| Tin | Rui Da Hung | TAIWAN |
| Tin | Super Ligas | BRAZIL |
| Tin | Takehara PVD Materials Plant / PVD Materials Division of MITSUI MINING & SMELTING CO., LTD. | JAPAN |
| Tin | Thaisarco | THAILAND |
| Tin | Tin Smelting Branch of Yunnan Tin Co., Ltd. | CHINA |
| Tin | Tin Technology & Refining | UNITED STATES OF AMERICA |
| Tin | Umicore S.A. Business Unit Precious Metals Refining | |
| Tin | White Solder Metalurgia e Mineracao Ltda. | BRAZIL |
| Tin | Woodcross Smelting Company Limited | UGANDA |
| Tin | Yunnan Chengfeng Non-ferrous Metals Co., Ltd. | CHINA |
| Tin | Yunnan Tin Company Limited | CHINA |
| Tin | Yunnan Yunfan Non-ferrous Metals Co., Ltd. | CHINA |
| Tungsten | A.L.M.T. Corp. | JAPAN |
| Tungsten | China Molybdenum Tungsten Co., Ltd. | CHINA |
| Tungsten | Chongyi Zhangyuan Tungsten Co., Ltd. | CHINA |
| Tungsten | Ganzhou Jiangwu Ferrotungsten Co., Ltd. | CHINA |
| Tungsten | Ganzhou Seadragon W & Mo Co., Ltd. | CHINA |
| Tungsten | Guangdong Xianglu Tungsten Co., Ltd. | CHINA |
| Tungsten | H.C. Starck Tungsten GmbH | GERMANY |
| Tungsten | Hubei Green Tungsten Co., Ltd. | CHINA |
| Tungsten | Japan New Metals Co., Ltd. | JAPAN |
| Tungsten | Lianyou Metals Co., Ltd. | TAIWAN |
| Tungsten | Malipo Haiyu Tungsten Co., Ltd. | CHINA |
| Tungsten | Niagara Refining LLC | UNITED STATES OF AMERICA |
| Tungsten | Tungsten Vietnam Joint Stock Company | VIET NAM |
| Tungsten | Xiamen Tungsten Co., Ltd. | CHINA |